260713.mbx

260713.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 Monday, July 13, 2026, Vol. 27, No. 138 Headlines B E L G I U M CREAFIN CREDITS 2026-1: Moody's Assigns (P)B2 Rating to Cl. F Notes F R A N C E FR MIDCO: Fitch Rates Planned EUR775MM Secured Notes 'B+(EXP)' LOXAM SAS: S&P Affirms 'BB-' ICR on Refinancing, Outlook Stable PICARD GROUPE: S&P Affirms 'B' ICR on EUR775MM Notes Refinancing POSEIDON BIDCO: S&P Upgrades ICR to 'CCC-', Outlook Negative G E R M A N Y AUTODOC HOLDINGS: S&P Assigns 'B+' LongTerm ICR, Outlook Positive RODENSTOCK GROUP: Fitch Assigns 'B-' LongTerm IDR, Outlook Stable I R E L A N D AB CARVAL IV-C: Fitch Assigns 'B-sf' Final Rating on Class F Notes AB CARVAL IV-C: S&P Assigns B-(sf) Rating on Class F Notes ALBACORE EURO II: S&P Lowers Class E Notes Rating to 'B(sf)' ARBOUR CLO III: Fitch Assigns 'B-sf' Rating on Class F-R-R Notes ARBOUR CLO III: S&P Assigns B-(sf) Rating to Class F-R-R Notes AURIUM CLO XV: S&P Assigns B-(sf) Rating on Class F Notes JUBILEE CLO 2018-XXI: Moody's Affirms B3 Rating on EUR12MM F Notes NEUBERGER BERMAN 9: Fitch Assigns 'B-sf' Rating on Class F Notes NEUBERGER BERMAN 9: S&P Assigns B-(sf) Rating on Class F Notes SEABURY PARK: S&P Assigns B-(sf) Rating on Class F Notes SILVER POINT 2: S&P Assigns B-(sf) Rating on Class F Notes I T A L Y CERVED GROUP: S&P Affirms 'B' ICR & Alters Outlook to Negative L U X E M B O U R G ASTERIX INVESTMENT: S&P Assigns 'B+' ICR, Outlook Stable OHI GROUP: Moody's Cuts CFR to B3, Outlook Negative N E T H E R L A N D S INTERMEDIATE DUTCH: S&P Upgrades ICR to 'B+', Outlook Stable S P A I N CIRSA FINANCE: Moody's Rates New EUR500MM Sr. Secured Notes 'Ba3' CIRSA FINANCE: S&P Rates EUR500MM Senior Secured Notes 'BB-' GRUPO EMBOTELLADOR: S&P Withdraws 'BB' LT Issuer Credit Rating S W E D E N INTRUM INVESTMENTS: Moody's Rates New EUR525MM Secured Notes 'B2' INTRUM INVESTMENTS: S&P Rates New 1.5 Lien Sr. Secured Notes 'B+' U N I T E D K I N G D O M 40 STATION ROAD: Begbies Traynor Appointed as Administrators BUSINESS RATES: Moorfields Appointed as Administrators CARDIFF AUTO 2024-1: Fitch Affirms 'B+sf' Rating on Class F Notes FENCHURCH SPV 2: Moorfields Appointed as Administrators FENCHURCH SPV 5: Begbies Traynor Appointed as Administrators FOREST HILL: FRP Advisory Appointed as Administrators FYLDE FUNDING 2024-1: S&P Affirms 'B(sf)' Rating on F-Dfrd Notes ISOSCELES DM 123: Interpath Advisory Appointed as Administrators IVC ACQUISITION: Moody's Affirms 'B3' CFR, Outlook Remains Stable LH REALISATIONS: Mackenzie Goldberg Appointed as Administrator LONDON PENTHOUSE: Begbies Traynor Appointed as Administrators LUNE VALLEY: Leonard Curtis Appointed as Administrators MANSARD MORTGAGES 2006-1: Fitch Lowers Rating on B2a Notes to B-sf MING FOODS: Dains Appointed as Administrator MISSION DIGITAL: Antony Batty Appointed as Administrators NAVOIYURAN: S&P Upgrades ICR to 'BB' on Operating Track Record NES FIRCROFT: S&P Lowers ICR to 'B' on Dividend Recapitalization ONYX GROUP: BTG Begbies Appointed as Administrators PIERPONT BTL 2023-1: S&P Affirms 'BB+(sf)' Rating on E-Dfrd Notes PREFERRED RESIDENTIAL 06-1: Fitch Affirms B-sf Rating on E1c Notes PREMIER FOODS: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable REGENCY FACTORS: FRP Advisory Appointed as Administrators REGENCY TRADE: FRP Advisory Appointed as Administrators RENA LEISURE: CG&Co Appointed as Administrators SKYSHIELD GROUP: S&P Assigns 'B' LongTerm ICR, Outlook Stable TOGETHER ASSET 2026-1ST2: S&P Assigns '(P)B-' Rating on X2 Certs TULIP HOLDCO: S&P Assigns Prelim. 'B' ICR on Softbank Acquisition TWIN BRIDGES 2026-1: Moody's Assigns Ba3 Rating to GBP10MM X Notes W.I.S.E. UNDERWRITING: Birchwood Bond & FRP Named Administrators - - - - - ============= B E L G I U M ============= CREAFIN CREDITS 2026-1: Moody's Assigns (P)B2 Rating to Cl. F Notes ------------------------------------------------------------------- Moody's Ratings has assigned provisional ratings to Notes to be issued by Creafin Credits NV, Compartment Creafin RMBS BE 2026-1: EUR [ ]M Class A Mortgage Backed Floating Rate Notes due July 2060, Assigned (P)Aaa (sf) EUR [ ]M Class B Mortgage Backed Floating Rate Notes due July 2060, Assigned (P)Aa2 (sf) EUR [ ]M Class C Mortgage Backed Floating Rate Notes due July 2060, Assigned (P)A1 (sf) EUR [ ]M Class D Mortgage Backed Floating Rate Notes due July 2060, Assigned (P)A2 (sf) EUR [ ]M Class E Mortgage Backed Floating Rate Notes due July 2060, Assigned (P)Baa1 (sf) EUR [ ]M Class F Mortgage Backed Floating Rate Notes due July 2060, Assigned (P)B2 (sf) Moody's did not rate the EUR [ ]M Class X Floating Rate Notes due July 2060 and the EUR [ ]M Class Z Floating Rate Notes due July 2060. RATINGS RATIONALE The Notes are backed by a static pool of Belgian residential mortgage loans originated by Creafin NV ("Creafin", not rated). This represents the first issuance from Creafin. The portfolio of assets amounts to approximately EUR300 million (including retained amounts) as of May 31st, 2026 pool cutoff date. The loans are extended to (near-) prime individuals and professional landlords to finance or refinance the acquisition of properties in Belgium. The aggregate mortgage inscription supporting the loans consists of both the first-ranking mortgage on the financed properties and any additional mortgages on external properties. This is Moody's first rating of a transaction with these features. The reserve fund includes two ledgers, each starting at 1.25% of the total rated Notes balance. The liquidity reserve equals 1.25% of the initial Class A and B Notes, reducing to 1.25% of their outstanding balance over time. The general reserve is set at 1.25% of the initial rated Notes balance minus the required liquidity reserve. At closing, the Class A Notes will benefit from a total subordination of 12.42%, supplemented by excess spread and the credit support afforded by the reserve fund. The ratings are primarily based on the credit quality of the portfolio, the structural features of the transaction and its legal integrity. According to us, the transaction benefits from various credit strengths such as a static portfolio and a non-amortising reserve fund sized on aggregate at closing at 1.25% of the total notes balance. However, Moody's notes that the transaction features some credit weaknesses such as an unrated originator also acting as servicer and the focus on a small and niche market, the Belgian intermediary-served loan market. Creafin, with its current size and set-up acting as servicer of the securitised portfolio, would not have the capacity to service the portfolio on its own. However, the day-to-day servicing of the portfolio is outsourced to Stater Belgium NV/SA ("Stater", NR) as subservicer and special servicer. Stater is obliged to continue servicing the portfolio after a servicer termination event in its role of stand-by servicer. This risk of servicing disruption is further mitigated by structural features of the transaction. These include, among others, the presence of a backup servicer facilitator who will assist the issuer in appointing a backup servicer on a best-effort basis upon termination of the servicing agreement. The interest rate mismatch between the fixed-rate underlying portfolio and the floating-rate Notes will be hedged by individual interest rate swap agreements provided by NatWest Markets Plc (A1/P-1; A1(cr)/P-1(cr)) and subsequently by Deutsche Bank AG (A1/P-1; A1(cr)/P-1(cr)) from the first reset date of the loans. At closing, Natwest Markets Plc will pay 1-month Euribor on the loans against a pre-determined swap rate. Upon the first reset date and until the loan maturity, the issuer will pay to Deutsche Bank AG the interest received on the loan and receive 3mE + [ ]%, thereby guaranteeing a fixed margin on the portfolio. Due to a combination of collateral and transfer trigger rating levels, WAL of the Notes and available credit enhancement for the mezzanine Notes, the ratings of the Notes have a higher linkage to the Deutsche Bank AG's rating, resulting in a one notch constraint for the Classes B, C, D and E Notes. Moody's determined the portfolio lifetime expected loss of 1.5% and MILAN Stressed Loss of 12.10% related to the mortgage portfolio. The expected loss captures Moody's expectations of performance considering the current economic outlook, while the MILAN Stressed Loss captures the loss Moody's expects the portfolio to suffer in the event of a severe recession scenario. Expected loss and MILAN Stressed Loss are parameters used by us to calibrate Moody's lognormal portfolio loss distribution curve and to associate a probability with each potential future loss scenario in the ABSROM cash flow model to rate RMBS. Portfolio expected loss of 1.50%: This is higher than the Belgian RMBS sector and is based on Moody's assessments of the lifetime loss expectation for the pool taking into account: (1) no historical performance data for the originator's portfolio is available; (2) benchmarking with comparable transactions in the European RMBS market; (3) peculiarities of the Belgian RMBS market, and (4) the current economic conditions and forecasts in Belgium. MILAN Stressed Loss of 12.10%: This is higher than the Belgian RMBS sector average and follows Moody's assessments of the loan-by-loan information taking into account the following key drivers: (1) the calculated weighted average current loan-to-value (LTV) of approximately 81.0%; (2) the low seasoning of the portfolio, (3) the adjustments relating to the experience and strength of the originator, and (4) the current economic conditions and forecasts in Belgium. The principal methodology used in these ratings was "Residential Mortgage-Backed Securitizations" published in October 2024. =========== F R A N C E =========== FR MIDCO: Fitch Rates Planned EUR775MM Secured Notes 'B+(EXP)' -------------------------------------------------------------- Fitch Ratings has assigned FR Midco SAS's planned EUR775 million senior secured notes an expected rating of 'B+(EXP)', with a Recovery Rating of 'RR3'. The planned issue will replace its EUR775 million senior secured notes due 2029. Fitch has also affirmed FR Bondco SAS's (Picard) Long-Term Issuer Default Rating (IDR) at 'B' with Stable Outlook. The final rating is contingent on the final documents conforming to the information received. The IDR is constrained by Picard's aggressive financial policy. This is balanced by a robust business model and effective cost management, which support high profitability and sustained positive free cash flow (FCF) despite a challenging environment. The Stable Outlook reflects Fitch's expectation of steady operating performance, high but sustainable leverage, and adequate coverage. The planned repayment of the rest of Picard's vendor loan will support deleveraging to 6.6x in FY27 (year-end to March) from 7x in FY26 and provide some rating headroom. Key Rating Drivers High Leverage Constrains Rating: Picard's EBITDAR leverage remained high at about 7.0x at FYE26, fully exhausting its leverage headroom. The new notes issue is neutral to leverage but will improve the company's maturity headroom. Aggressive Financial Policy: The Zouari family increased ownership of Picard to 50.2% in December 2024 through Invest Group Zouari (IGZ), and ICG Europe Fund VIII owns 49.7%. The sale marked the exit of Lion Capital, the company's previous main shareholder, which had led frequent dividend recapitalisations. Fitch views the funding of Lion's buyout by IGZ as aggressive, by adding debt at Picard and introducing shareholder notes (SHL) and vendor loan outside the restricted group. Fitch treats the vendor loan as debt and the SHL as equity, with its maturity having recently been extended to 2033, beyond that of both Fitch-rated debt classes. The new owners are planning a more conservative financial policy after the acquisition. The use of EUR37 million company cash to reduce unsecured debt, the EUR80 million partial repayment of the vendor loan with equity, and planned repayment of the remaining EUR53 million vendor loan with cash shortly after completion of the current refinancing plan is positive for the credit profile, supporting more adequate leverage for the rating. Vendor Loan Refinancing Resolved: The partial repayment of the vendor loan with an equity instrument from ICG at IGZ level is treated as equity under its methodology and has partly addressed the vendor loan refinancing. The rest will be repaid with EUR53 million cash ahead of its maturity in 2027. Fitch had previously expected Picard's leverage to fall by mid-2025, assuming the EUR120 million vendor loan would be repaid with cash proceeds from a minority stake sale at IGZ. Strong Profitability: Fitch-adjusted EBITDA margin improved slightly in FY26 to 12.9%, supported by gross margin gains. Fitch expects Picard's gross margin to remain high and improve slightly, as it continues to benefit from an agile business model, through control over product formulation and outsourced manufacturing, which allows for operational efficiency. Fitch expects Picard to protect its market share while adapting to consumer trends. Its profit margins are high for the sector, supported by its focus on own-brand products, premium offerings and structurally profitable asset-light expansion. Steady Sales Growth: Picard's sales grew 3% in FY25, slightly below its forecast of 3.5%. Fitch still expects revenue to increase on average 3%-4% in FY27-FY29, due to modest like-for-like growth and store additions. Picard has a strong record of steady sales growth in France, driven by its diversified and frequently renewed frozen food range, which meets various consumer needs while retaining repeat customers. Like-for-like sales grew on average 1.4% annually during FY17-FY26; Fitch expects a slightly slower rate of 0.5%-1% to FY29. Picard is firmly positioned to continue growing organically through own operated and franchised stores. FCF Supports Cash Accumulation: Fitch expects Picard to generate positive average FCF of about EUR55 million a year in FY27-FY29 (2.5%-3% of sales), supported by limited working-capital swings and capex needs. FCF margin was slightly lower in FY26 at 1.5%, due to slightly higher capex after it was brought forward from FY27. Strong cash flow generation differentiates Picard from many peers in food retail and offsets its high debt. Robust Business Model: Picard's leadership in a niche market and highly profitable own brand continue to underpin its business model. It was resilient during the pandemic and in the recent inflationary environment, after its price increases were only partly offset by a decrease in volumes. The company has increased its volumes since FY25, due to a shift of its product mix towards lower price products. Peer Analysis Picard has smaller scale and weaker diversification in non-food products and services than larger food retail peers, such as Bellis Finco plc (ASDA; B/Negative) and Market Holdco 3 Limited (Morrisons; B/Stable). Picard is also smaller in sales than UK frozen food specialist WD FF Limited (Iceland; B/Stable), but its materially stronger profitability leads to an equivalent level of EBITDAR. Picard's gross leverage at 7.0x at FYE26 remained higher than Iceland's EBITDAR gross leverage of about 5x in FY25 (year-end March) but similar to Morrisons' estimated 6.6x in FY25 (year-end October). Picard has strong brand awareness and customer loyalty, which is important for maintaining its market leadership in the French frozen food retail sector. It also has high profitability (EBITDAR margin 17% versus Iceland's 7%), due to its unique business model focused on own-brand products and premium positioning. This makes it more comparable with branded food manufacturers than its immediate food retailing peers. This differentiating factor results in superior cash flow generation, supporting Picard's financial flexibility and satisfactory liquidity. Fitch’s Key Rating-Case Assumptions - Average revenue growth of 3.3% over FY27-FY29, driven by 1% like-for-like growth, store expansion and franchise growth - About 40 new store openings a year - EBITDA margin averaging 13% over FY27-FY29 (FY26: 12.9%) - Capex averaging 3.1% of revenue over FY27-FY29 - Slightly negative annual working-capital movements in FY27-FY29 - Rest of the EUR53 million vendor loan to be repaid with cash in FY27 - Secured notes of EUR775 million refinanced at market rates in July 2026 Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool to produce the Standalone Credit Profile (SCP): Business and financial profile factors (assessment, relative importance): management ('bb', Moderate), sector characteristics ('bbb+', Lower), market and competitive positioning ('bb-', Moderate), diversification and asset quality ('b', Moderate), company operational characteristics ('bb+', Higher), profitability ('bbb+', Moderate), financial structure ('ccc+', Higher), and financial flexibility ('bb', Moderate). The quantitative financial subfactors are based on custom CRT financial period parameters: 20% weight for the forecast year FY26, 40% for the forecast year FY27 and 40% for the forecast year FY28. B+ to CC considerations apply in its analysis and have no impact. The governance assessment of 'good' has no impact. The operating environment assessment of 'a+' has no impact. The SCP is 'b'. Recovery Analysis Fitch assumes Picard would be considered a going-concern (GC) in bankruptcy and that it would be reorganised rather than liquidated. Fitch assumes a 10% administrative claim in the recovery analysis. Its bespoke GC recovery analysis estimates EBITDA after restructuring available to creditors of about EUR190 million, unchanged from its previous analysis. Fitch also assumes a fully drawn EUR100 million revolving credit facility (RCF) before distress. Fitch maintains a distressed enterprise value/EBITDA multiple at 6.0x, which reflects Picard's structurally cash-generative business operations, despite its small scale. Its waterfall analysis generates a ranked recovery for Picard's EUR1.4 billion senior secured notes, unchanged following the refinancing, in the 'RR3' category, indicating a 'B+' rating, one notch above the IDR. The Recovery Rating of the EUR280 million senior unsecured notes, is 'RR6', with a rating of 'CCC+', two notches below the IDR. Fitch expects recoveries for the senior secured notes to remain unchanged in the 'RR3' category once Picard's planned RCF increase to EUR125 million from EUR100 million is finalised. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Deteriorating competitive position or sustained erosion in like-for-like sales growth, EBITDA and FCF margin, leading to an inability to deleverage - Subdued operating performance or evidence of a more aggressive financial policy, including material dividend distributions leading to EBITDAR leverage above 7.0x on a sustained basis - Diminished financial flexibility, due to a loss of financial discipline, reduced liquidity headroom or operating EBITDAR fixed-charge coverage permanently below 1.5x - Cash flow from operations less capex/debt remaining below 2.5% on a sustained basis Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Continuation of solid operating performance, for example reflected in like-for-like revenue increases and rising EBITDA with strong FCF margins in the mid-single digits - EBITDAR leverage below 5.5x on a sustained basis, driven mostly by debt prepayments, reflecting a commitment to more conservative capital allocation - Operating EBITDAR fixed-charge coverage above 2x on a sustained basis Liquidity and Debt Structure Picard's liquidity is comfortable, with EUR146 million of Fitch-adjusted unrestricted cash at FYE26. The planned RCF increase will further improve the liquidity profile. Low capex intensity and manageable working-capital outflows underpin healthy positive FCF generation, further boosting liquidity. Issuer Profile Picard is a French food retailer with a leading market share of 20% in the highly specialised and niche frozen-food market. Summary of Financial Adjustments Fitch reflects Picard's flexible lease terms and IFRS lease liabilities in its leverage calculations, in line with its criteria. This translates into an implied lease multiple of 6.0x. 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 Picard. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Picard Groupe SAS senior secured LT B+ Affirmed RR3 B+ FR Bondco SAS LT IDR B Affirmed B senior unsecured LT CCC+ Affirmed RR6 CCC+ FR Midco SAS senior secured LT B+(EXP) Expected Rating RR3 Lion/Polaris Lux Midco S.a r.l. senior secured LT B+ Affirmed RR3 B+ LOXAM SAS: S&P Affirms 'BB-' ICR on Refinancing, Outlook Stable --------------------------------------------------------------- S&P Global Ratings affirmed its 'BB-' rating on rental equipment provider Loxam SAS and its existing senior secured debt and assigned a 'BB-' issue rating to the proposed senior secured debt. S&P revised its recovery rating on the senior secured debt to '4' from '3', indicating lower recovery prospects of 30%-50% (rounded estimate: 45%). Loxam SAS plans to acquire a 50.3% controlling stake in Mills Group, the largest Brazilian equipment rental company, for a total consideration of EUR303 million. Loxam intends to raise EUR1,050 million of senior secured notes as part of the transaction. It will hold EUR300 million of the proceeds of this issuance to finance the acquisition of Mills, and will also refinance EUR350 million in senior secured notes due in February 2027 and EUR400 million in senior secured notes due in May 2028. Given the timing of the Mills consolidation, actual leverage will increase to 4.8x-5.0x in 2026 (or pro forma Mills, full-year consolidation leverage of 4.6x-4.8x), before reducing to 4.6x-4.8x in 2027. As the company benefits from the full-year consolidation of Mills, leverage will decline moderately in 2027 after spiking in 2026, given a lag between debt issuance and consolidation of Mills. S&P Global Ratings-adjusted debt to EBITDA is projected to rise to 4.8x-5.0x when the debt is issued and then drop back to 4.6x-4.8x in 2027, as the company benefits from the full-year economic contribution (consolidation) of the acquired business. However, pro forma 12 months of contribution from Mills, leverage in 2026 should remain broadly at 4.6x-4.8x in 2026. The proposed acquisition will give Loxam a controlling 50.3% stake in Mills Group. Loxam intends to issue EUR1,050 million senior secured notes and use the proceeds as follows: -- EUR303 million in cash set aside to finance the acquisition of a controlling 50.3% stake in Mills Group; -- EUR350 million to refinance the senior secured notes due in February 2027; and -- EUR400 million to refinance the senior secured notes due in May 2028. S&P said, "We understand that the proceeds intended to finance the acquisition will initially be held in an escrow account, pending completion of the first part of the transaction. It could take up to six months to approve the acquisition, which is likely to close in November 2026. As a result, although the debt financing will be raised during 2026, we anticipate that the acquired business will make a limited contribution to earnings in that year. Loxam is forecast to benefit from Mills' full economic contribution to earnings in 2027, and this underpins our expectation that leverage metrics will decline next year." Loxam aims to acquire the remaining 49.7% stake in Mills during early 2027. Part of the current refinancing transaction includes a bridge facility to finance this part of the planned acquisition. The company will subsequently refinance the bridge facility by issuing longer-term debt. S&P said, "Although we project that this part of the transaction will cause leverage to remain elevated, the increased earnings base is expected to enable the company to gradually reduce its leverage over 2027. That said, we acknowledge that Loxam will have limited headroom for larger debt-financed acquisitions." In S&P's view, the acquisition of a controlling stake in Mills will support Loxam's business risk profile. It will expand the company's presence in the attractive Brazilian equipment rental market while also increasing its geographic diversification outside its core European markets. Mills operates across Latin America and has a leading position in the Brazilian and other regional markets. The transaction is consistent with Loxam's expansion strategy and provides it with access to a market that displays supportive demand fundamentals. Lower equipment rental penetration in Brazil, compared with more-mature markets, provides opportunities for continued market expansion. S&P said, "In our view, Mills' product and end-market exposure is well balanced, which is positive. Construction accounts for only about 34% of activity. Mills' profitability profile is underpinned by EBITDA margins of about 48.9% in 2025, materially above Loxam's margins. We consider that acquiring Mills will help the group improve its profitability profile." Pro forma the full contribution of the Mills business, Loxam's EBITDA margins are forecast to strengthen to 37.2%-37.6% in 2027, from 35.5-35.8% in 2026. Improving European demand trends and exposure to the higher-growth Brazilian market support Loxam's growth prospects. Demand conditions in Loxam's core European markets are improving because construction activity has been gradually recovering after two weaker years. S&P forecasts a return to moderate growth across several key markets, supported by infrastructure investment, renovation activity, and industrial spending. In addition, the proposed acquisition of Mills provides additional upside link to market development opportunities. Rental penetration in Brazil is about 40% of that in more-mature markets. Loxam has demonstrated that it can actively adjust its capital expenditure (capex) in line with market activity, which S&P considers to be a strength. As macroeconomic conditions improved across its core markets, the group reacted to signs of recovery by increasing capex to support the anticipated growth in demand. Historically, Loxam has shown that it can align fleet investments with business cycles. S&P said, "Although Mills has been increasing its focus on long-term contracts, we do not think this will constrain Loxam's historically flexible approach to fleet investments. Instead, the longer-duration contracts could enhance revenue visibility and earnings stability, while supporting cash flow generation. Pro forma the acquisition, we anticipate that Loxam will increase its capex toward EUR680 million - EUR730 million in 2026 and EUR800 million-EUR850 million in 2027. This will cause it to temporarily generate negative free operating cash flow (FOCF) of EUR15 million-EUR20 million in 2026-2027, after a prolonged period of underinvestment. "The stable outlook indicates that we expect Loxam benefits from improving markets and enhance its profitability in 2026 so that margins trend toward 37%. We also expect it to rapidly pull back on its capex if its end markets start to soften. We expect that the company will sustain debt to EBITDA comfortably below 5x. This scenario does not incorporate any additional acquisitions that are larger than anticipated under our base-case scenario, or any shareholder-friendly actions. "We could lower the rating if Loxam's credit metrics deteriorate such that debt to EBITDA trends upward to 5x, FOCF is sustainably negative, and the adjusted EBITDA margin drops below 35%, with no near-term recovery. This could occur if the group deviates from our base-case scenario through debt-financed acquisitions or shareholder-friendly actions, leading to higher leverage. "We might also consider a downgrade if weaker market conditions hamper Loxam's ability to balance growth and capex and this leads to higher debt levels. The rating could also come under pressure if, at any time, the company's liquidity is no longer at least adequate. "We do not see potential rating upside in the next 12 months. We might see ratings upside if adjusted debt to EBITDA improved comfortably and sustainably below 4.0x. An upgrade would also depend on the group generating at least neutral FOCF." Stronger credit metrics could occur if absolute debt was substantially reduced, operating performance proved better than anticipated, and the company pursued a more-conservative financial policy. PICARD GROUPE: S&P Affirms 'B' ICR on EUR775MM Notes Refinancing ---------------------------------------------------------------- S&P Global Ratings affirmed its 'B' long-term issuer credit rating on Picard Groupe SAS; affirmed its 'BB-' issue rating and '1' recovery rating (95% recovery expected) on the upsized EUR125 million super senior RCF; affirmed its 'CCC+' issue rating and '6' recovery rating (0%) on the EUR280 million senior unsecured notes; and affirmed its 'B' issue rating and '3' recovery rating (55%) on the EUR650 million fixed rate notes. S&P also assigned its 'B' issue rating to the new EUR775 million floating rate notes with a '3' recovery rating (55%). S&P said, "The stable outlook reflects our view that Picard will maintain resilient operating performance, with modest revenue and earnings growth, allowing it to moderately deleverage in fiscals 2027-2028. We expect the group will continue to benefit from a high EBITDA margin around 17% and free operating cash flow (FOCF) after leases reaching at least EUR50 million per year." Picard Groupe SAS plans to refinance its EUR775 million senior secured floating rate notes due 2029 with a new six-year equivalent instrument, while upsizing its super senior revolving credit facility (RCF) by EUR25 million-EUR125 million. Additionally, the group plans to repay the approximately EUR55 million outstanding Lion Capital's payment-in-kind (PIK) vendor loan with cash on the balance sheet in September. The proposed one-to-one refinancing transaction extends debt maturities and potentially reduces interest expenses, while the group's healthy operating performance supports the moderate deleveraging trajectory. S&P expects S&P Global Ratings-adjusted leverage to decline to 7.9x in fiscal year 2027 (ending March 31, 2027) from 8.1x in fiscal year 2026. Excluding the PIK shareholder financing, adjusted leverage would stand at 6.5x in fiscal 2027 compared with 6.8x in fiscal 2026. The refinancing of the floating notes starts addressing the July 2029 debt maturity wall. Picard is planning to refinance its EUR775 million floating rate notes due in July 2029 with new notes maturing in July 2032. The group's capital structure also includes a super senior RCF due January 2029, which it plans to increase by EUR25 million to EUR125 million; EUR650 million senior secured fixed rate notes maturing due July 2029; and EUR280 million senior unsecured notes due October 2032. S&P positively views the group's proactive debt management, with the proposed transaction extending debt maturities while potentially reducing interest expense in a supportive market environment. Picard will repay the approximately EUR55 million outstanding Lion Capital's PIK vendor loan sitting at the parent, Invest Group Zouari (IGZ) with cash on the balance sheet in the coming months. As of March 2026, our adjusted debt also includes various debt-like instruments sitting above the restricted group, including: -- An around EUR324 million PIK shareholder loan provided by Intermediate Capital Group (ICG) to the ultimate holding company IGZ due March 2033; -- Around EUR83 million convertible PIK provided by ICG due in December 2027; and -- An approximately EUR55 million outstanding PIK vendor loan from Lion Capital due December 2027 sitting at IGZ. S&P said, "While the group previously intended to repay the vendor loan with equity from a new minority investor, we now understand it will use Picard's cash on the balance sheet, capitalizing on its good operating performance and cash flow generation. Consequently, the transaction reduces cash available to repay senior creditors, but also slightly reduces our adjusted leverage to 7.9x in fiscal 2027 from 8.1x in fiscal 2026, because we do not net cash while including the vendor loan in our metrics calculations. In our analysis, we acknowledge the cash-preserving characteristics and the deep subordination of the group's remaining PIK shareholder financing compared with the rated debt. As such, we also track leverage excluding the PIK financing, which results in adjusted debt to EBITDA at 6.5x in fiscal 2027 from 6.8x in fiscal 2026. "We expect Picard to continue to post healthy operating performance in the context of muted consumer confidence in France. The group reported good fiscal 2026 results with revenue increasing by around 3% to EUR1.88 billion (encompassing positive French like-for-like sales at 0.3%) and S&P Global Ratings-adjusted EBITDA to EUR321.5 million from EUR306.7 million in the previous year. While macroeconomic conditions remain challenging in France with muted consumer confidence impacting grocery volumes and ability to pass on price increases, we expect Picard will continue to leverage store openings and its capacity to innovate to support growth above the industry. Picard has a vast loyalty base with more than 80% of the sales being made on the loyalty program which allows the group to run a targeted campaign to maintain an active consumer base. In our base case, we expect the group will maintain moderate sales growth of about 3.0% per year over fiscals 2027-2029 and EBITDA margin of 17.0%-17.5% thanks to continued cost discipline. We therefore forecast the group's S&P Global Ratings-adjusted EBITDA to moderately increase to EUR330 million in fiscal 2027 and EUR342 million in fiscal 2028, from EUR321.5 million in fiscal 2026, supporting progressive deleveraging. "FOCF after leases was about EUR30 million in fiscal 2026 after higher capital expenditure (capex), and we expect this to exceed EUR50 million per year from fiscal 2027. The group slightly surpassed its capex budget in fiscal 2026, with investments reaching around 3.5% of sales, compared with a historical average of 3%, due to the openings of more owned stores during the year. Over fiscals 2027-2029, we expect a normalized capex level, coupled with Picard's growing EBITDA base and neutral working capital flows over the medium term will result in positive FOCF after lease payments in excess of EUR50 million per year. "The stable outlook reflects our view that Picard will maintain resilient operating performance, with modest revenue and earnings growth, and FOCF after leases generation exceeding EUR50 million per year. Under our base case, we expect the group's S&P Global Ratings-adjusted debt to EBITDA will moderately decline from its currently high levels to 7.9x in fiscal 2027 and 7.8x in fiscal 2028 (6.5x and 6.3x, respectively, when excluding the PIK shareholder loans). "We could lower the rating if Picard's operating performance deteriorates, such that it posts lower growth, profitability, and cash-flow generation than we anticipate." Specifically, S&P could lower the rating if: -- S&P Global Ratings-adjusted debt to EBITDA reaches 8.5x (7.5x excluding the PIK shareholder loans); -- EBITDAR cash interest coverage weakens below 1.7x; -- FOCF after lease payments weakens compared with S&P's base case; or -- Picard's credit metrics deteriorate because of a more aggressive financial policy, either through increasing debt or shareholder distributions. S&P could raise the rating over the next 12-18 months if Picard deleverages such that its S&P Global Ratings-adjusted debt to EBITDA sustainably improves to below 6x, driven by stronger-than-expected performance and a track record of prudent financial policy. POSEIDON BIDCO: S&P Upgrades ICR to 'CCC-', Outlook Negative ------------------------------------------------------------ S&P Global Ratings raised its ratings on France-based payment terminal company Poseidon Bidco S.A.S. (Ingenico) and its EUR1.1 billion senior secured term loan B and EUR278 million senior secured revolving credit facility (RCF) to 'CCC-' from 'SD' (selective default). The negative outlook reflects a high likelihood of a distressed exchange in the next six months, which S&P would view as tantamount to a default. Ingenico recently entered an agreement with the majority of its lenders that allows it to defer interest payments. The agreement provides temporary liquidity support, but the company's capital structure remains unsustainable and vulnerable to further restructuring, in S&P's view, with very high leverage and negative free operating cash flow (FOCF). S&P said, "We raised the ratings because the company's agreement with the majority of its senior secured lenders to defer interest allows it to avoid debt acceleration. The agreement postpones interest payments on both the EUR1.1 billion senior secured term loan B due in March 2030 and the EUR278 million senior secured RCF due March 2028. Negotiations with lenders are ongoing. We anticipate that the company could reach an agreement to restructure its capital structure in the next six months, which we believe will likely result in a distressed exchange. The ratings reflect a high likelihood that further debt restructuring could result in another default. "The negative outlook indicates a high likelihood of a downgrade in the next six months following a debt-restructuring transaction, which we would consider a default. "We could lower our ratings on Ingenico to 'SD' or 'D' (default) if the company announces a transaction that we consider a default, including a debt restructuring that we would consider as a distressed exchange. "Although unlikely, we could raise our rating on Ingenico if we no longer see a default scenario as highly likely in the next six months. This could occur if the company secures alternative financing that would provide it with sufficient liquidity headroom and a sustainable capital structure." ============= G E R M A N Y ============= AUTODOC HOLDINGS: S&P Assigns 'B+' LongTerm ICR, Outlook Positive ----------------------------------------------------------------- S&P Global Ratings assigned its 'B+' long-term issuer credit rating to Autodoc Holding SE, and its 'B+' issue rating to the proposed EUR530 million TLB, with a '3' recovery rating, indicating its expectations of meaningful recovery (50%-70%; rounded estimate: 65%) in the event of default. The positive outlook reflects S&P's expectation that strong organic growth and disciplined working capital management are likely to enable Autodoc to reduce its S&P Global Ratings-adjusted debt to EBITDA to below 4x and improve free operating cash flow (FOCF) to debt to above 10% from 2027. Established in 2008, European online vehicle parts retailer Autodoc has a track record of rapid growth in recent years, benefiting from rising e-commerce penetration rates in the modestly growing automotive parts aftermarket. The founders of Autodoc plan to regain full control of the business, and therefore they established a new entity Autodoc Holding SE to buy back a 15% stake owned by financial sponsor Apollo Global Management. To complete the transaction, the new issuing entity is proposing a EUR530 million term loan B and the majority of the proceeds will be used to fund Apollo's exit via a one-off share repurchase. S&P said, "Autodoc's adjusted debt to EBITDA will be about 4.0x pro forma the issuance, we expect it to improve to about 3.5-3.0x in 2027. Autodoc will use the proceeds of the proposed EUR530 million senior secured floating-rate TLB to complete an extraordinary share repurchase to pay for the exit of financial sponsor, Apollo, which has owned 15.22% of the capital via preferred shares since 2024. The TLB facility will be the main financial obligation, together with a EUR28 million outstanding capital expenditure (capex) facility issued at a local subsidiary level. "We believe Autodoc will continue to enjoy high sales growth. The company's No. 1 position in online automotive-spare-parts retail allows it to benefit from rising e-commerce penetration in this segment. We expect the company's sales to increase by approximately 11% in 2026 and 10% in 2027, after annual average growth of about 15% over the past four years, translating into EBITDA expansion and progressive deleveraging. "Our rating assessment reflects the company's rapid growth in the do-it-yourself (DIY) car parts segment. In line with S&P Global Mobility, we expect the European car parc to continue to age, with the average age of vehicles expected to increase to about 13.5 years by 2034 in key countries such as France and Germany from about 12 years in 2025, supported by affordability pressures that incentivize repairment over replacement. At the same time, independent aftermarket retailers have gained significant market share from the original equipment manufacturer (OEM) spare parts aftermarket. We understand that the company enjoys leading market share, especially in the e-commerce space where it has outgrown direct competition and now has a business size 6x bigger than the second player. The B2C market is estimated to be worth EUR28 billion." Autodoc targets mostly B2C customers, making up approximately 92% of the group's sales in 2025. Most are individuals with cars older than eight years. These customers are attracted by Autodoc's convenience, competitive pricing, and broad availability of parts due to its online operating model. It has more than 7.8 million stock-keeping units (SKUs) available versus 1.6 million at close competitor Parts Holding Europe (PHE). S&P said, "While we consider the independent aftermarket as a stable and modestly growing market, we expect e-commerce penetration to continue to rise in the industry, translating into a higher customer base and more orders for Autodoc, which has built competitive digital capabilities in its 18 years of operation, and benefits from a first-mover advantage, in our view." Autodoc has demonstrated a track record of pure organic growth, increasing its revenue base from nearly EUR120 million in 2016 to more than EUR1.8 billion in 2025 thanks to market share gains led by increasing e-commerce penetration for the business-to-customer (B2C) channel. Autodoc's digital operating model is asset-light, characterized by low working capital and capex needs, translating into healthy FOCF. S&P said, "Autodoc's capex intensity has been very low in previous years, and we expect it to continue to be at about 1% of sales after temporarily higher spending in 2025 for enhancements and expansion of its logistics capabilities and warehouses. The company operates eight warehouses (including the recent launch of one in the U.K.), with low maintenance needs, located at strategic sites in Europe to serve its active customer base. Online operations mean that the company's working capital cash conversion cycle is shorter than traditional physical players as the company has very low receivables and inventory since it operates a just-in-time model where the company procures most parts only once ordered and paid by the customers via its websites or app. This operating setup has translated into high cash conversion in recent years. That said, we expect a one-time inventory buildup necessary to run the more stock heavy business-to-business (B2B) operations to depress cash flow generation in 2026 to approximately EUR25 million. We expect improvements in profitability as well as better working capital management to translate into stronger FOCF of more than EUR100 million in 2027." S&P said, "We think it could be more difficult for Autodoc to quickly achieve higher profitability in the B2B market. In 2022, the group started targeting the B2B segment, which is made up of garages and workshops offering repair services. This segment represents a huge portion of the addressable market (EUR81 billion or approximately 75% of the whole European independent parts automotive aftermarket). A number of established parts distributors with extensive logistics networks dominate the market and can satisfy customers' requirements in terms of short delivery times, including intraday deliveries. In our view, established players benefit from good customer relationships and better pricing power given their strategic role in garages' operations. Autodoc rapidly established a footprint in France, and now is present in other European countries, enabling it to increase its revenue base to EUR142 million in 2025, but its profitability in this segment was only break-even in France in the first quarter of 2026. The segment remains overall margin dilutive, when including other countries, posting a loss of EUR2.5 million in management adjusted terms. We expect Autodoc to gain some share in this segment thanks to more attractive pricing, but the company's expansion could face hurdles from established players' logistics advantages and competitive response, or require additional investments. "We see limited disruption risk in Autodoc's operations from the powertrain transition, and we expect EU regulation to remain supportive for business expansion. The vehicles Autodoc serves are more than eight years old, with an estimated average age of more than 14 years, leaving ample flexibility for the company to adapt its product offering to the powertrain transition. As of 2025, we estimate that the EV penetration rate is less than 3% of the total European car parc. In addition, Autodoc's products directly related to internal combustion engines represent only a minor portion of its offering, while the core products are powertrain agnostic parts such as braking systems, suspensions, wheels and tires, representing more than 40% of total sales as of 2025. We believe EU legislation that incentivizes repair over replacement as a means to reduce environmental impact should provide additional tailwinds to the company's business expansion. We expect the legislation to limit manufacturers' ability to add software and hardware barriers that would reduce customers' ability to have their vehicles repaired by independent workshops. "The new ownership structure supports credit quality, although we expect a sizable distribution to shareholders. Pro forma the transaction, Autodoc will be 100% owned by AutoTech GmbH & Co. KG, the investment vehicle of the founders of the company, with no stand-alone debt. We expect the company to be managed conservatively with a financial policy that targets reported net debt of 3x. We expect dividend distributions to remain elevated from EUR70 million distributed in April 2026 to EUR65 million-EUR70 million expected in 2027. We don't expect any cash outflow related to acquisitions, reflecting the company's pure organic growth strategy. We note that the founders have arranged some long-term compensation for certain managers that could be partially cash-settled by Autodoc's parent. The total obligation was valued at about EUR271 million at year-end 2025 in Autodoc SE's accounts, although we understand that the current value may be well below EUR100 million. We do not know to what extent these obligations will be satisfied with dividend receipts from Autodoc, or through other means. At the same time, we understand the agreement could be partly funded from a future IPO event. We add back the share-based compensation expense for these plans to our adjusted EBITDA, and do not include the potential future obligations in debt. We include in our adjusted debt approximately EUR110 million in lease liabilities and we net cash. "Autodoc's liquidity is ample and we expect further improvements in line with the stronger FOCF from 2027. The largest portion of our adjusted debt figure is the proposed EUR530 million TLB which matures in 2033. This means that Autodoc has no material maturity until 2033. We expect liquidity to be ample, with further improvements in the next year thanks to stronger free operating cash flow. We note that there is some seasonality in the cash cycle of the business, meaning that working capital consumption is usually higher in the second half of the year when the company builds up receivables for annual bonuses to be received by suppliers at the beginning of the year. Apart from working capital and capex, the only other material use of cash is the annual dividend payment. "Our positive outlook reflects our expectation that strong organic revenue growth and more normalized working capital needs are likely to support S&P Global Ratings-adjusted debt to EBITDA below 4x and FOCF to debt above 10% on a sustainable basis from 2027. "We could revise our outlook to stable if Autodoc's operating and financial performance depart from our expectations, for example due to slowing growth or higher working capital consumption than expected in 2027, preventing debt to EBITDA from improving below 4x or FOCF to debt from increasing above 10%. "We could upgrade Autodoc in the next 12 months if the company maintains its strong organic growth trajectory, improves profitability, and exhibits good working capital management, translating into an S&P Global Ratings-adjusted debt-to-EBITDA sustainably below 4x. An upgrade will also depend on the ability to generate FOCF of more than EUR75 million, leading to FOCF to debt above 10%, and maintaining a financial policy commensurate with the higher rating level." RODENSTOCK GROUP: Fitch Assigns 'B-' LongTerm IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has assigned Rodenstock Group GmbH a Long-Term Issuer Default Rating (IDR) of 'B-'. The Outlook is Stable. Fitch has also assigned the existing EUR840 million term loan B (TLB) due June 2028 a senior secured rating of 'B-' with a Recovery Rating of 'RR4'. The rating is constrained by the group's small scale, despite its resilient market position and diversified customer base. It reflects limited product diversification, geographic concentration, very high starting leverage and high refinancing risk.These constraints are partly mitigated by strong EBITDA margins, manageable capex and moderate working capital outflows. The Stable Outlook reflects Fitch's expectation that the group will continue to improve profitability, supporting gradual deleveraging. The rating and Outlook are predicated on timely refinancing of maturities in December 2027 and June 2028 on market terms. Failure to refinance these, or establish a credible refinancing plan within the next six months, could lead to negative rating action. Key Rating Drivers Refinancing Risk Constrains Rating: Fitch sees increased refinancing risk as the company's EUR125 million revolving credit facility (RCF), of which EUR89 million was drawn at end-2025, comes due in December 2027 and the EUR840 million TLB matures in June 2028. The rating and Stable Outlook assume timely refinancing at market rates within the next six months before the maturing debt becomes short-term. Failure to extend the capital structure in line with Fitch's assumptions within the next six months will put pressure on the rating and Outlook. High Leverage, Aggressive Financial Policy: The starting EBITDA leverage is very high at 8.5x at end-2025. Fitch expects it to reduce to 8.0x in 2026 and towards 7.7x in 2027 on envisaged EBITDA expansion, driven by executed cost-cutting initiatives and improved portfolio mix and footprint optimisation. There is limited near-term rating headroom for underperformance against its sensitivities. This tolerance of high debt supports its assessment of the sponsors' aggressive financial policy. Niche Player; Differentiated Lens Technology: Rodenstock's 'B-' rating is supported by a defensible niche position in premium biometric ophthalmic lenses, underpinned by its proprietary B.I.G. Vision technology, 610 patents and 40% of core sales derived from highly differentiated products with limited direct competitors. This supports pricing power and entrenched relationships with independent opticians. However, Rodenstock remains a mid-cap player (2025 sales of EUR493 million) and is materially smaller than competitors EssilorLuxottica, HOYA and Carl Zeiss, constraining its competitive positioning score at 'bb-', according to its medical devices navigator. Strong Profitability Relative to Peers: Rodenstock's Fitch-adjusted EBITDA margin of 22% (2025) and 61% gross margins are strong even versus much larger peers, reflecting the differentiation of its lens technology, alongside a streamlined cost base and lower-cost manufacturing setup in Eastern Europe and Asia. Fitch expects profit margins to be supported by improved product mix, continued cost efficiencies as well as footprint optimisation, with Fitch-adjusted EBITDA margins rising to 24.4% in 2026 and towards 26% by 2029. Weak FCF: The company has historically generated negative free cash flow (FCF), with a particularly weak outturn in 2025, driven by lower EBITDA, higher capex, sizeable interest expense and material restructuring costs. Fitch expects FCF to remain slightly negative in the near term, despite support from EBITDA margin expansion, lower capex and reduced restructuring costs. Beyond this, Fitch forecasts FCF to turn broadly neutral to slightly positive through 2029, although potentially higher refinancing costs under the new capital structure will continue to weigh on cash flow. Constrained Liquidity: Fitch assesses liquidity as limited, given a moderate cash balance of EUR28 million at end-2025, of which Fitch restricts EUR16 million as not available for debt service, and a largely drawn RCF. At end-2025, EUR89 million of EUR125 million was drawn. Fitch expects only limited FCF generation, and any material underperformance, larger working capital swings than currently anticipated or more material capex requirements could put the rating under pressure and may result in a downgrade to the 'CCC' category. Structural Growth Drivers; Germany Soft: Fitch views long-term demand fundamentals as favourable, driven by ageing population, rising myopia and a structural shift toward technologically advanced progressive lenses, underpinning low- to mid-single digit market growth over the medium term. This is partly offset by the soft German market - Rodenstock's largest market, at 31% of 2025 sales - where premium multi-focal lenses carry high out-of-pocket costs and consumers may delay purchases or trade down to cheaper models in economic downturns. This is somewhat mitigated as the group has slowly expanded outside Germany into higher growth markets. RECOVERY ANALYSIS Fitch expects that Rodenstock would most likely be sold or restructured as a going concern (GC) in a bankruptcy rather than liquidated. Fitch estimates a post-restructuring GC EBITDA at about EUR95 million. Fitch applies a distressed enterprise value/EBITDA multiple of 5.5x, given the small size and relatively low barriers to entry for the industry against more specialised technology-driven medical devices peers. After deducting 10% for administrative claims, the allocation of value in the liability waterfall results in a Recovery Rating of 'RR4' for the existing senior secured debt, comprising the EUR840 million TLB and EUR125 million RCF. Fitch assumes the RCF to be fully drawn prior to distress. This indicates a 'B-' instrument rating, in line with the IDR. The company has EUR11 million local facilities as prior-ranking debt, which Fitch treats as super senior in the structure. Peer Analysis Rodenstock is a mid-cap business with geographical concentration in Germany, competing with much larger peers such as EssilorLuxottica, Safilo, Carl Zeiss Meditec AG and Hoya, none of which are rated by Fitch. However, Rodenstock remains technologically on par with peers in product quality across the mid to premium optical products, with a well-entrenched market position in the higher-growth and more profitable progressive lens segment. This technological competence supports operating profitability broadly in line with sector peers. As a medical device manufacturer, Rodenstock fulfils a healthcare requirement while also meeting consumer demand for glasses as a fashion accessory. Its operations benefit from positive long-term demand fundamentals and a structural trend towards more technologically advanced progressive lenses. However, optical products in Germany still require a significant share of out-of-pocket consumer expenditure, particularly for premium multi-focal ophthalmic lenses - a dynamic more acutely felt in the currently soft German market, where consumers are more inclined to delay or trade down purchases. This hybrid medical device and consumer products nature distinguishes Rodenstock from peers such as Afflelou S.A.S. (B/Stable), a retailer with predominantly healthcare characteristics, benefiting from a supportive French reimbursement system. This leads to a more predictable operating performance for Afflelou, which is rated one notch higher than Rodenstock. WS Audiology A/S (B/Stable) is also rated one notch above Rodenstock, reflecting its larger scale and diversification, despite similarly high financial leverage above 7.0x. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Inability to execute the refinancing or present a credible refinancing plan within the next six months - Deterioration of competitive position leading to sustained erosion of sales, or Fitch-adjusted margins below 20% - Negative FCF and/or tightening liquidity - Inability to reduce EBITDA leverage below 7.5x - Interest coverage below 1.5x Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Execution on business plan leading to organic sales development alongside Fitch-adjusted EBITDA margins above 25% - Low single digit FCF margins - EBITDA leverage below 6.0x - Interest coverage above 2.0x Liquidity and Debt Structure At end-2025, the company had EUR12 million of fully available cash (Fitch restricts EUR16 million as not available for debt service). The company had drawn EUR89 million of its EUR125 million RCF. Fitch expects neutral to only slightly positive FCF generation until 2029, which may be further weighed down by interest costs at refinancing, depending on trading momentum over 2026. The company's RCF matures in December 2027 and its EUR840 million TLB is due in June 2028, so Fitch would expect the company to refinance the capital structure in the short term. Fitch’s Key Rating-Case Assumptions - Low-single-digit reduction in sales in 2026 due to GV contract phase out - Sales growth averaging 3.0-3.2% over 2027-2030, driven by a combination of volume and price growth - EBITDA margin improves to 24.4% in 2026 from 22.0% in 2025 on executed cost savings, gradual and moderate margin expansion towards 26% by 2030 - Capex at 5.3% of revenue until 2030 - Pension contribution payments of EUR11-12 million a year until 2030, gradually reducing absent new entrants to the scheme - Refinancing of the capital structure in 2027 with 6% margin versus current 5% margin - One-off restructuring-related costs of EUR10 million in 2026, then around EUR5 million a year in 2027-2028 - No dividends until 2030 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-', Higher), diversification and asset quality ('bb', Moderate), company operational characteristics ('bb', Lower), profitability ('b+', Higher), financial structure ('ccc-', Higher), and financial flexibility ('b-', Moderate). The quantitative financial subfactors are based on custom CRT financial period parameters: 20% weight for the 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 has no impact. The governance assessment of 'some deficiencies' has no impact. The operating environment assessment of 'a+' has no impact. The SCP is 'b-'. To derive the Long-Term IDR: Fitch made no adjustments to the SCP, resulting in an IDR of 'B-'. Issuer Profile Rodenstock is a Germany-based global manufacturer of high-quality ophthalmic and biometric spectacle lenses and related eyewear solutions, active in more than 85 countries. 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 Rodenstock. 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. Date of Relevant Committee July 1, 2026 Entity/Debt Rating Recovery ----------- ------ -------- Rodenstock Group GmbH LT IDR B- New Rating senior secured LT B- New Rating RR4 ============= I R E L A N D ============= AB CARVAL IV-C: Fitch Assigns 'B-sf' Final Rating on Class F Notes ------------------------------------------------------------------ Fitch Ratings has assigned AB Carval Euro CLO IV-C DAC's notes final ratings. Entity/Debt Rating ----------- ------ AB Carval Euro CLO IV-C DAC A-1-L LT AAAsf New Rating A-1-N XS3391768416 LT AAAsf New Rating A-2 XS3391768689 LT AAAsf New Rating B XS3391768846 LT AAsf New Rating C XS3391769067 LT Asf New Rating D XS3391769224 LT BBB-sf New Rating E XS3391769653 LT BB-sf New Rating F XS3391769810 LT B-sf New Rating Subordinated Notes XS3391770073 LT NRsf New Rating X XS3391768259 LT AAAsf New Rating Transaction Summary AB Carval Euro CLO IV-C DAC is a securitisation of mainly senior secured obligations (at least 90%) with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds have been used to purchase a portfolio with a target par of EUR400 million. The portfolio is actively managed by CarVal CLO Management, LLC. The CLO has a 4.6-year reinvestment period and an 8.5-year weighted average life test (WAL). KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors to be in the 'B+'/'B' category. The Fitch weighted average rating factor of the identified portfolio is 23.1. High Recovery Expectations (Positive): At least 90% of the portfolio comprises senior secured obligations. Fitch views the recovery prospects for these assets as more favourable than for second-lien, unsecured and mezzanine assets. The Fitch weighted average recovery rate of the identified portfolio is 65.4%. Diversified Portfolio (Positive): The transaction has two Fitch matrix sets, one effective at closing and one 12 months later. The matrices within each set correspond to a top 10 obligor concentration limit at 20%, a fixed-rate asset limit at 10% or 5%, an 8.5-year WAL test for the closing matrix and a 7.5-year WAL test for the forward matrix set. The two forward matrices can be elected by the collateral manager if the collateral principal amount (with defaults carried at Fitch collateral value) is at least equal to the reinvestment target par balance and/or confirmation from Fitch. The transaction includes various concentration limits in the portfolio, including the maximum exposure to the three largest Fitch-defined industries at 40%. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction has a 4.6-year reinvestment period and includes reinvestment criteria similar to those of other European transactions. Fitch's analysis is based on a stressed-case portfolio with the aim of testing the robustness of the transaction structure against its covenants and portfolio guidelines. Cash Flow Modelling (Positive): The WAL used for the transaction stress portfolio is reduced by 12 months from the WAL covenant. This reduction to the risk horizon accounts for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These include, among others, passing both the coverage tests and the Fitch 'CCC' test post reinvestment as well as a WAL covenant that progressively steps down. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during the stress period. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would lead to downgrades of one notch for the class E notes and to below 'B-sf' for the class F notes. The class X, A-1, A-2, B, C and D notes would not be affected. Based on the identified portfolio, downgrades may occur if the loss expectation is larger than initially assumed, due to unexpectedly high levels of defaults and portfolio deterioration. Due to the better metrics and shorter life of the identified portfolio than the Fitch-stressed portfolio, the class B and F notes have rating cushions of up to two notches, the class C and D notes of three notches and the class E notes of up to four notches. The class 'AAAsf' rated notes have no rating cushion as they are at the highest level on Fitch's scale. Should the cushion between the identified portfolio and the Fitch-stressed portfolio be eroded, due to manager trading or negative portfolio credit migration, a 25% rise in the mean RDR and a 25% fall in the RRR across all ratings of the Fitch-stressed portfolio would lead to downgrades of up to four notches for the class X to D notes and to below 'B-sf' for the class E and F notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR across and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to upgrades of up to three notches for the rated notes, except for the 'AAAsf' rated notes, which are at the highest level on Fitch's scale and cannot be upgraded. During the reinvestment period, based on the Fitch-stressed portfolio, upgrades may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, allowing the notes to withstand larger-than-expected losses for the remaining life of the transaction. Upgrades after the end of the reinvestment period, may occur on stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY The majority of the underlying assets or risk presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognized Statistical Rating Organizations and/or European Securities and Markets Authority registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for AB Carval Euro CLO IV-C 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. AB CARVAL IV-C: S&P Assigns B-(sf) Rating on Class F Notes ---------------------------------------------------------- S&P Global Ratings assigned its credit ratings to AB Carval Euro IV-C DAC's A-1 Loan and class X, A-1, A-2, B, C, D, E, and F notes. At closing, the issuer also issued EUR29.515 million unrated subordinated notes. The reinvestment period will be approximately 4.6 years, while the noncall period will be 1.5 years after closing. Under the transaction documents, the rated notes and loan will pay quarterly interest unless there is a frequency switch event. Following this, the notes and loan will switch to semiannual payment. The ratings assigned to the notes and loan reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes and loan through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,676.67 Default rate dispersion 531.20 Weighted-average life (years) 4.69 Obligor diversity measure 164.14 Industry diversity measure 23.44 Regional diversity measure 1.22 Transaction key metrics Total par amount (mil. EUR) 400 Defaulted assets (mil. EUR) 0 Number of performing obligors 180 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0 Target 'AAA' weighted-average recovery (%) 36.46% Actual weighted-average spread net of floors (%) 3.49 Actual weighted-average coupon (%) 5.08 Rationale S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. "The portfolio is well diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR400.0 million target par amount, the covenanted weighted-average spread of 3.45%, the covenanted weighted-average coupon of 4.15%, and the identified weighted-average recovery rates. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B to E notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO will be in its reinvestment phase starting from the effective date, during which the transaction's credit risk profile could deteriorate, we have capped our ratings assigned to the notes." The A-1 Loan and class X, A-1, and A-2 notes can withstand stresses commensurate with the assigned ratings. The class F notes' current break-even default cushion is negative at the assigned rating. S&P said, "Nevertheless, based on the portfolio's actual characteristics and additional overlaying factors, including our long-term corporate default rates and recent economic outlook, we believe this class is able to sustain a steady-state scenario, in accordance with our criteria." S&P's analysis further reflects several factors, including: -- The class F notes' available credit enhancement, which is in the same range as that of other CLOs S&P has rated and that has recently been issued in Europe. -- S&P said, "Our model-generated portfolio default risk, which is at the 'B-' rating level at 24.49% (for a portfolio with a weighted-average life of 4.69 years) versus 15.00% if we were to consider a long-term sustainable default rate of 3.2% for 4.69 years." -- Whether the tranche is vulnerable to nonpayment in the near future. -- If there is a one-in-two chance for this note to default. -- If S&P envisions this tranche to default in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F notes is commensurate with the assigned 'B- (sf)' rating. "Following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe that our ratings are commensurate with the available credit enhancement for all rated classes of notes and loan. "In addition to our standard analysis, we have also included the sensitivity of the ratings on the A-1 Loan and class X to E notes, based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P regards the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with its benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and S&P's ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities. AB Carval Euro IV-C DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers. CarVal CLO Management, LLC manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate X AAA (sf) 2.000 N/A Three/six-month EURIBOR plus 0.83% A-1 AAA (sf) 213.000 38.00 Three/six-month EURIBOR plus 1.28% A-1 Loan AAA (sf) 35.000 38.00 Three/six-month EURIBOR plus 1.28% A-2 AAA (sf) 8.000 36.00 Three/six-month EURIBOR plus 1.65% B AA (sf) 34.000 27.50 Three/six-month EURIBOR plus 1.85% C A (sf) 24.000 21.50 Three/six-month EURIBOR plus 2.20% D BBB- (sf) 30.000 14.00 Three/six-month EURIBOR plus 2.95% E BB- (sf) 18.000 9.50 Three/six-month EURIBOR plus 5.65% F B- (sf) 12.000 6.50 Three/six-month EURIBOR plus 8.61% Sub Notes NR 29.515 N/A N/A *The ratings assigned to the A-1 Loan and class X, A-1, A-2, and B notes address timely interest and ultimate principal payments. S&P's ratings address ultimate interest and principal payments on the other rated notes. The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. ALBACORE EURO II: S&P Lowers Class E Notes Rating to 'B(sf)' ------------------------------------------------------------ S&P Global Ratings raised its credit ratings on AlbaCore Euro CLO II DAC's class B notes to 'AA+ (sf)' from 'AA (sf)' and class C notes to 'A+ (sf)' from 'A (sf)'. At the same time, S&P lowered its rating on the class D notes to 'BBB- (sf)' from 'BBB (sf)', on the class E notes to 'B (sf)' from 'BB- (sf)', and on the class F notes to 'CCC+ (sf)' from 'B- (sf)'. S&P also affirmed its 'AAA (sf)' ratings on the A-1 Loan and class A-1 and A-2 notes. S&P said, "The rating actions follow the application of our global corporate CLO criteria, and our credit and cash flow analysis of the transaction based on the June 2026 payment date report. "Our ratings on the A-1 Loan and class A-1 and A-2 notes address the payment of timely interest and ultimate principal, and the payment of ultimate interest and principal on the class B to F notes." Since the transaction closed in May 2021: -- The weighted-average rating of the portfolio is 'B'. -- The portfolio is diversified with 165 performing obligors. -- The portfolio's weighted-average life (WAL) is 4.17 years. -- The percentage of defaulted assets is 0.17%. -- The percentage of 'CCC'-rated assets is 4.96%. -- The current scenario default rate (SDR) is primarily driven by the lower WAL and diversified portfolio. Portfolio benchmarks Current Closing SPWARF 2883.52 2,755.59 Default rate dispersion 540 528.77 Weighted-average life (years) 4.17 5.58 Obligor diversity measure 125.65 99.83 Industry diversity measure 19.44 18.14 Regional diversity measure 1.17 1.18 SPWARF--S&P Global Ratings' weighted-average rating factor. On the cash flow side: -- The transaction's reinvestment period ended in August 2025. The class A notes and A-1 Loan have started deleveraging, with approximately EUR28.36 million of these notes being repaid according to the latest trustee report. -- Since closing, credit enhancement has increased for the A-1 Loan and class A and B notes whereas it has decreased for all other classes of notes. S&P attributes this partly to the transaction's par loss of approximately EUR12.44 million. -- Current cash in the transaction is EUR7.43 million--the manager has started redeeming the senior notes. -- No class of notes is currently deferring interest. All coverage tests are passing as of the June 2026 trustee report. Transaction key metrics Current Closing Total collateral amount (mil. EUR)* 359.20 400 Defaulted assets (mil. EUR) 0.60 0 Number of performing obligors 165 115 Portfolio weighted-average rating B B 'CCC' assets (%) 4.96 0.75 'AAA' SDR (%) 61.37 65.80 'AAA' WARR (%) 36.82 36.07 *Performing assets plus cash and expected recoveries on defaulted assets. SDR--scenario default rate. WARR--Weighted-average recovery rate. S&P said, "In our view, the portfolio is diversified across obligors, industries, and asset characteristics. The transaction is out of its reinvestment period and it has started to deleverage. "We affirmed our 'AAA (sf)' ratings on the A-1 Loan and class A-1 and A-2 notes as our analysis showed their available credit enhancement remains commensurate with the 'AAA' rating level. "Our credit and cash flow analysis for the class B and C notes indicates that their available credit enhancement is commensurate with higher rating levels. We therefore raised our ratings on these classes of notes, considering that the transaction has exited its reinvestment period, and the senior tranches have started deleveraging. "We lowered our ratings on the class D and E notes, considering the cash flow analysis results, the portfolio's deteriorating credit quality, and the decreased available credit enhancement. "As a result of the decrease in available credit enhancement since closing, our credit and cash flow analysis for the class F notes indicates that their available credit enhancement is consistent with stresses at a lower rating level. "Considering the higher concentration of 'CCC' assets, the portfolio's average credit quality which is lower than that of other CLOs, the long WAL of the assets, and current macroeconomic conditions, we lowered our rating on the class F notes, in line with our 'CCC' rating criteria. This reflects our view that these notes are currently dependent upon favorable business, financial, and economic conditions to repay. "Counterparty, operational, and legal risks are adequately mitigated in line with our criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is limited, as the exposure to individual sovereigns does not exceed the diversification thresholds outlined in our criteria." AlbaCore Euro CLO II DAC is a European cash flow CLO transaction that securitizes loans granted to primarily speculative-grade corporate firms. AlbaCore Capital LLP manages the transaction. ARBOUR CLO III: Fitch Assigns 'B-sf' Rating on Class F-R-R Notes ---------------------------------------------------------------- Fitch Ratings has assigned Arbour CLO III DAC reset notes final ratings. Entity/Debt Rating Prior ----------- ------ ----- Arbour CLO III DAC X XS3395935748 LT AAAsf New Rating AAA(EXP)sf A-R-R XS3395936043 LT AAAsf New Rating AAA(EXP)sf B-R-R XS3395936472 LT AAsf New Rating AA(EXP)sf C-R-R XS3395936985 LT Asf New Rating A(EXP)sf D-R-R XS3395937108 LT BBB-sf New Rating BBB-(EXP)sf E-R-R XS3395937447 LT BB-sf New Rating BB-(EXP)sf F-R-R XS3395937793 LT B-sf New Rating B-(EXP)sf Subordinated Notes XS1348959427 LT NRsf New Rating NR(EXP)sf Transaction Summary Arbour CLO III DAC is a European cash flow collateralised loan obligation (CLO) predominantly backed by senior secured obligations (at least 90%) with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds were used to redeem the existing notes, except the existing subordinated notes, and to fund the portfolio with a target par of EUR400 million. The portfolio is managed by Oaktree Capital Management (UK) LLP. The CLO has a 4.6-year reinvestment period and an 8.75-year weighted-average life (WAL) test. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors to be in the 'B' category. The Fitch weighted average rating factor (WARF) of the identified portfolio is 23.9. High Recovery Expectations (Positive): At least 90% of the portfolio comprises senior secured obligations. Fitch views the recovery prospects for these assets as more favourable than for second-lien, unsecured and mezzanine assets. The Fitch weighted average recovery rate (WARR) of the identified portfolio is 63.9%. Diversified Portfolio (Positive): The transaction sets out various portfolio concentration limits, including a cap of 20% for the top 10 largest obligors, and a maximum exposure to the three largest Fitch-defined industries of 40%. These covenants help ensure the portfolio is not excessively concentrated. Portfolio Management (Neutral): The transaction features a 4.6-year reinvestment period, scheduled to expire on 15 February 2031, and its reinvestment criteria are broadly consistent with other European CLOs. The legal documents include three sets of matrices (set A, set B and set C). Each set contains two matrices with fixed-rate limits of 5% and 12.5%. All six matrices have a top 10 largest obligor concentration limit at 20%. Set A applies at the issue date and is linked to an 8.75-year WAL test covenant. From five months after the issue date, the collateral manager may switch to set B, which references an 8.25-year WAL test covenant, subject to the collateral principal amount (measured with defaults at Fitch collateral value) meeting or exceeding the reinvestment target par amount. From 17 months after the issue date, the collateral manager may switch to set C, which references a 7.25-year WAL test covenant, subject to the collateral principal amount (measured with defaults at Fitch collateral value) meeting or exceeding the reinvestment target par amount. Cash Flow Modelling (Positive): The WAL used for the transaction's Fitch-stressed portfolio analysis was reduced by 12 months to reflect the strict post-reinvestment period conditions, which include passing all coverage tests, the Fitch 'CCC' obligations portfolio profile test, which is capped at 7.5%, and a WAL test covenant that progressively steps down. In Fitch's opinion, these conditions reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would lead to downgrades of one notch for the class E-R-R notes and to below 'B-sf' for the class F-R-R notes. There is no negative rating impact on the class X, A-R-R, B-R-R, C-R-R and D-R-R notes. Downgrades, which are based on the identified portfolio, may occur if the loss expectation is larger than assumed, due to unexpectedly high levels of default and portfolio deterioration. The class B-R-R notes have a two-notch cushion, the class C-R-R, D-R-R and E-R-R notes each have a four-notch cushion, and the class F-R-R notes have a three-notch cushion, due to the better metrics and shorter life of the identified portfolio than the Fitch-stressed portfolio. The class X and A-R-R notes are rated at the highest level on Fitch's scale, so have no cushion. Should the cushion between the identified portfolio and the Fitch-stressed portfolio be eroded due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would result in downgrades of three notches each for the class A-R-R and D-R-R notes, two notches each for the class B-R-R and C-R-R notes and to below 'B-sf' for the class E-R-R and F-R-R notes. There is no rating impact on the class X notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR and a 25% increase in the RRR across all ratings of Fitch-stressed portfolio would result in upgrades of two notches each for the class B-R-R and C-R-R notes, three notches each for the class D-R-R and F-R-R notes and four notches for the class E-R-R notes. The class X and A-R-R notes are rated at the highest level on Fitch's scale and cannot be upgraded. Upgrades during the reinvestment period, which are based on the Fitch-stressed portfolio, may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, allowing the notes to withstand larger-than-expected losses for the transaction's remaining life. Upgrades after the end of the reinvestment period may result from stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY The majority of the underlying assets or risk-presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognized Statistical Rating Organizations and/or European Securities and Markets Authority- registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk-presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Arbour CLO III 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. ARBOUR CLO III: S&P Assigns B-(sf) Rating to Class F-R-R Notes -------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Arbour CLO III DAC's class X, A-R-R, B-R-R, C-R-R, D-R-R, E-R-R, and F-R-R notes. The issuer had unrated subordinated notes outstanding from the existing transaction and also issued additional subordinated notes. The reinvestment period will be approximately 4.6 years, while the noncall period will be 1.5 years. Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payment. The ratings assigned to the reset notes reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,690.47 Default rate dispersion 659.09 Weighted-average life (years) 3.98 Obligor diversity measure 121.08 Industry diversity measure 22.99 Regional diversity measure 1.36 Weighted-average life (years) extended to cover the length of the reinvestment period 4.61 Transaction key metrics Total par amount (mil. EUR) 400 Defaulted assets (mil. EUR) 0 Number of performing obligors 157 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 2.77 Target 'AAA' weighted-average recovery (%) 35.49% Actual weighted-average spread net of floors (%) 3.77 Actual weighted-average coupon (%) 5.67 Rating rationale S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. "The portfolio is well diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR400.00 million target par amount, the actual weighted-average spread of 3.77%, the actual weighted-average coupon of 5.67%, and the target weighted-average recovery rate. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, which is in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B-R-R to E-R-R notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase, during which the transaction's credit risk profile could deteriorate, we capped our ratings on these notes." The class X, A-R-R, and F-R-R notes can withstand stresses commensurate with the assigned ratings. S&P said, "Following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our ratings are commensurate with the available credit enhancement for all rated classes of notes. "In addition to our standard analysis, to indicate how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we also included the sensitivity of the ratings on the class X to E-R-R notes, based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F-R-R notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Arbour CLO III DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers. Oaktree Capital Management (UK) LLP manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ X AAA (sf) 3.000 N/A Three/six-month EURIBOR plus 0.90% A-R-R AAA (sf) 244.000 39.00 Three/six-month EURIBOR plus 1.27% B-R-R AA (sf) 46.000 27.50 Three/six-month EURIBOR plus 1.80% C-R-R A (sf) 24.000 21.50 Three/six-month EURIBOR plus 2.00% D-R-R BBB- (sf) 29.200 14.20 Three/six-month EURIBOR plus 3.00% E-R-R BB- (sf) 18.800 9.50 Three/six-month EURIBOR plus 5.70% F-R-R B- (sf) 12.000 6.50 Three/six-month EURIBOR plus 8.90% Additional sub. notes NR 1.000 N/A N/A Sub. notes NR 49.366 N/A N/A *The ratings assigned to the class X, A-R-R, and B-R-R notes address timely interest and ultimate principal payments. S&P's ratings address ultimate interest and principal payments on the rest of the other rated notes. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. Sub. notes--Subordinated notes. NR--Not rated. N/A--Not applicable. AURIUM CLO XV: S&P Assigns B-(sf) Rating on Class F Notes --------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Aurium CLO XV DAC's A Loan and class A, B, C, D, E, and F notes. At closing, the issuer also issued EUR29.20 million unrated subordinated notes. The reinvestment period will be approximately 4.5 years, while the noncall period will be 1.5 years after closing. Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes and loan will switch to semiannual payments. The ratings assigned to the notes and loan reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes and loan through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,633.04 Default rate dispersion 529.79 Weighted-average life (years) 5.41 Obligor diversity measure 124.47 Industry diversity measure 25.06 Regional diversity measure 1.42 Transaction key metrics Total par amount (mil. EUR) 400 Defaulted assets (mil. EUR) 0 Number of performing obligors 168 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 1.25 Target 'AAA' weighted-average recovery (%) 37.35 Actual weighted-average spread net of floors (%) 3.45 Actual weighted-average coupon (%) 6.37 Rating rationale S&P's ratings reflect its assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. The portfolio is well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, S&P conducted its credit and cash flow analysis by applying its criteria for corporate cash flow CDOs. S&P said, "In our cash flow analysis, we used the EUR400.00 million target par amount, the actual weighted-average spread of 3.45%, the covenanted weighted-average coupon of 4.50%, and the target weighted-average recovery rates for all rating levels. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B to E notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase starting from the effective date, during which the transaction's credit risk profile could deteriorate, we capped our ratings on these notes." The A Loan and class A notes can withstand stresses commensurate with the assigned ratings. The class F notes' current break-even default rate cushion is negative at the assigned rating. Nevertheless, based on the portfolio's actual characteristics and additional overlaying factors, including S&P's long-term corporate default rates and recent economic outlook, it believes this class can sustain a steady-state scenario, in accordance with its criteria. S&P's analysis further reflects several factors, including: -- The class F notes' available credit enhancement, which is in the same range as that of other CLOs S&P has rated and that has recently been issued in Europe. -- S&P's model-generated portfolio default risk, which is at the 'B-' rating level at 26.16% (for a portfolio with a weighted-average life of 5.41 years) versus 17.31% if it was to consider a long-term sustainable default rate of 3.2% for 5.41 years. -- Whether the tranche is vulnerable to nonpayment. -- If there is a one-in-two chance of this tranche defaulting. -- If S&P envisions this tranche defaulting in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F notes is commensurate with the assigned 'B- (sf)' rating. "Considering our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our ratings are commensurate with the available credit enhancement for all rated classes of notes and the A Loan. "In addition to our standard analysis, we also included the sensitivity of the ratings on the class A to E notes and the class A Loan, based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Aurium CLO XV DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers. Macquarie Credit Advisers Europe Ltd. manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A AAA (sf) 169.60 38.00 Three/six-month EURIBOR plus 1.26% A Loan AAA (sf) 78.40 38.00 Three/six-month EURIBOR plus 1.26% B AA (sf) 44.00 27.00 Three/six-month EURIBOR plus 1.75% C A (sf) 24.00 21.00 Three/six-month EURIBOR plus 1.90% D BBB- (sf) 28.00 14.00 Three/six-month EURIBOR plus 2.95% E BB- (sf) 18.00 9.50 Three/six-month EURIBOR plus 5.00% F B- (sf) 12.00 6.50 Three/six-month EURIBOR plus 8.00% Sub notes NR 29.20 N/A N/A *The ratings assigned to the A Loan and class A and B notes address timely interest and ultimate principal payments. S&P's ratings address ultimate interest and principal payments on the rest of the other rated notes. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. JUBILEE CLO 2018-XXI: Moody's Affirms B3 Rating on EUR12MM F Notes ------------------------------------------------------------------ Moody's Ratings has upgraded the ratings on the following notes issued by Jubilee CLO 2018-XXI DAC: EUR36,000,000 Class B Senior Secured Floating Rate Notes due 2035, Upgraded to Aaa (sf); previously on Apr 4, 2025 Upgraded to Aa1 (sf) EUR18,000,000 Class C-1 Deferrable Mezzanine Floating Rate Notes due 2035, Upgraded to Aa1 (sf); previously on Apr 4, 2025 Upgraded to A1 (sf) EUR7,000,000 Class C-2 Deferrable Mezzanine Fixed Rate Notes due 2035, Upgraded to Aa1 (sf); previously on Apr 4, 2025 Upgraded to A1 (sf) EUR29,000,000 Class D Deferrable Mezzanine Floating Rate Notes due 2035, Upgraded to Baa1 (sf); previously on Apr 4, 2025 Affirmed Baa3 (sf) Moody's have also affirmed the ratings on the following notes: EUR250,000,000 (Current outstanding amount EUR165,074,749) Class A Senior Secured Floating Rate Notes due 2035, Affirmed Aaa (sf); previously on Apr 4, 2025 Affirmed Aaa (sf) EUR20,000,000 Class E Deferrable Junior Floating Rate Notes due 2035, Affirmed Ba3 (sf); previously on Apr 4, 2025 Affirmed Ba3 (sf) EUR12,000,000 Class F Deferrable Junior Floating Rate Notes due 2035, Affirmed B3 (sf); previously on Apr 4, 2025 Affirmed B3 (sf) Jubilee CLO 2018-XXI DAC, originally issued in December 2018 and refinanced in March 2021, is a collateralised loan obligation (CLO) backed by a portfolio of mostly high-yield senior secured European loans. The portfolio is managed by Benefit Street Partners Limited. The transaction's reinvestment period ended in April 2025. RATINGS RATIONALE The rating upgrades on the Class B, C-1, C-2 and D notes are primarily a result of the significant deleveraging of the senior notes following amortisation of the underlying portfolio since the last rating action in April 2025. The affirmations on the ratings on the Class A, E and F notes are primarily a result of the expected losses on the notes remaining consistent with their current rating levels, after taking into account the CLO's latest portfolio, its relevant structural features and its actual over-collateralisation ratios. The Class A notes have paid down by approximately EUR85 million (34%) since the last rating action in April 2025. As a result of the deleveraging, over-collateralisation (OC) has increased. According to the trustee report dated June 2026[1] the Class A/B, Class C and Class D OC ratios are reported at 148.79%, 132.34% and 117.29% compared to March 2025[2] levels of 139.37%, 128.16% and 117.22%, respectively. The deleveraging and OC improvements primarily resulted from high prepayment rates of leveraged loans in the underlying portfolio. Most of the prepaid proceeds have been applied to amortise the liabilities. All else held equal, such deleveraging is generally a positive credit driver for the CLO's rated liabilities. The key model inputs Moody's uses in Moody's analysis, such as par, weighted average rating factor, diversity score and the weighted average recovery rate, are based on Moody's published methodology and could differ from the trustee's reported numbers. In Moody's base case, Moody's used the following assumptions: Performing par and principal proceeds balance: EUR304.5m Defaulted Securities: EUR3.1m Diversity Score: 48 Weighted Average Rating Factor (WARF): 3061 Weighted Average Life (WAL): 4.21 years Weighted Average Spread (WAS) (before accounting for Euribor floors): 3.62% Weighted Average Coupon (WAC): 3.33% Weighted Average Recovery Rate (WARR): 44.14% Par haircut in OC tests and interest diversion test: 2.11% The default probability derives from the credit quality of the collateral pool and Moody's expectations of the remaining life of the collateral pool. The estimated average recovery rate on future defaults is based primarily on the seniority of the assets in the collateral pool. In each case, historical and market performance and a collateral manager's latitude to trade collateral are also relevant factors. Moody's incorporates these default and recovery characteristics of the collateral pool into Moody's cash flow model analysis, subjecting them to stresses as a function of the target rating of each CLO liability it is analysing. Methodology Underlying the Rating Action: The principal methodology used in these ratings was "Collateralized Loan Obligations" published in April 2026. Counterparty Exposure: The rating action took into consideration the notes' exposure to relevant counterparties, such as account bank, using the methodology "Structured Finance Counterparty Risks" published in May 2025. Moody's concluded the ratings of the notes are not constrained by these risks. Factors that would lead to an upgrade or downgrade of the ratings: The rated notes' performance is subject to uncertainty. The notes' performance is sensitive to the performance of the underlying portfolio, which in turn depends on economic and credit conditions that may change. The collateral manager's investment decisions and management of the transaction will also affect the notes' performance. Additional uncertainty about performance is due to the following: -- Portfolio amortisation: The main source of uncertainty in this transaction is the pace of amortisation of the underlying portfolio, which can vary significantly depending on market conditions and have a significant impact on the notes' ratings. Amortisation could accelerate as a consequence of high loan prepayment levels or collateral sales by the collateral manager or be delayed by an increase in loan amend-and-extend restructurings. Fast amortisation would usually benefit the ratings of the notes beginning with the notes having the highest prepayment priority. -- Recovery of defaulted assets: Market value fluctuations in trustee-reported defaulted assets and those Moody's assumes have defaulted can result in volatility in the deal's over-collateralisation levels. Further, the timing of recoveries and the manager's decision whether to work out or sell defaulted assets can also result in additional uncertainty. Moody's analysed defaulted recoveries assuming the lower of the market price or the recovery rate to account for potential volatility in market prices. Recoveries higher than Moody's expectations would have a positive impact on the notes' ratings. In addition to the quantitative factors that Moody's explicitly modelled, qualitative factors are part of the rating committee's considerations. These qualitative factors include the structural protections in the transaction, its recent performance given the market environment, the legal environment, specific documentation features, the collateral manager's track record and the potential for selection bias in the portfolio. All information available to rating committees, including macroeconomic forecasts, input from Moody's other analytical groups, market factors, and judgments regarding the nature and severity of credit stress on the transactions, can influence the final rating decision. NEUBERGER BERMAN 9: Fitch Assigns 'B-sf' Rating on Class F Notes ---------------------------------------------------------------- Fitch Ratings has assigned Neuberger Berman Loan Advisers Euro CLO 9 DAC final ratings. Entity/Debt Rating ----------- ------ Neuberger Berman Loan Advisers Euro CLO 9 DAC A XS3385525137 LT AAAsf New Rating B XS3385525640 LT AAsf New Rating C XS3385525996 LT Asf New Rating D XS3385526291 LT BBB-sf New Rating E XS3385526705 LT BB-sf New Rating F XS3385527182 LT B-sf New Rating Subordinated Notes XS3385528230 LT NRsf New Rating Transaction Summary Neuberger Berman Loan Advisers Euro CLO 9 DAC is a securitisation of mainly senior secured loans and secured senior bonds with a component of senior unsecured, mezzanine and second-lien loans. Note proceeds have been used to fund a portfolio with a target par of EUR300 million. The portfolio is actively managed by Neuberger Berman Loan Advisers Europe II LP. The CLO has a 4.5-year reinvestment period and an 8.75-year weighted average life (WAL) test. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors to be in the 'B' category. The Fitch weighted average rating factor (WARF) of the current portfolio is 24. High Recovery Expectations (Positive): At least 90% of the portfolio comprises senior secured obligations. Fitch views the recovery prospects for these assets as more favourable than for second-lien, unsecured and mezzanine assets. The Fitch weighted average recovery rate of the current portfolio is 64.4%. Diversified Portfolio (Positive): The transaction includes various concentration limits in the portfolio, including a top 10 obligor concentration limit at 20% and a maximum exposure to the three largest (Fitch-defined) industries in the portfolio at 40%. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction has two matrix sets that correspond to an 8.75-year and 7.75-year weighted average life test, respectively. Each matrix set has two matrices that are linked to a maximum fixed-rate asset limit of 5% and 12.5%, respectively, and a top 10 obligors limit of 20%. The forward matrix set is eligible starting from one year from closing and subject to the collateral principal amount (defaulted obligations at Fitch collateral value) being at least at the reinvestment target par balance. The transaction has an approximately 4.5-year reinvestment period and reinvestment criteria similar to those of other European transactions. Fitch's analysis is based on a stressed-case portfolio with the aim of testing the robustness of the transaction structure against its covenants and portfolio guidelines. Cash Flow Modelling (Positive): Fitch reduced the WAL used for the transaction's Fitch-stressed portfolio analysis by one year. This accounts for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These conditions include passing both the coverage tests and the Fitch 'CCC' maximum limit, as well as a WAL covenant that progressively steps down, both before and after the end of the reinvestment period. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) and a 25% decrease of the recovery rate (RRR) across all ratings of the current portfolio would lead to no negative rating impact on the class A to D notes, and downgrades of one notch on the class E notes and to below 'B-sf' for the class F notes. Downgrades, which are based on the current portfolio, may occur if the loss expectation is larger than assumed, due to unexpectedly high levels of defaults and portfolio deterioration. The class E notes have a rating cushion of four notches, the class C and D notes each have three notches and the class B and F notes each have two notches. The class A notes do not have any rating cushion as they are already at the highest achievable rating. Should the cushion between the current portfolio and the Fitch-stressed portfolio be eroded either due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would lead to downgrades of two notches for the class C notes, of three notches each for the class A, B and D notes and below 'B-sf' for the class E and F notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the RDR and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to upgrades of up to five notches each for the rated notes, except for the 'AAAsf' rated notes. Upgrades during the reinvestment period, which are based on the Fitch-stressed portfolio, may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, allowing the notes to withstand larger-than-expected losses for the remaining life of the transaction. Upgrades after the end of the reinvestment period, except for the 'AAAsf' notes, 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 The majority of the underlying assets or risk-presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognized Statistical Rating Organizations and/or European Securities and Markets Authority- registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk-presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Neuberger Berman Loan Advisers Euro CLO 9 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. NEUBERGER BERMAN 9: S&P Assigns B-(sf) Rating on Class F Notes -------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Neuberger Berman Loan Advisers Euro CLO 9 DAC's class A, B, C, D, E, and F notes. At closing, the issuer also issued EUR24.600 million unrated subordinated notes. The reinvestment period will be approximately 4.5 years, while the noncall period will be 1.5 years after closing. Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payment. The ratings assigned to the notes reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,612.67 Default rate dispersion 534.56 Weighted-average life (years) 4.92 Obligor diversity measure 143.82 Industry diversity measure 21.60 Regional diversity measure 1.41 Transaction key metrics Total par amount (mil. EUR) 300 Defaulted assets (mil. EUR) 0 Number of performing obligors 173 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0.33 Target 'AAA' weighted-average recovery (%) 37.37% Actual weighted-average spread net of floors (%) 3.51 Actual weighted-average coupon (%) 5.76 Rating rationale S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. "The portfolio is well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR300.00 million target par amount, the covenanted weighted-average spread of 3.40%, the covenanted weighted-average coupon of 5.00%, and the target weighted-average recovery rates. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B to F notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase starting from the effective date, during which the transaction's credit risk profile could deteriorate, we capped our ratings on these notes. "Following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our ratings are commensurate with the available credit enhancement for all rated classes of notes. "In addition to our standard analysis, to indicate how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we also included the sensitivity of the ratings on the class A to E notes, based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Neuberger Berman Loan Advisers Euro CLO 9 DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers. Neuberger Berman Loan Advisers Europe II LP manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A AAA (sf) 186.00 38.00 Three/six-month EURIBOR plus 1.26% B AA (sf) 33.00 27.00 Three/six-month EURIBOR plus 1.75% C A (sf) 18.00 21.00 Three/six-month EURIBOR plus 1.95% D BBB- (sf) 21.00 14.00 Three/six-month EURIBOR plus 2.90% E BB- (sf) 13.50 9.50 Three/six-month EURIBOR plus 5.00% F B- (sf) 9.00 6.50 Three/six-month EURIBOR plus 7.90% Sub notes NR 24.60 N/A N/A *The ratings assigned to the class A and B notes address timely interest and ultimate principal payments. S&P's ratings address ultimate interest and principal payments on the rest of the other rated notes. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. SEABURY PARK: S&P Assigns B-(sf) Rating on Class F Notes -------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Seabury Park CLO DAC's class X, A, B, C, D, E, and F notes. At closing, the issuer also issued EUR26.90 million unrated subordinated notes. The reinvestment period will be approximately 4.5 years, while the noncall period will be 1.5 years after closing. Under the transaction documents, the rated notes will pay quarterly interest unless there is a frequency switch event. Following this, the notes will switch to semiannual payments. The ratings assigned to the notes reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,751.54 Default rate dispersion 471.59 Weighted-average life (years) 4.98 Obligor diversity measure 148.55 Industry diversity measure 25.52 Regional diversity measure 1.39 Transaction key metrics Total par amount (mil. EUR) 400 Defaulted assets (mil. EUR) 0 Number of performing obligors 170 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0.00 Target 'AAA' weighted-average recovery (%) 36.67 Covenanted weighted-average spread net of floors (%) 3.48 The transaction includes an amortizing reinvestment target par amount, which is a predetermined reduction in the value of the transaction's target par amount unrelated to the principal payments on the notes. This may allow for the principal proceeds to be characterized as interest proceeds when the collateral par exceeds this amount, subject to a limit, and affect the reinvestment criteria, among others. This feature allows some excess par to be released to equity during benign times, which may lead to a reduction in the amount of losses that the transaction can sustain during an economic downturn. Hence, in S&P's cash flow analysis, it assumed a starting collateral size of EUR3.95 million (i.e., the EUR400 million target par minus the maximum reinvestment target par adjustment amount of EUR5 million). Rating rationale S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. "The portfolio is well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR400 million target par amount, the actual weighted-average spread of 3.48%, the covenanted weighted-average coupon of 4.5%, and the actual weighted-average recovery rate. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our counterparty criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework are bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B, C, and D notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO will be in its reinvestment phase starting from the effective date, during which the transaction's credit risk profile could deteriorate, we capped our ratings on these notes." The class X, A, and E notes can withstand stresses commensurate with the assigned ratings. The class F notes' current breakeven default rate cushion is negative at the assigned rating. S&P said, "Nevertheless, based on the portfolio's actual characteristics and additional overlaying factors, including our long-term corporate default rates and recent economic outlook, we believe this class is able to sustain a steady-state scenario, in accordance with our criteria." S&P's analysis further reflects several factors, including: -- The class F notes' available credit enhancement, which is in the same range as that of other CLOs S&P has rated and that has recently been issued in Europe. -- S&P said, "Our model-generated portfolio default risk, which is at the 'B-' rating level at 24.13% (for a portfolio with a weighted-average life of 4.98 years) versus 15.95% if we were to consider a long-term sustainable default rate of 3.2% for 4.98 years." -- Whether the tranche is vulnerable to nonpayment in the near future. -- If there is a one-in-two chance of this tranche defaulting. -- If S&P envisions this tranche defaulting in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F notes is commensurate with the assigned 'B- (sf)' rating. "Following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our ratings are commensurate with the available credit enhancement for all rated classes of notes. "In addition to our standard analysis, we have also included the sensitivity of the ratings on the class X to E notes, based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. "Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. "For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Seabury Park CLO DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers. The transaction is managed by Blackstone Ireland Ltd. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ X AAA (sf) 2.00 N/A Three/six-month EURIBOR plus 0.99% A AAA (sf) 248.00 38.00 Three/six-month EURIBOR plus 1.26% B AA (sf) 43.20 27.20 Three/six-month EURIBOR plus 1.75% C A (sf) 23.60 21.30 Three/six-month EURIBOR plus 1.95% D BBB- (sf) 29.80 13.85 Three/six-month EURIBOR plus 3.00% E BB- (sf) 18.40 9.25 Three/six-month EURIBOR plus 5.10% F B- (sf) 11.00 6.50 Three/six-month EURIBOR plus 8.10% Sub notes NR 26.90 N/A N/A *The ratings assigned to the class X, A, and B notes address timely interest and ultimate principal payments. S&P's ratings address ultimate interest and principal payments on the rest of the other rated notes. The payment frequency switches to semiannual, and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. SILVER POINT 2: S&P Assigns B-(sf) Rating on Class F Notes ---------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Silver Point Euro CLO 2 DAC's A Loan and class A, B, C, D, E, and F notes. At closing, the issuer also issued EUR31.50 million unrated subordinated notes. The reinvestment period will be approximately 4.5 years, while the noncall period will be 1.5 years after closing. Under the transaction documents, the rated notes and loan will pay quarterly interest unless a frequency switch event occurs. Following this, the notes and loan will switch to semiannual payments. The ratings assigned to the notes and loan reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,834.08 Default rate dispersion 454.31 Weighted-average life (years) 4.97 Obligor diversity measure 156.77 Industry diversity measure 22.26 Regional diversity measure 1.29 Transaction key metrics Total par amount (mil. EUR) 400 Defaulted assets (mil. EUR) 0 Number of performing obligors 183 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0.00 Target 'AAA' weighted-average recovery (%) 36.58 Target weighted-average spread net of floors (%) 3.57 Target weighted-average coupon (%) 5.01 Rating rationale S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. "The portfolio is well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR400.00 million target par amount, the target weighted-average spread of 3.57%, the target weighted-average coupon of 5.01%, and the target weighted-average recovery rate. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B, C, and D notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase starting from the effective date, during which the transaction's credit risk profile could deteriorate, we capped our ratings on these notes." The A Loan and class A and E notes can withstand stresses commensurate with the assigned ratings. The class F notes' current break-even default rate cushion is negative at the assigned rating. S&P said, "Nevertheless, based on the portfolio's actual characteristics and additional overlaying factors, including our long-term corporate default rates and recent economic outlook, we believe this class can sustain a steady-state scenario, in accordance with our criteria." S&P's analysis further reflects several factors, including: -- The class F notes' available credit enhancement, which is in the same range as that of other CLOs S&P has rated and that has recently been issued in Europe. -- S&P's model-generated portfolio default risk, which is at the 'B-' rating level at 24.49% (for a portfolio with a weighted-average life of 4.97 years) versus 15.91% if it was to consider a long-term sustainable default rate of 3.2% for 4.97 years. -- Whether the tranche is vulnerable to nonpayment. -- If there is a one-in-two chance of this tranche defaulting. -- If S&P envisions this tranche defaulting in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F notes is commensurate with the assigned 'B- (sf)' rating. "Considering our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our ratings are commensurate with the available credit enhancement for all rated classes of notes. "In addition to our standard analysis, to indicate how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we also included the sensitivity of the ratings on the class A to E notes and the class A Loan, based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Silver Point Euro CLO 2 DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers. Silver Point CLO Equity Fund II Manager, LP manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A AAA (sf) 213.00 38.00 Three/six-month EURIBOR plus 1.32% A Loan AAA (sf) 35.00 38.00 Three/six-month EURIBOR plus 1.32% B AA (sf) 44.00 27.00 Three/six-month EURIBOR plus 2.05% C A (sf) 24.00 21.00 Three/six-month EURIBOR plus 2.25% D BBB- (sf) 28.00 14.00 Three/six-month EURIBOR plus 3.20% E BB- (sf) 18.00 9.50 Three/six-month EURIBOR plus 5.50% F B- (sf) 12.00 6.50 Three/six-month EURIBOR plus 8.62% Sub notes NR 31.50 N/A N/A *The ratings assigned to the A Loan and class A and B notes address timely interest and ultimate principal payments. Our ratings address ultimate interest and principal payments on the rest of the other rated notes. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. ========= I T A L Y ========= CERVED GROUP: S&P Affirms 'B' ICR & Alters Outlook to Negative -------------------------------------------------------------- S&P Global Ratings revised its outlook on Italy-based data services provider Cerved Group SpA to negative from stable and affirmed its 'B' issuer credit rating and issue ratings on the EUR1.25 billion senior secured floating-rate and EUR350 million senior secured fixed-rate notes, both due 2029. The recovery rating on the notes is unchanged at '3', reflecting about 55% recovery in the event of a payment default. S&P said, "Our assessment of Cerved's stand-alone credit profile (SACP) remains 'b-' and the 'B' issuer credit rating continues to benefit from a one notch uplift owing to support from Cerved's strategic status to ION Investment Corp. (ION Group). "The negative outlook on Cerved reflects our view that we could consider it difficult for Cerved to refinance its 2029 maturities on a stand-alone basis if it is unable to grow its revenue and EBITDA in coming quarters." Cerved saw a revenue growth decline of 4% year on year in 2025 and 14% in the first quarter of 2026 as it transitions its commercial organization and moves to a subscription-based model. This was despite a significant rise in related-party revenue driven by a transition--announced by management as part of the ION integration plan--being undertaken alongside a deliberate exit from low-margin credit management contracts. The revenue decline led to S&P Global Ratings-adjusted leverage of 8.9x at year-end 2025. Although S&P forecasts an improvement for the rest of 2026 and 2027, continued underperformance versus its base case could lead to increased leverage, such that it could potentially be difficult for Cerved to refinance its 2029 maturities on a stand-alone basis. Cerved's revenue declined in 2025 and in first-quarter 2026 despite related-party revenue from ION Trading Ireland, which has led to high leverage. Revenue was down 4% in 2025 and 14% in first-quarter 2026, reflecting the company's ongoing strategic transition, which includes a move toward a subscription-based business model, the internalization of the sales function, and the exit from low-margin credit management contracts. In 2025, EUR70 million of the EUR449 million revenue (16%) was generated from ION Trading Ireland Ltd., also part of the broader ION group, and 13% in first-quarter 2026. These revenues arise from a new intellectual property (IP) licensing agreement under which Cerved licenses its IP to ION, which develops modernized AI-powered products at ION's cost. Cerved retains IP ownership and exclusive Italian distribution rights, while which also markets the products internationally. The agreement is structurally favorable for Cerved and reflects the benefit of being part of the ION group. The first product launched under the agreement is Atoka, with a Cerved revenue ramp expected across 2026-2029. Although profitability was stable in 2025 thanks to cost-cutting measures with S&P Global Ratings-adjusted EBITDA margins of 41.8%, the absolute decline in EBITDA led to S&P's adjusted leverage figure climbing by 0.6x to 8.9x. S&P said, "Management forecasts a significant recovery for the rest of 2026, although it remains uncertain in our view. Our base case assumes a 3% decline in revenue growth for 2026, suggesting a markedly improved run-rate over April-December 2026 versus the first-quarter exit rate. We believe this could come from winning back lost customers, improved pricing, and the launch of new products such as Atoka (sales intelligence/data platform). Atoka was re-engineered by ION and is being commercialized by Cerved in Italy with management expecting revenue to ramp up significantly from 2026 to 2028 based on a detailed growth plan. We project improved S&P Global Ratings-adjusted EBITDA margins of 43% in 2026 compared with 41.8% in 2025, thanks to cost-cutting measures. We anticipate that the broadly stable EBITDA combined with lower debt (lower lease liabilities and EUR30 million of bonds bought back by Cerved) will lead to slightly reduced S&P Global Ratings-adjusted leverage of 8.6x by year-end 2026. "In 2027, we expect that Cerved will return to revenue growth, leading to further improved credit metrics. We forecast 4.5% revenue growth as new products successfully generate new revenue and Cerved wins back clients with its internal commercial workforce. The higher revenue, combined with a continued focus on costs, should lead to adjusted EBITDA margins growing toward 43% by year-end 2027. EBITDA growth will support further adjusted leverage reduction to 7.7x. "However, Cerved's operating trajectory since the ION acquisition has been mixed, and a continuation of the recent revenue trend beyond our base case could lead to an unsustainable capital structure on a stand-alone basis. If Cerved fails to generate significant revenue from its new products and to win back lost clients, adjusted leverage would likely continue to exceed our base case of 8.6x at year-end 2026, which would make it hard to refinance its EUR1.6 billion senior secured notes maturing in February 2029 and could lead us to consider the capital structure as unsustainable. "The negative outlook reflects our view that we could consider it difficult for Cerved to refinance its 2029 maturities on a stand-alone basis if it is unable to grow its revenue and EBITDA in coming quarters." S&P could lower the rating on Cerved if: -- The company does not deliver on its strategic plan such that revenue and EBITDA growth remain subdued and FOCF turns negative, or the company incurs material restructuring costs or exceptional items, resulting in sustained high leverage which would make it difficult to refinance its 2029 maturities on a stand-alone basis; -- S&P sees increased likelihood of a distressed debt restructuring, including the announcement to repurchase bonds below par; or -- S&P no longer considers Cerved as likely to receive extraordinary support from ION Investment Corp. (ION Group). S&P could revise the outlook to stable if Cerved's business plan yields increased sales and EBITDA growth, such that it felt that refinancing risk was reduced, while the group would continue to generate materially positive FOCF. =================== L U X E M B O U R G =================== ASTERIX INVESTMENT: S&P Assigns 'B+' ICR, Outlook Stable -------------------------------------------------------- S&P Global Ratings assigned its 'B+' issuer credit rating to Asterix Investment S.a.r.l. and its 'B+' issue rating to the proposed EUR950 million term loan B (TLB). The recovery rating on the TLB is '3' (estimated recovery: 65%). S&P will withdraw the issuer and issue level ratings on Asterix HoldCo and Asterix Acquico once their outstanding debt is repaid. The stable outlook reflects S&P's expectation that over the next 12 months, The Quality Group (TQG) will continue to deliver solid organic growth, maintain S&P Global Ratings-adjusted EBITDA margins of about 20% despite ongoing raw material cost pressures and competitive market conditions, generate ample free operating cash flow (FOCF) supporting FOCF to debt of about 6.5%-8.0%, sizable FOCF after leases, and adjusted leverage of about 3.0x. Asterix is the parent company of Germany-based Asterix HoldCo (B+/Stable/--) and the U.S. subsidiaries RAW Nutrition and BUM Energy Drink (both unrated), which together form an omnichannel nutrition business, The Quality Group (TQG). TQG plans to refinance the existing EUR600 million term loan B (TLB) issued by Asterix HoldCo with a new EUR950 million facility to be issued by the financing subsidiary of Asterix Investment, Asterix Acquisition S.a.r.l., and use the incremental proceeds, together with approximately EUR127 million of surplus cash, to fund a payout to its shareholders. S&P said, "We expect the proposed dividend recapitalization to increase the group's debt to EBITDA to 3.3x from 2.6x at year-end 2025. However, we expect leverage to trend below 3x over the next 12-18 months, supported by continued solid earnings growth and healthy cash flow generation at TQG, and an increasing contribution of the U.S. subsidiaries now included in the scope of the financing group consolidation. "TQG's proposed refinancing and dividend recapitalization increases debt, however, the group's solid earnings growth prospects and track record underpin our expectation of leverage reduction within 12-18 months. TQG plans to refinance its existing EUR600 million TLB with a new EUR950 million facility, using the incremental proceeds, together with approximately EUR127 million of cash on balance sheet, to fund a payout to its shareholders. We view the transaction as consistent with a financial sponsor-owned capital structure. We expect the transaction to increase S&P Global Ratings-adjusted debt to EBITDA to about 3.3x from 2.6x at year-end 2025. Nevertheless, we consider the transaction consistent with the current rating because it follows a period of materially stronger than expected operating performance, healthy deleveraging, and a broader and more diversified earnings base. Furthermore, the revised financing structure incorporates the RAW Nutrition and BUM Energy Drink U.S. subsidiaries into the restricted group, broadening the financing perimeter and aligning the rated entity with the group's consolidated reporting structure. We understand there will be no shareholder loans, preferred equity instruments, or other non-common equity funding remaining above the rated entity following the transaction, and therefore do not expect structural cash leakage from the restricted group." The group has materially strengthened its operating performance through sustained revenue growth, improving profitability, and increasing business diversification. TQG delivered a solid 2025 year, outperforming both our expectations and management's own guidance. Revenue increased to more than EUR1 billion on a stand-alone basis, supported by continued customer acquisition, higher sales productivity, ongoing product innovation, and further expansion of its business-to-business (B2B) channel. S&P Global Ratings-adjusted EBITDA increased to EUR229 million, with adjusted margins improving to about 21%, reflecting operating leverage, disciplined pricing, procurement efficiencies, and effective cost management despite a volatile raw material environment. The group continues to benefit from strong brand recognition across both its ESN and More brands, while the integration of RAW Nutrition and BUM Energy Drinks further expands its product offering, geographic reach and customer base, enhancing scale and market reach across multiple channels and regions. S&P said, "Still, we note the group remains exposed to changes in consumer spending, competitive intensity, raw material price volatility, and execution risks associated with scaling its international operations and integrating acquired businesses. Despite the strong earnings performance, cash flow generation was weaker than EBITDA growth would suggest. FOCF declined to approximately EUR38 million in 2025 from EUR64 million in 2024, primarily reflecting working capital investment requirements associated with the group's rapid growth and continued investment in inventory and receivables. While we view these cash outflows as largely growth-related and manageable, they demonstrate that the group's cash generation remains somewhat more volatile than its earnings profile and continues to be influenced by expansion-related working capital demands." While TQG's business profile has strengthened meaningfully over the past two years, several constraints continue to limit upward rating momentum. Although the company has established a leading position in the DACH (German, Austrian, and Swiss) sports nutrition market, it remains concentrated in a relatively niche consumer category and continues to derive a significant proportion of sales from a limited number of brands and geographies. Furthermore, the sports nutrition and dietary supplements sector remains highly competitive, with both established branded players and emerging digitally native competitors competing for consumer attention and shelf space. S&P also notes the group's exposure to changing consumer preferences, social media engagement trends, and key community leaders that support customer acquisition. In addition, raw material inflation, particularly for whey protein and other protein inputs, remains elevated and may be more difficult to offset through pricing actions than in previous years as market competition increases. These factors, together with the company's financial sponsor ownership and the more leveraged capital structure following the proposed dividend recapitalization, continue to constrain the rating despite the group's stronger scale, profitability, and diversification. The incorporation of the U.S. operations into the financing perimeter strengthens the credit profile by aligning the financing structure with the consolidated business while further diversifying earnings. Unlike our previous assessment, where the U.S. operations were outside the restricted group, the proposed transaction eliminates the structural separation between the rated entity and a growing contributor to group earnings. S&P said, "We view this positively because it reduces structural separation between the rated entity and a growing contributor of earnings, while broadening cash flow generation available to service debt and reduce subordination concerns. At the same time, the U.S. operations remain smaller and less profitable than the group's core European activities. We therefore continue to view successful integration, realization of commercial opportunities, and maintenance of brand momentum in the U.S. market as important execution considerations. Although performance has remained broadly in line with expectations since acquisition, the business operates in a highly competitive market characterized by substantial marketing intensity and rapidly evolving consumer preferences. Nevertheless, we believe the larger scale, broader geographic reach, and wider product offering support improved earnings diversification and partially mitigate the group's concentration risks." S&P said, "Despite higher debt following the shareholder distribution, we expect leverage will begin to fall again over the medium term and FOCF to debt will remain above 5%. The proposed transaction represents a more aggressive financial policy than would typically be observed for non-sponsor-owned issuers, reflecting the financial sponsor ownership. Nevertheless, we expect the group to maintain a prudent liquidity position supported by meaningful cash balances, an undrawn and upsized EUR80 million RCF and continued positive FOCF generation. We forecast S&P Global Ratings-adjusted EBITDA margins to remain around 20%, while continued revenue growth, disciplined capital expenditure, and working capital management should support gradual deleveraging below 3.0x over the next 12-18 months. Our forecasts also incorporate continued investment in international expansion and manufacturing capacity, although we assume these investments will remain broadly funded through internally generated cash flow. "The stable outlook reflects our expectation that TQG will continue to deliver solid organic growth, maintain S&P Global Ratings-adjusted EBITDA margins at roughly 20%--despite ongoing raw material cost pressures and competitive market conditions--generate FOCF to debt of 6.5%-8.0% and positive free operating cash flow after leases in excess of EUR50 million, while maintaining adjusted leverage of about 3.0x or less. "We could lower the rating if the group did not perform according to our expectations, because of, for example, social media turmoil, a loss of key community leaders or market share, or a more aggressive financial policy leading to debt-financed distributions, acquisitions, or additional debt raised above the restricted group." Specifically, S&P could lower its rating if: -- S&P Global Ratings-adjusted debt to EBITDA approached 5.0x; -- S&P Global Ratings-adjusted FOCF deteriorated such that FOCF to debt approached 5%; or -- S&P observes a weakening liquidity profile. S&P said, "A positive rating action would hinge on the company drastically expanding its scale and business and geographic diversity while preserving its profitability and adjusted EBITDA margins of at least 20% leading to a substantially more resilient business model, supporting a sustainable improvement in cash generation and working capital management such that we observe no structural increase in volatility as the company expands overseas and in the B2B channel. Over the next 12-24 months, we could also consider a positive rating action if the financial sponsor were to relinquish control over the company, accompanied by a financial policy to sustain adjusted leverage well below 4.0x and strong S&P Global Ratings-adjusted FOCF to debt sustainably above 10%." OHI GROUP: Moody's Cuts CFR to B3, Outlook Negative --------------------------------------------------- Moody's Ratings has downgraded to B3 from B2 OHI Group S.A. (OHI)'s corporate family rating and the rating of its $400 million Backed Senior Secured Global Notes due 2029. The outlook for the ratings remains negative. RATINGS RATIONALE The downgrade of OHI's ratings to B3 reflects the deterioration in the company's liquidity profile derived from weak cash generation related to high interest expense. Despite the improvement in the company's operating performance, OHI's total debt has increased and debt costs remain high, pressuring the company's net income and free cash flow generation. As such, OHI will need to pursue deleveraging initiatives to be able to improve its capital structure, liquidity and cost of capital. OHI's Moody's adjusted gross leverage slightly decreased in the last twelve months ended in March 2026 to 5.0x, compared to 5.2x in 2024 (reported net leverage over the same periods being 4.2x and 4.3x respectively), but the improvement fell short of Moody's previous expectation of leverage reaching 3x-4x in 2025-26. OHI's operating performance benefited from contracts with higher MACE rates starting in the second half of 2025, but due to lower aircraft availability in 2025, the improvement was not sufficient to turn the company's free cash flow generation to positive. During 2026, the company's MACE availability already improved and the company's bond yields recovered, trading above par. The company's cash position also declined to EUR35 million, below Moody's previous expectations of a cash position of around EUR60-80 million. Accordingly, OHI will continue to rely on funding for growth capex until their revenues reflect their aircraft availability recovery or the implementation of initiatives that reduce total debt and improve liquidity further. OHI's B3 rating is supported by its leading market position in the Brazilian (47% market share) and Guyana (100% market share) offshore helicopter services industry, long-term relationship with customers, and firm backlog of contracts that provides cash flow visibility through 2029. The company offers crew change, cargo transportation, emergency medical rescue services ("EMS"), firefighting, patrol and surveillance, power & utility logistics, and search & rescue ("SAR"). The company had a fleet of 113 medium aircraft equivalent ("MACE") at the end of March 2026 and a firm contracted backlog of EUR1.7 billion, and benefits from contractual protections against the risk of early termination by customers and providing the company with a track record of operating profitably through commodity price cycles. The contracts are inflation-protected and/or pegged to the US dollar, which ensures predictability of duration and profitability. The company is benefitting from increasing demand in the offshore energy business in Brazil, Guyana, Suriname and Mozambique while pursuing growth in other synergistic business segments in the onshore, unmanned aerial vehicles ("UAV") and advanced air mobility solutions, and its key customers include international and national oil companies. The rating is constrained by OHI's credit metrics and liquidity, the company's small size and relatively concentrated operations compared to those of its peers, its exposure to the volatility of the oil and gas industry, its growth strategy and the capital intensity of its business. OHI continues to rely on funding to cover growth capex needs. The company's evolving corporate governance standards, partially encumbered asset base and high funding cost also limits the rating. LIQUIDITY OHI has weak liquidity, with EUR35 million in cash and EUR51.5 million in financial debt amortizations until 2027. Moody's expects the company's cash flow from operations to amount to around EUR50-90 million (according to Moody's definitions) per year from 2026 onwards, which is sufficient to cover maintenance investment requirements in its fleet, however the company will continue to rely on external funding to fund fleet growth. The company's notes have incurrence covenants setting a maximum reported net leverage of 4.5x in 2024 and gradually declining to 2.5x from 2028 onwards and will limit dividend payments to $40 million. RATING OUTLOOK The negative rating outlook reflects the company's current high leverage and weak liquidity, despite the potential for improvement of its credit metrics through the pick-up in operational performance following the increase in MACE rates and availability and through deleveraging and refinancing initiatives. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS OHI's rating could be further downgraded if the company changes its financial policy, such as using significant amounts of debt to accelerate fleet expansion or dividend payments. The failure to maintain a stable cash balance, refinance upcoming debt maturities and continued negative free cash flow would also trigger a downgrade of the rating. Quantitatively OHI's rating could be downgraded if leverage (measured by debt-to-EBITDA) does not improve toward 5x, interest coverage (EBITDA/interest) stays below 1x or if the company's liquidity deteriorates further. OHI's rating outlook could be stabilized if the company reduces liquidity risks through initiatives such as refinancing. The ratings could be upgraded if the company is able to execute its existing backlog, while continuing to secure contract renewal and growth, and significantly increase its scale. Quantitatively, the rating could be upgraded if the company maintains debt-to-EBITDA below 4x, increases interest coverage (EBITDA/interest) to above 3x, improves its free cash flow generation and improves its liquidity profile with cash consistently above short-term debt maturities. COMPANY PROFILE Headquartered in Luxembourg and founded in Lisbon, Portugal in 2001, OHI is a leading provider of helicopter transportation services to personnel working on offshore installations, onshore installations and urban air mobility in Brazil. The company operates a fleet of 113.0 medium aircraft equivalent (MACE), about 66% of which are leased, and has operations in Brazil, Guyana and Mozambique. As of the last twelve months ended in March 2026, the company reported net revenues of EUR476 million with a Moody's adjusted EBITDA margin of 30.4%. The principal methodology used in these ratings was Oilfield Services published in October 2025. ===================== N E T H E R L A N D S ===================== INTERMEDIATE DUTCH: S&P Upgrades ICR to 'B+', Outlook Stable ------------------------------------------------------------ S&P Global Ratings raised the ratings on Intermediate Dutch Holdings (dba Nielsen IQ [NIQ]), including its issuer credit rating, to 'B+' from 'B'. The stable outlook reflects our expectation that NIQ will prioritize leverage reduction and sustain free operating cash flow (FOCF) to debt of at least 5%, supported by organic revenue growth. S&P said, "We expect NIQ will materially improve FOCF in 2026. Despite persistent one-time costs, we expect FOCF will improve to around $245 million in 2026, primarily driven by lower interest expense, revenue growth, and improved operating efficiency." NIQ has improved its operating cost profile and materially lowered its interest expense, resulting in stronger cash flow generation. S&P Global Ratings expects the company will continue to prioritize leverage reduction, utilizing excess cash flow to proactively repay debt. NIQ only generated about $17 million of S&P Global Ratings-adjusted FOCF in 2025, driven by high one-time costs and interest expense. Following the company's IPO in late July 2025, it repaid a large portion of its debt, including the full $563 million balance on its revolving credit facility, its remaining C$123 million Canadian term loan, and EUR255 million of its euro-denominated term loan. Additionally, it repriced its U.S. dollar-denominated and euro-denominated term loans and its revolving credit facility, collectively resulting in about $100 million of interest expense savings. It will recognize the full benefit of these savings in 2026. S&P said, "We also expect NIQ will benefit from cost savings actions taken in 2024 and 2025, although one-time costs will likely remain elevated. NIQ's 2026 cost savings program focuses on tech and AI. Together with the remaining costs tied to its previous program, this program will likely keep one-time costs at around $100 million in 2026. About $80 million of this was recognized in the first half of 2026. "We believe NIQ will continue to prioritize leverage reduction. We expect the company will focus on debt repayment over acquisitions and shareholder dividends, such that it reduces leverage below 6x on an S&P Global Ratings-adjusted basis by the end of 2026. "Over the long term, we expect NIQ will operate with a net leverage target below 3x, per its stated financial policy, allowing for modest cash distributions to shareholders and small tuck-in acquisitions. Our adjusted measures include capitalized software development costs in EBITDA, and we do not net cash, which effectively adds about 2x of leverage to our calculation this year. We expect the disparity between our leverage calculation and NIQ's calculation to narrow over time as the company allocates more cash toward debt repayment and one-time transformation costs decrease. "Additionally, we expect private equity sponsors Advent International and KKR & Co. will gradually reduce their ownership stakes from around 65% currently, with an eventual exit planned in the next couple of years. Should private equity owners relinquish effective control by reducing their collective stake below 40%, NIQ may become eligible for a ratings upgrade because we would then net cash in our calculation of its debt." NIQ's competitive position is strong globally, and its relationships provide barriers to entry. NIQ's geographic scale and range of services, coupled with the success of its Discover platform, are key competitive advantages. It also benefits from established long-term relationships within the consumer intelligence industry, with multiyear contracts that provide good revenue predictability for at least two-thirds of its total revenue at the beginning of each year. In addition, the industry has significant barriers to entry, given capital intensity and required lead time to collect data, which somewhat protects NIQ's market share. The stable outlook reflects S&P's expectation that NIQ will continue to prioritize leverage reduction and sustainably generate FOCF to debt of at least 5%. Cash generation will be supported by continuing organic growth, reduced interest expense, and operating efficiency. S&P could lower our rating on NIQ if it expects the company will be unable to sustain FOCF to debt of at least 5%. This could occur if: -- The company faces additional restructuring expenses, and the realization of cost synergies is slower than expected, resulting in margin degradation; or -- Organic growth slows, resulting in weaker FOCF generation than S&P expects. S&P could raise the rating on NIQ if: -- FOCF to debt improves toward 10% on a sustained basis and the company reduces S&P Global Ratings-adjusted gross leverage below 5x; or -- Private equity ownership declines below 40%, prompting S&P to adjust its debt calculation to net cash. ========= S P A I N ========= CIRSA FINANCE: Moody's Rates New EUR500MM Sr. Secured Notes 'Ba3' ----------------------------------------------------------------- Moody's Ratings assigned a Ba3 instrument rating to the new proposed EUR500 million backed senior secured notes due 2032 to be issued by Cirsa Finance International S.a r.l. Cirsa Finance International S.a r.l. is a subsidiary and the debt issuing entity of Cirsa Enterprises, S.A. (Cirsa or the company). Cirsa's Ba3 corporate family rating and Ba3-PD probability of default rating are unaffected. The Ba3 ratings on the existing backed senior secured notes issued by Cirsa Finance International S.a r.l. are also unaffected. The outlook on all entities is unaffected at stable. The proposed new notes will be used to refinance the existing EUR375 million backed senior secured notes due 2028, to pay transaction costs, and to add cash to the balance sheet for general corporate purposes. RATINGS RATIONALE Cirsa's Ba3 ratings are supported by the improvement in financial metrics achieved and the more conservative financial policy adhered to since completing an IPO in July 2025. Its Moody's-adjusted leverage decreased to 3.1x in 2025 (from 4.1x pre-IPO) and is likely to decline further towards 2.5x over the next 12-18 months. Interest coverage is also set to strengthen significantly, with EBIT/interest projected to increase to around 4.0x from 1.8x. Cirsa's credit profile is also supported by the group's leading positions in the gaming markets in Spain and Latin America, and its geographic and business segment diversification. Cirsa's rating is constrained by the significant exposure to emerging markets (around 40% of EBITDA), foreign-exchange risk, reliance on cash repatriation from Latin America, a still-developing online business and ongoing regulatory risks inherent to the gambling sector. Although it is not included in Moody's leverage calculation Moody's notes that the PIK financing which sits outside the restricted group weighs on the rating. If the PIK was included in Moody's leverage calculation it would add nearly 1.0x 2025 EBITDA. LIQUIDITY Cirsa's liquidity is good, supported by EUR313 million of cash as of December 31, 2025 and a EUR350 million revolving credit facility (RCF) maturing in March 2031, of which EUR26 million was drawn as of the same date. Moody's expects that the majority of the RCF will remain undrawn in the next 12-18 months. The company's liquidity is also supported by Moody's expectations of strong Moody's-adjusted FCF of around EUR100 million per year in 2026 and 2027, after annual dividends of at least EUR175 million, but excluding the group's business acquisition-related cash outflows. The RCF documentation contains a springing financial covenant based on senior secured net leverage set at 7.52x, tested on a quarterly basis when the RCF is drawn by more than 40%. A breach only triggers a drawstop and not an event of default. Moody's expects Cirsa to maintain a good buffer under this covenant. Following the completion of the proposed new bond issuance Cirsa's next significant debt maturity within the senior secured notes' restricted group is in March 2029, when its EUR450 million backed senior secured notes mature. STRUCTURAL CONSIDERATIONS Cirsa's Ba3-PD probability of default rating is in line with the corporate family rating, reflecting Moody's assumptions of a 50% recovery rate, as is customary for capital structures that include notes and bank debt. The senior secured notes are rated Ba3, in line with the CFR, given they represent most of the company's financial debt. There is also an amount of bank debt at the operating company level, as well as a super senior RCF, which ranks ahead of the senior secured notes, given the relatively low guarantor coverage in the range of 43%-46%. The RCF has priority over the proceeds under the Intercreditor Agreement. However, the RCF is not substantial enough to drive notching on the ratings of the senior secured notes. RATING OUTLOOK The stable outlook reflects Moody's expectations that Cirsa will continue to record steady revenue and EBITDA growth, which will drive an improvement in credit metrics, including continued reduction in leverage. In addition, Moody's expects its cash flow to remain strong even after accounting for dividend payments. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Upward pressure on the ratings could develop if the company continues to report strong and stable revenue growth and sustainable EBITDA margins driven by a growing online segment, combined with growth in land-based activities, such that its Moody's-adjusted gross leverage reduces sustainably below 2.5x; its Moody's-adjusted FCF remains strong and the company maintains good liquidity. An upgrade would also require that the company continue to build a good track record of adhering to its new financial policy. Negative rating pressures on Cirsa's ratings could develop if the company's operating and financial performance weaken; or in case of regulatory or fiscal evolutions with the potential to materially impact the group's revenue or profitability; if its Moody's-adjusted gross leverage increases above 3.5x; its Moody's-adjusted FCF or its liquidity deteriorates. PRINCIPAL METHODOLOGY The principal methodology used in this rating was Gaming published in September 2025. PROFILE Cirsa was founded in 1978 following the liberalisation of the Spanish private gaming market. Headquartered in Terrassa, Spain, Cirsa is an international gaming operator. The company is present in nine countries where it has market-leading positions: Spain and Italy in Europe; Panama, Colombia, Mexico, Peru, Costa Rica and the Dominican Republic in Latin America; and Morocco in Africa. Cirsa operates casinos, slot machines, bingo halls and betting locations, and also offers online gaming and betting services. In 2025, the company reported net revenue of around EUR2.3 billion and company-adjusted EBITDA of EUR747 million. CIRSA FINANCE: S&P Rates EUR500MM Senior Secured Notes 'BB-' ------------------------------------------------------------ S&P Global Ratings assigned its 'BB-' issue rating and '3' recovery rating (65% recovery prospects) to the proposed EUR500 million senior secured notes to be issued by Cirsa Finance International S.a.r.l., a finance subsidiary of international gaming operator Cirsa Enterprises S.A. (Cirsa; BB-/Stable/--). The proposed issuance, due in 2032, will be used to repay the outstanding EUR382 million of senior secured notes due in 2028, including associated call costs, and fund about EUR13 million of transaction-related costs. The transaction provides the group with about EUR105 million of additional cash on the balance sheet to finance operations, acquisitions, and capital expenditure. S&P said, "Pro forma the proposed debt issuance, we calculate S&P Global Ratings-adjusted gross debt to EBITDA will remain at about 4.0x in 2026, similar to that in 2025, and slightly higher than our previous expectation of deleveraging below 4.0x at year end. Nevertheless, such leverage remains consistent with our 'BB-' issuer credit rating on Cirsa." Issue Ratings -- Recovery Analysis Key analytical factors -- The proposed EUR500 million senior secured notes are rated 'BB-'. The recovery of '3' indicates S&P's expectation of meaningful recovery (50%-70%; rounded estimate: 65%) in a default scenario. -- Cirsa's outstanding senior secured notes are rated 'BB-', in line with the issuer credit rating, and the recovery rating is unchanged at '3'. This debt includes Cirsa's EUR450 million fixed-rate notes due in 2029, its EUR575 million fixed-rate notes due in 2031, and its EUR500 million fixed-rate notes and EUR425 million floating-rate notes, both due in 2032. -- The parent company, LHMC Finco 2,'s EUR730 million payment-in-kind (PIK) toggle subordinated notes due 2030 are rated 'B'. The recovery rating is '6', indicating S&P's expectation of negligible recovery (0%-10%; rounded estimate: 0%) in a default scenario. This is because the PIK instrument does not benefit from the same security package as, and is structurally subordinated to, the senior notes. -- In S&P's hypothetical default scenario, it assumes unfavorable regulatory changes and worsening economic conditions in Latin America and Europe. -- S&P values Cirsa as a going concern, given its leading positions in its key markets and ability to renew its gaming licenses. -- For S&P's recovery analysis, it considers the EUR275 million RCF to be ranking ahead of the other secured debt, although S&P does not rate it. Simulated default assumptions -- Year of default: 2030 -- Jurisdiction: Spain Simplified waterfall -- Emergence EBITDA: EUR290 million -- EBITDA multiple: 6.0x -- Net enterprise value after administrative costs (5%): EUR1.65 billion -- Estimated priority claims: EUR71 million -- Value available to priority claims: EUR1.58 billion -- Estimated first-lien senior secured claims (RCF): EUR243 million -- Value available to second-lien senior secured claims: EUR1.34 billion -- Estimated second-lien senior secured notes claims: EUR2.00 billion --Recovery range: 50%-70% (rounded estimate 65%) --Recovery rating: 3 -- Estimated LHMC Finco 2 S.a.r.l. subordinated PIK notes claims: EUR762 million -- Recovery rating: 6 -- Recovery expectations: 0%-10% (rounded estimate: 0%) All debt amounts include six months of prepetition interest and includes the RCF, which is assumed to be 85% drawn at default. GRUPO EMBOTELLADOR: S&P Withdraws 'BB' LT Issuer Credit Rating -------------------------------------------------------------- S&P Global Ratings withdrew its 'BB' long-term issuer credit rating on Grupo Embotellador Atic S.A. at the issuer's request. The outlook was stable at the time of the withdrawal. =========== S W E D E N =========== INTRUM INVESTMENTS: Moody's Rates New EUR525MM Secured Notes 'B2' ----------------------------------------------------------------- Moody's Ratings assigned a B2 rating to Intrum Investments and Financing AB's (Intrum Investments and Financing) proposed issuance of EUR525 million 1.5 lien backed senior secured notes (1.5 lien notes) due 2031. The outlook on Intrum Investments and Financing remains stable. RATINGS RATIONALE The rating action follows the announcement of a refinancing transaction by Intrum AB (publ) (Intrum). Intrum will use the net proceeds from the proposed issuance to fully repay the existing EUR511 million and SEK173 million 1.5 lien new money bonds due in September 2027. The B2 rating of Intrum Investments and Financing's 1.5 lien notes reflects Intrum's B3 corporate family rating (CFR), as well as a one-notch uplift due to the subordination of the outstanding backed second lien senior secured notes (2.0 lien notes). The transaction is credit positive, because it improves Intrum's debt maturities coverage without changing the aggregate outstanding debt. OUTLOOK The stable outlook on Intrum Investments and Financing reflects Moody's expectations that Intrum's operating performance will see only gradual improvement over the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The rating on the 1.5 lien notes of Intrum Investments and Financing could be upgraded if the company's operating performance shows sustained improvements, as evidenced by stable earnings and cash flow and further improvement in interest coverage and leverage, or if the company makes further progress in improving the sustainability of its financing structure. Further improvements in leverage resulting from the redemption of the 2.0 lien notes would reduce the volume of subordinated debt and are hence unlikely to lead to an upgrade of the 1.5 lien notes above the level of Intrum's CFR. The rating on the 1.5 lien notes of Intrum Investments and Financing could be downgraded if the company's operational performance materially weakens and the firm's earnings, cash flow, interest coverage and leverage deteriorate, or if it is unable to redeem or refinance debts well in advance of their maturity. The 1.5 lien notes could also be downgraded if there is a substantial reduction in the volume of the 2.0 lien notes without a concurrent improvement in the company's CFR. PRINCIPAL METHODOLOGY The principal methodology used in this rating was Finance Companies published in July 2024. INTRUM INVESTMENTS: S&P Rates New 1.5 Lien Sr. Secured Notes 'B+' ----------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue rating to the proposed senior secured issuance from Intrum Investments and Financing AB. The EUR525 million issuance, maturing in 2031, will be used to refinance the existing 1.5 lien notes issued by the group in 2025 after its restructuring. Like the notes they are replacing, these will be fully guaranteed by Intrum AB (publ) (Intrum) and key operating subsidiaries, ranking above the rest of the company's senior secured notes but below its revolving credit facility. This status gives the notes significant collateral value available to repay these liabilities in the event of default, and S&P's recovery rating on the notes is '1'. Based on its 'B-' long-term issuer credit rating on Intrum and its very high recovery prospects S&P assigned its 'B+' rating to the notes. This issuance is the most recent in a broad suite of measures by Intrum to improve its capital structure. S&P said, "This includes its material equity raise, which closed on July 1, 2026, which significantly reduces our prospective view of indebtedness. Actions like the refinancing and maturity extension, and material reduction in gross debt are already captured in our base-case forecast. As such, the proposed issuance has no impact on our ratings on Intrum or on the positive outlook. The positive outlook reflects our view that Intrum's stabilizing financial performance, strategic delivery, and debt reduction agenda could potentially be commensurate with a higher rating within the next 12 months." =========================== U N I T E D K I N G D O M =========================== 40 STATION ROAD: Begbies Traynor Appointed as Administrators ------------------------------------------------------------ 40 Station Road Ltd was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency & Companies List (ChD), Court Number CR-2026-004889. Andrew Little and Gillian Margaret Sayburn of BTG Begbies Traynor (Central) LLP were appointed as Joint Administrators on June 22, 2026. The company engaged in the buying and selling of its own real estate. The company's registered office is Ground Floor, Portland House, 54 New Bridge Street West, Newcastle upon Tyne, NE1 8AP. The company's principal trading address is c/o 09062872 – Companies House Default Address, PO Box 4385, Cardiff, CF14 8LH. The Joint Administrators can be contacted at: Andrew Little Gillian Margaret Sayburn BTG Begbies Traynor (Central) LLP Ground Floor, Portland House 54 New Bridge Street West Newcastle upon Tyne NE1 8AP Further details: Rheanne Chalmers Email: rheanne.chalmers@btguk.com Tel: 0191-269-9820 BUSINESS RATES: Moorfields Appointed as Administrators ------------------------------------------------------ Business Rates Hub Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), Case Number CR-004792 of 2026. Mark Delaney and Michael Solomons of Moorfields were appointed as Joint Administrators on June 19, 2026. Business Rates operated primarily as a business support service and tax consultancy. The company's registered office is The Exchange, 5 Bank Street, Bury, Greater Manchester, BL9 0DN. The principal trading address is Epsilon House, Alpha Gate Drive, Manchester, M34 3SH. The Joint Administrators can be contacted at: Mark Delaney Moorfields 6 South Preston Office Village Bamber Bridge Preston PR5 6BL -- and -- Michael Solomons Moorfields 82 St John Street London EC1M 4JN Further details: Kerenjni Ravi Moorfields Email: kerenjni.ravi@moorfieldscr.com Tel: 0161 515 4471 Address: 6 South Preston Office Village Bamber Bridge Preston PR5 6BL CARDIFF AUTO 2024-1: Fitch Affirms 'B+sf' Rating on Class F Notes ----------------------------------------------------------------- Fitch Ratings has upgraded Cardiff Auto Receivables Securitisation 2024-1 plc's class C, D and E notes and affirmed the others. Entity/Debt Rating Prior ----------- ------ ----- Cardiff Auto Receivables Securitisation 2024-1 plc A XS2866378255 LT AAAsf Affirmed AAAsf B XS2866378339 LT AAAsf Affirmed AAAsf C XS2866378412 LT AAAsf Upgrade AA-sf D XS2866378503 LT AA-sf Upgrade A-sf E XS2866378685 LT BBBsf Upgrade BB+sf F XS2866378768 LT B+sf Affirmed B+sf Transaction Summary The transaction is a static securitisation of auto loan receivables originated by Black Horse Limited to residents in England or Wales. Black Horse is a wholly-owned subsidiary of Lloyds Bank plc (AA/Stable/F1+). KEY RATING DRIVERS Increasing Credit Enhancement: The transaction has been static since closing, with the notes amortising sequentially. This has resulted in increasing credit enhancement for all the rated notes, which is more pronounced at the senior level. This deleveraging drove the upgrades of the class C, D and E notes. Exposure to Car Price Decline: The transaction is exposed to residual value (RV) and voluntary termination (VT) risks. The RV share is at 87.4% of the total pool. Fitch applied rating-case stresses to used car prices, resulting in an aggregate 'AAAsf' RV and a VT loss of 25.2%. This incorporates its view that contracts originated at the peak of the used-car market in the UK are now exposed to a correction in prices. Historical Default Performance: Fitch assumed a 1.5% base-case default rate and a 50% base-case recovery rate on the pool at closing, based on observed historical performance and the asset performance outlook in the UK. Defaults have been slightly higher than expected since transaction closing, marginally tracking above the expected point-in-time base case. Fitch has observed higher defaults within the 2023 vintage across UK auto transactions, which make up 64.3% of the outstanding pool; The current cumulative default rate was 1.2% as of the 26 May 2026 interest payment date. Liquidity Reserve Mitigates Payment Interruption: The originator, Black Horse, acts as servicer in the transaction. A replacement servicer will be appointed if the servicer fails to fulfil payment obligations to the issuer or files for insolvency. A liquidity reserve has been available since closing to cover liquidity gaps resulting from servicing discontinuity or other payment interruptions. The reserve is split into six sub-ledgers, and each rated notes' interest is covered by the dedicated sub-leger. Servicing Continuity Risk Mitigated: No back-up servicer was appointed at closing, but Fitch considers that servicer continuity risk is reduced by the standard nature of the assets, the availability of replacement servicers in the market and the necessity to appoint of a back-up servicer should Lloyds Bank plc (parent of the servicer) be downgraded below 'BBB-'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The ratings may be adversely affected by unforeseen economic downturns, resulting in a marked escalation in default rates. Furthermore, a pronounced shrinkage of the used-car market than currently anticipated may affect both secured recoveries, which are the main source of cash flow after borrower defaults, and vehicle sale proceeds Expected impact on the notes' ratings of increased defaults (class A/B/C/D/E/F) Increase defaults by 10%: 'AAAsf'/'AAAsf'/'AAAsf'/'AA-sf'/'BBBsf'/'B+sf' Increase defaults by 25%: : 'AAAsf'/'AAAsf'/'AAAsf'/'AA-sf'/'BBBsf'/'B+sf' Increase defaults by 50%: 'AAAsf'/'AAAsf'/'AAAsf'/'A+sf'/'BBB-sf'/'B+sf' Expected impact on the notes' ratings of decreased recoveries (class A/B/C/D/E/F) Reduce recoveries by 10%: 'AAAsf'/'AAAsf'/'AAAsf'/'AA-sf'/'BBBsf'/'B+sf' Reduce recoveries by 25%: 'AAAsf'/'AAAsf'/'AAAsf'/'AA-sf'/'BBBsf'/'B+sf' Reduce recoveries by 50%: 'AAAsf'/'AAAsf'/'AAAsf'/'AA-sf'/'BBBsf'/'B+sf' Expected impact on the notes' ratings of increased defaults and decreased recoveries (class A/B/C/D/E/F) Increase defaults by 10%, reduce recoveries by 10%: 'AAAsf'/'AAAsf'/'AAAsf'/'AA-sf'/'BBBsf'/'B+sf' Increase defaults by 25%, reduce recoveries by 25%: 'AAAsf'/'AAAsf'/'AAAsf'/'A+sf'/'BBB-sf'/'B+sf' Increase defaults by 50%, reduce recoveries by 50%: 'AAAsf'/'AAAsf'/'AAAsf'/'A+sf'/'BBB-sf'/'B+sf' Expected impact on the notes' ratings of decreased net sale proceeds (class A/B/C/D/E/F) Reduce net sale proceeds by 10%: 'AAAsf'/'AAAsf'/'AAAsf'/'A+sf'/'BB+sf'/'Bsf' Reduce net sale proceeds by 25%: 'AAAsf'/'AAAsf'/'AA+sf'/'A-sf'/'BBsf'/'CCCsf' Reduce net sale proceeds by 50%: 'AAAsf'/'AAAsf'/'Asf'/'BBB-sf'/'B+sf'/'NRsf' Expected impact on the notes' ratings of increased defaults and decreased recoveries and net sale proceeds (class A/B/C/D/E/F) Increase defaults and decrease recoveries and net sale proceeds each by 10%: 'AAAsf'/'AAAsf'/'AAAsf'/'Asf'/'BB+sf'/'Bsf' Increase defaults and decrease recoveries and net sale proceeds each by 25%: 'AAAsf'/'AAAsf'/'AAsf'/'BBB+sf'/'BBsf'/'CCCsf' Increase defaults and decrease recoveries and net sale proceeds each by 50%: 'AAAsf'/'AAAsf'/'A-sf'/'BB+sf'/'B+sf'/'NRsf' Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade The class A, B and C notes' 'AAAsf' ratings are the highest level on Fitch's scale and cannot be upgraded. The ratings may be positively affected by stable economic environment resulting in improving default rates and robust second-hand car market prices. Expected impact on the notes' ratings of decreased defaults and increased recoveries (class A/B/C/D/E/F) Decrease defaults by 10% and increase recoveries by 10%:'AAAsf'/'AAAsf'/'AAAsf' /'AA-sf'/BBBsf'/'BB-sf' Expected impact on the notes' ratings of increased net sale proceeds (class A/B/C/D/E/F) Increase net sale proceeds by 10%: 'AAAsf'/'AAAsf'/'AAAsf' /'AA+sf'/'A-sf'/'BBsf' Expected impact on the notes' ratings of decreased defaults and increased recoveries and net sale proceeds (class A/B/C/D/E/F) Decrease defaults by 10%, increase recoveries and net sale proceeds by 10%: 'AAAsf'/'AAAsf'/'AAAsf' /'AA+sf'/'A-sf'/'BBsf' CRITERIA VARIATION Fitch has deviated from its Structured Finance and Covered Bonds Counterparty Rating Criteria analysing payment interruption risk. The expected liquidity coverage below three months for the class B to F notes and the lack of other expected mitigants are not fully aligned with the criteria provisions for ratings above the 'Asf' category. Nonetheless, Fitch does not view this deviation to be material, considering the short weighted average life of the junior notes once they become most senior and the non-amortising nature of each reserve sub-ledger. As a result, the period during which the notes are most senior or have coverage below the typical three months, is limited. For example, under a base case scenario Fitch expects the class B notes to pay down within three months once it becomes more senior. A number of other factors including the standard nature of the assets, the availability of potential replacement servicers in the UK auto market, and the need to appoint a back-up servicer upon the loss of the 'BBB-' rating on Lloyds Bank plc, further reduce the risk of a long payment interruption. In Fitch's view, payment interruption risk is therefore sufficiently reduced for all rated notes. The variation has a four-notch rating impact on the class Band C notes, a one-notch impact on the class D notes, and no impact of any other notes at their current 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 Cardiff Auto Receivables Securitisation 2024-1 plc Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. Prior to the transaction closing, Fitch reviewed the results of a third party assessment conducted on the asset portfolio information and concluded that there were no findings that affected the rating analysis. Prior to the transaction closing, Fitch conducted a review of a small targeted sample of the originator's origination files and found the information contained in the reviewed files to be adequately consistent with the originator's policies and practices and the other information provided to the agency about the asset portfolio. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. FENCHURCH SPV 2: Moorfields Appointed as Administrators ------------------------------------------------------- Fenchurch SPV 2 Limited was placed into administration in the High Court of Justice, Case Number CR-004798 of 2026. Andrew Pear and Michael Solomons of Moorfields were appointed as Joint Administrators on June 19, 2026. The company engaged in litigation funding. The company's registered office and principal trading address is Linen Hall, 162–168 Regent Street, London, W1B 5TG. The Joint Administrators can be contacted at: Andrew Pear Michael Solomons Moorfields 82 St John Street London EC1M 4JN Further details: Paige Friend Email: paige.friend@moorfieldscr.com Tel: 020 7186 1140 FENCHURCH SPV 5: Begbies Traynor Appointed as Administrators ------------------------------------------------------------ Fenchurch SPV 5 Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Court Number CR-2026-005056. Andrew Hosking and Andrew Andronikou of BTG Begbies Traynor (London) LLP were appointed as Joint Administrators on June 26, 2026. The company engaged in financial intermediation. The company's registered office is Room 343, Linen Hall, 162–168 Regent Street, London, W1B 5TB. The Joint Administrators can be contacted at: Andrew Hosking Andrew Andronikou BTG Begbies Traynor (London) LLP Level 33, One Canada Square London E14 5AB Further details: Vida Urbutiene Email: vida.urbutiene@btguk.com Tel: 020-7516-1500 FOREST HILL: FRP Advisory Appointed as Administrators ----------------------------------------------------- Forest Hill Golf Club Ltd was placed into administration in the High Court of Justice, Court Number CR-2026-000681. Simon Peter Carvill-Biggs and John Anthony Lowe of FRP Advisory Trading Limited were appointed as Joint Administrators on June 26, 2026. The company engaged in activities of sport clubs. The company's registered office at 72 Wembley Park Drive, Wembley, HA9 8HB is to be changed to c/o FRP Advisory Trading Limited, 2nd Floor, Churchill House, 26–30 Upper Marlborough Road, St Albans, AL1 3UU. The company's principal trading address is Markfield Lane, Botcheston, Leicestershire, LE9 9FH. The Joint Administrators can be contacted at: Simon Peter Carvill-Biggs John Anthony Lowe FRP Advisory Trading Limited 2nd Floor, Churchill House 26–30 Upper Marlborough Road St Albans AL1 3UU Further details: Alternative contact: Oliver Mulvaney Email: cp.stalbans@frpadvisory.com The Joint Administrators Tel: 01727 811111 FYLDE FUNDING 2024-1: S&P Affirms 'B(sf)' Rating on F-Dfrd Notes ---------------------------------------------------------------- S&P Global Ratings raised and removed from CreditWatch positive its credit ratings on Fylde Funding 2024-1 PLC's class B notes to 'AA+ (sf)' from 'AA (sf)', C-Dfrd notes to 'AA (sf)' from 'A (sf)', D-Dfrd notes to 'A (sf)' from 'BBB (sf)', and E-Dfrd notes to 'BB+ (sf)' from 'BB (sf)'. At the same time, S&P affirmed its 'AAA (sf)' rating on the class A notes, and removed from CreditWatch positive and affirmed its 'B (sf)' rating on the class F-Dfrd notes. S&P said, "The rating actions follow our May 5, 2026, placement of our ratings on the class B to F-Dfrd notes on CreditWatch positive due to the implementation of updates to our U.K. sector and industry variables under our global RMBS criteria. They also reflect our full analysis of the most recent transaction information and the transaction's current structural features. "The performance of the loans in the collateral pool has deteriorated since our previous review. Based on our calculation methodology, total arrears increased to 5.62% in March 2026, of which 2.98% is in 90+ days arrears. Cumulative losses remain low at 0.24%. Credit enhancement has increased significantly for all classes of notes since closing. "After applying our updated sector and industry variables, the overall effect in our credit analysis resulted in a decrease in the weighted-average foreclosure frequency (WAFF) at higher rating levels. This decline was due to lower anchor default probabilities, a lower loan-to-value adjustment, lower income adjustment, lower payment shock adjustment, and lower second-lien adjustment. The WAFF has increased at the 'BB' and 'B' rating levels due to an increase in 90+ days arrears. "Our weighted-average loss severities (WALS) have decreased at all rating levels, primarily driven by our lower overvaluation assessment for London and the South East." Table 1 Credit analysis results Rating level WAFF (%) WALS (%) Credit coverage (%) AAA 21.64 85.76 18.56 AA 15.57 81.91 12.75 A 12.42 72.84 9.05 BBB 9.43 65.55 6.18 BB 6.29 59.18 3.72 B 5.54 52.33 2.90 WAFF--Weighted-average foreclosure frequency. WALS--Weighted-average loss severity. The liquidity reserve is at its target level of GBP1,300,425. The transaction's sequential priority of payments and the notes' amortization have increased the available credit enhancement for the class A to F-Dfrd notes, with the pool factor falling to 57.90%. S&P said, "We affirmed our ratings on the class A notes and removed from CreditWatch positive and affirmed our rating on the class F-Dfrd notes because our credit and cash flow results indicate their available credit enhancement remains commensurate with the assigned ratings. "Under our credit and cash flow analysis, the available credit enhancement for the class B to E-Dfrd notes is commensurate with higher ratings, and these notes passed cash flow stresses at higher rating levels than those assigned. We limited our upgrades of these classes of notes and removed the ratings from CreditWatch positive, considering the deferrable nature of the notes, their available credit enhancement, sensitivity to high prepayments, and their relative levels of subordination. "Counterparty risk does not constrain the ratings as we consider the transaction to be in line with our counterparty criteria." This transaction is originated by Tandem Home Loans Ltd. (a related arm of Tandem Bank Ltd.) that securitizes a portfolio of second-lien mortgage loans secured over properties in the U.K. ISOSCELES DM 123: Interpath Advisory Appointed as Administrators ---------------------------------------------------------------- Isosceles DM 123 Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), Case Number CR-2026-005096. Richard John Harrison and William James Wright of Interpath Advisory were appointed as Joint Administrators on June 29, 2026. The previous names of the Company were Six Degrees Holdings Limited, Six Degrees Technology Group Limited, and Hamsard 3236 Limited. It engaged in telecommunications activities. The Company's registered office is c/o Interpath Ltd, 10th Floor, One Marsden Street, Manchester, M2 1HW. The Company's principal trading address is Commodity Quay, St Katharine Docks, London, E1W 1AZ. The Joint Administrators can be contacted at: Richard John Harrison William James Wright Interpath Advisory Interpath Ltd 10th Floor, One Marsden Street Manchester M2 1HW Further details: Christian Crawford Tel: 0161 529 8836 Email: idm@interpath.com IVC ACQUISITION: Moody's Affirms 'B3' CFR, Outlook Remains Stable ----------------------------------------------------------------- Moody's Ratings has affirmed IVC Acquisition Midco Ltd's (IVCE, or 'the company') B3 long-term corporate family rating and B3-PD probability of default rating. Moody's have concurrently affirmed the B3 ratings on the EUR and GBP denominated backed senior secured first lien term loan B tranches (TLB) and GBP denominated backed senior secured first lien revolving credit facility (RCF), all due in 2031 and borrowed by IVC Acquisition Ltd. Moody's also affirmed the B3 rating on the USD denominated backed senior secured first lien TLB due in 2031 and borrowed by VetStrategy Canada Holdings Inc and co-borrowed by IVCE US LLC. The outlook on all entities remains stable. The B3 ratings on the existing senior secured bank credit facilities due 2028 borrowed by IVC Acquisition Ltd and VetStrategy Canada Holdings Inc remain unchanged and will be withdrawn upon completion of the amend and extend transaction launched on June 15. The rating action balances IVCE's weakened credit metrics and the challenging operating environment against its adequate liquidity and extended maturity profile, which provide additional time for the company to stabilise operations and improve its credit metrics. A comprehensive review of all credit ratings for the respective issuer(s) has been conducted during a rating committee. RATINGS RATIONALE As of March 2026, IVCE's operating performance and credit metrics have continued to weaken, reflecting soft market demand and ongoing challenges in turning around its Canadian operations. Combined with management's downward revision of margin guidance and continued high levels of exceptional costs, Moody's expects Moody's-adjusted leverage to rise to around 8.0x in fiscal 2026 (September year end), while EBITA-to-interest coverage is likely to remain modest at approximately 1.0x. Over the next 12–18 months, Moody's forecasts organic revenue growth in the low single digits, supported by regional initiatives and the continued rollout of the "More Complete Care" programme, which is driving early signs of volume recovery. Combined with Moody's expectations of modest margin improvements and a gradual reduction in exceptional costs, this should support a deleveraging towards 7.5x by fiscal 2027 and a return to breakeven free cash flow. That said, the pace of recovery of earnings remains fragile and could be constrained by the evolving regulatory landscape across several key markets — including the impact of the CMA remedies — as well as subdued consumer sentiment. The turnaround of IVCE's Canadian operations also remains uncertain. IVCE's B3 rating continues to be supported by its strong market position as the largest veterinary services provider in Europe, as well as favourable long term industry fundamentals, including low demand elasticity and historically resilient pricing in veterinary services. The rating also continues to be constrained by its acquisitive growth strategy, high interest burden and inflationary pressures on materials and labour costs. LIQUIDITY The company's liquidity is adequate. Pro forma for the recent amend and extend transaction, the company is expected to have around GBP173 million of cash on balance sheet and approximately GBP516 million of availability under its new GBP649 million senior secured RCF. The senior facility agreement includes a springing covenant set at maximum net leverage of 8.7x which is tested quarterly when the RCF drawings exceed 40% of the RCF commitments. Following the closing of the A&E transaction, the company will have no major debt maturities until 2031 STRUCTURAL CONSIDERATIONS The B3 ratings on the backed senior secured first lien TLB tranches and backed senior secured RCF are in line with the CFR. This reflects their pari passu ranking with each other as well as with the privately placed TLBs, which together represent most of the company's financial debt. All facilities are guaranteed by the company's subsidiaries and benefit from a guarantor coverage of 80% of the group's consolidated EBITDA. The security package includes a pledge over shares, bank accounts and intercompany receivables, together with a floating charge where possible. IVCE's B3-PD probability of default rating reflects the use of an expected family recovery rate of 50%, as is consistent with first lien covenant-lite loan structures. The maturities of the existing shareholder loans have been extended to 2032 from 2030 and therefore continue to meet Moody's criteria for full equity treatment as per Moody's Hybrid Equity Credit methodology. OUTLOOK The stable outlook reflects Moody's expectations that IVCE's operating performance will improve, driving Moody's-adjusted leverage towards 7.5x in fiscal 2027 and Moody's adjusted FCF to at least breakeven. The stable outlook also assumes that IVCE will maintain adequate liquidity, supported by substantial cash balances and availability under its revolving credit facility. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company records solid like-for-like revenue and EBITDA growth along with a successful track record of acquisitions' integration and synergy realisation; Moody's-adjusted debt/EBITDA approaches 6.5x sustainably; Moody's-adjusted FCF/debt sustained toward 5%; and Moody's adjusted EBITA/ interest increases towards 1.5x. The ratings could be downgraded if organic revenue and EBITDA growth does not improve; Moody's adjusted debt/EBITDA does not reduce from current elevated levels; Moody's adjusted EBITA/interest expense reduces to below 1.0x; and FCF remains negative or liquidity weakens. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Business and Consumer Services published in February 2026. COMPANY PROFILE IVC-Evidensia, based near Bristol, England, is a leading veterinary service group with around 2,700 sites in 20 countries spanning most of Western and Northern Europe and Canada. For the twelve months ending March 31, 2026, the company generated GBP3.5 billion of revenue and GBP707 million of company adjusted EBITDA. Financial investor EQT has ultimate control over the company. It also has Nestle S.A., Silver Lake and Berkshire Partners, as well as other institutional investors as significant minority investors. LH REALISATIONS: Mackenzie Goldberg Appointed as Administrator -------------------------------------------------------------- LH Realisations Ltd was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency & Companies List (ChD), Court Number CR-2026-004374. Michael Gillard of Mackenzie Goldberg Johnson Limited was appointed as Administrator on June 22, 2026. The company engaged in residential care activities. The company's registered office and principal trading address is Marsland House, Marsland Road, Sale, Cheshire, M33 3AQ. The Administrator can be contacted at: Michael Gillard Mackenzie Goldberg Johnson Limited Scope House Weston Road Crewe CW1 6DD Further details: Rachel Hardy Tel: 01270 212 700 Email: info@mgjl.co.uk LONDON PENTHOUSE: Begbies Traynor Appointed as Administrators ------------------------------------------------------------- London Penthouse (Brewster Gardens W10) Limited was placed into administration in the Business and Property Courts of England and Wales, Insolvency & Companies List (ChD), Court Number CR-2026-004156. Paul Cooper of BTG Begbies Traynor (London) LLP, together with David Hudson and Simon Baggs of FRP Advisory Trading Limited, were appointed as Joint Administrators on May 27, 2026. The company operated in the buying and selling of its own real estate and the letting and operating of its own or leased real estate. The company's registered office is 134 Buckingham Palace Road, London, SW1W 9SA. The Joint Administrators can be contacted at: Paul Cooper BTG Begbies Traynor (London) LLP Level 33, One Canada Square London E14 5AB David Hudson Simon Baggs FRP Advisory Trading Limited 110 Cannon Street London EC4N 6EU Further details: BTG Begbies Traynor (Central) LLP Email: MFS-Manchester@btguk.com Tel: 0161 837 1700 LUNE VALLEY: Leonard Curtis Appointed as Administrators ------------------------------------------------------- Lune Valley Properties Ltd was placed into administration in the High Court of Justice, Business and Property Courts in Manchester, Insolvency & Companies List (ChD), Court Number CR-2026-0969. Megan Singleton and Mark Colman of Leonard Curtis were appointed as Joint Administrators on June 26, 2026. The company operated as a property holding company. The company's registered office is Unit 5d Warton Road, Carnforth, LA5 9FG. The company's principal trading address is Unit 5d Warton Road, Carnforth, LA5 9FG. The Joint Administrators can be contacted at: Megan Singleton Mark Colman Leonard Curtis 20 Roundhouse Court South Rings Business Park Bamber Bridge Preston Lancashire PR5 6DA Further details: Alternative contact: Tom Young The Joint Administrators Email: creditors.preston@leonardcurtis.co.uk MANSARD MORTGAGES 2006-1: Fitch Lowers Rating on B2a Notes to B-sf ------------------------------------------------------------------ Fitch Ratings has upgraded three tranches of Mansard Mortgages 2007-2 PLC (MM07-2) and downgraded one tranche of Mansard Mortgages 2006-1 PLC (MM06-1). It has also revised the Outlook on one tranche of Mansard Mortgages 2007-1 PLC's (MM07-1) to Stable from Negative. Entity/Debt Rating Prior ----------- ------ ----- Mansard Mortgages 2006-1 PLC B1a 56418MAE9 LT AAAsf Affirmed AAAsf B2a 56418MAF6 LT B-sf Downgrade Bsf M1a 56418MAC3 LT AAAsf Affirmed AAAsf M2a 56418MAD1 LT AAAsf Affirmed AAAsf Mansard Mortgages 2007-1 PLC Class A2a US56418VAB53 LT AAAsf Affirmed AAAsf Class B1a US56418VAE92 LT A+sf Affirmed A+sf Class B2a US56418VAD10 LT B-sf Affirmed B-sf Class M1a US56418VAC37 LT AAAsf Affirmed AAAsf Class M2a US56418VAF67 LT AAAsf Affirmed AAAsf Mansard Mortgages 2007-2 PLC Class A1a 56418WAA5 LT AAAsf Affirmed AAAsf Class A2a 56418WAB3 LT AAAsf Affirmed AAAsf Class B1a 56418WAE7 LT AA+sf Upgrade AAsf Class B2a 56418WAF4 LT BBB+sf Upgrade BBB-sf Class M1a 56418WAC1 LT AAAsf Affirmed AAAsf Class M2a 56418WAD9 LT AAAsf Upgrade AA+sf Transaction Summary The transactions are backed by residential mortgages originated by Rooftop Mortgages, a non-conforming mortgage lender that is no longer active. KEY RATING DRIVERS Arrears Performance: One-month-plus arrears have improved, declining to 23%, 19.6%, and 18.8% for MM06-1, MM07-1, and MM07-2, respectively, from 25.4%, 25.2%, and 23.2% at the previous review. MM07-1 and MM07-2 are now performing better than the non-conforming sector average of 23.6%, while MM06-1 remains broadly in line. Arrears of more than three months also improved, decreasing to 18.1%, 12.6%, and 13.7% for MM06-1, MM07-1, and MM07-2, respectively, from 20.1%, 17.2%, and 16.6%. MM07-1 and MM07-2 compare favourably with the non-conforming sector average of 17.9%, while MM06-1 is broadly in line. Robust Credit Enhancement: Cash reserves remain non-amortising following breaches of irreversible triggers, supporting continued growth in credit enhancement (CE) for all notes over the remaining life of all three transactions. MM07-2 has a low pool balance as a share of the closing balance (pool factor) and Fitch expects it to switch to sequential amortisation in the near term once the switch-back trigger is breached when the pool factor hits 10%. MM06-1 is already paying sequentially following the breach of the 10% switch-back trigger. MM07-1, with a pool factor of 10.1%, has started paying sequentially following a breach of the principal deficiency ledger -related trigger and Fitch expects it to breach the irreversible 10% switch-back trigger shortly. Ratings Below MIRs: Certain notes of MM07-2 remain below their MIRs due to tail-risk sensitivity, default assumptions, and increasing borrower concentration as the pools amortise. About 20% of the portfolio is due to be redeemed in 2027, which could increase performance volatility and affect note paydown. However, the Positive Outlook on class B1a and B2a underline potential further upgrades if the transaction maintains its performance. MM07-1's class B1a notes remain at one notch below the MIR, reflecting performance volatility and higher fees, but Fitch has revised the Outlook to Stable, due to better-than-expected performance. Transaction Adjustment: The pools comprise owner-occupied (OO) and buy-to-let (BTL) loans. Fitch applied its non-conforming loan assumptions to the OO sub-pools with transaction adjustments to foreclosure frequency (FF) of 1.0x for OO assets and 1.5x adjustment for BTL assets in MM06-1 and MM07-1, unchanged from the previous reviews. The higher adjustment for the BTL sub-pool reflects the transaction's historical performance, where the portion of loans in arrears by more than three months has consistently underperformed Fitch's non-conforming index. MM07-2 has performed better than its peers and Fitch's UK non-conforming index of loans that are three months or more in arrears. In line with Fitch's Criteria, Fitch assigned a posit ive OO transaction adjustment of 0.75x and a BTL transaction adjustment to FF of 1.0x, unchanged from the previous review. BTL Recovery Rate Cap: The transactions have reported larger losses than its expectations, based on the indexed value of the properties in the pool. Fitch has therefore applied borrower-level recovery rate (RR) caps to the BTL loans in the transactions, in line with those applied to non-conforming loans, where the recovery rate cap is 85% at 'Bsf' and 65% at 'AAAsf'. High Fees: Average fixed fees have been increased for MM06-1 and MM07-1, to GBP382,000 and GBP282,000, respectively. Fitch modelled fixed fees of GBP350,000 for MM06-1 and GBP300,000 for MM07-1. Servicing fees averaged 0.68%, 0.65% and 0.54% of the outstanding pool balance for MM06-1, MM07-1 and MM07-2, respectively. The high servicing fees are driven by high arrears and defaults in the pools, which require litigation expenses and additional servicing work, resulting in higher transaction charges. High fees reduce available excess spread, which underlines the downgrade of MM06-1's class B2a notes. Excessive Counterparty Exposure: MM07-2's reserve fund provides more than 50% of class B2a CE. Those notes are exposed to excessive counterparty risk under Fitch's criteria. The rating of the transaction's most junior tranche is therefore constrained by the transaction account bank's long-term deposit rating (Deutsche Bank AG; A+/Stable) at 'A+sf'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The transactions' performance may be affected by adverse changes in market conditions and economic environment. Weakening economic performance is strongly correlated to increasing levels of delinquencies and defaults that could reduce the CE available to the notes. Fitch found that a 15% increase in the weighted average FF (WAFF) and a 15% decrease in the weighted average recovery rate (WARR) would lead to downgrades for MM06-1 class B2a notes to below 'B-sf' and no more than two notches for MM07-1 class B1a notes and to below 'B-sf' for its B2a notes. MM07-2 notes would not be affected Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Improving market conditions, economic environment and build-up of CE could lead to positive rating actions. Fitch found that a decrease in the WAFF of 15% and an increase in the WARR of 15% would lead to upgrades of up to two notches for MM06-1 class B2a notes, and no more than four notches for MM07-1 class B1a notes and two notches for its class B2a notes. It would also lead to downgrades of one notch for MM07-2 class M2a notes, two notches for its class B1a notes and nine notches for its class B2a notes. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset 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 pools ahead of the transactions' closing. The subsequent performance of the transactions over the years is consistent with the 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 agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations All three transactions have an ESG Relevance Score of '4' for human rights, community relations, access & affordability due to loans originated with limited affordability checks and high concentration of interest-only loans, which has a negative impact on the credit profiles, and is relevant to the ratings in conjunction with other factors. All three transactions have an ESG Relevance Score of '4' for customer welfare - fair messaging, privacy & data security due to high concentration of interest-only loans, which has a negative impact on the credit profiles, 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. MING FOODS: Dains Appointed as Administrator -------------------------------------------- Ming Foods Limited was placed into administration in the High Court of Justice, Business and Property Courts in Leeds, Company and Insolvency List, Case Number 2026-LDS-000673. Steven Wright of Dains was appointed as Administrator on June 24, 2026. The company, trading as Ming Foods, operated in the manufacture of food products. The company's registered office and principal trading address is Upper Hockenden Farm, Maidstone Road, Swanley, Kent, BR8 7QH. The Administrator can be contacted at: Steven Wright Dains 169 West George Street Glasgow G2 2LB Further details: Chris Shades Tel: 0141 535 3133 Email: cshades@wd-br.co.uk MISSION DIGITAL: Antony Batty Appointed as Administrators --------------------------------------------------------- Mission Digital Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Court Number CR-2026-005083. Jeffrey Mark Brenner and James Stares of Antony Batty & Company Ltd were appointed as Joint Administrators on June 29, 2026. The company engaged motion picture production activities. The company's registered office is Unit 16, Townsend Industrial Estate, Waxlow Road, London, NW10 7NU. The Joint Administrators can be contacted at: Jeffrey Mark Brenner James Stares Antony Batty & Company Ltd 3 Field Court Gray's Inn London WC1R 5EF Further details: Marc Evans Email: marc@antonybatty.com Tel: 020 7831 1234 NAVOIYURAN: S&P Upgrades ICR to 'BB' on Operating Track Record -------------------------------------------------------------- S&P Global Ratings raised its long-term ratings on Uzbekistan-based uranium producer Navoiyuran and its senior unsecured notes to 'BB' from 'BB-'. The stable outlook reflects S&P's view that the company will deliver stable production and profitability, while maintaining conservative leverage, with funds from operations (FFO) to debt higher than 60%, and adequate liquidity. Navoiyuran achieved close to 30%-35% growth of uranium production annually in 2024 and 2025 amid supportive market conditions. The company has built a stable operating track record and is now well positioned to remain one of the five largest uranium producers in the world. The upgrade reflects Navoiyuran's increased scale without major operational setbacks. Navoiyuran increased its uranium oxide output by 35% in 2025, following 30% growth in 2024. In 2024 to 2026, the cumulative output growth will exceed 80%, which demonstrates the company's ability to expand production without major cost overruns or operational incidents. S&P said, "The company has more than 65 years of experience in uranium mining but was legally created in 2022 after its separation from the Navoi Mining and Metallurgical Company (NMMC, BB/Stable/--) and we previously considered its limited operating track record as a stand-alone entity to be a rating constraint. However, with the successful ramp-up of production, its operational track record is improving. We note that the company's uranium in-situ recovery operations are widely dispersed, limiting operating risk. Moreover, there is strong demand from customers for increased volumes, which allows high visibility over sales volumes in the coming years." Navoiyuran's leverage will remain low, with FFO to debt sustainably higher than 60%. S&P said, "We expect this will result from stronger free operating cash flow (FOCF) and a reasonable dividend policy. We estimate the company's annual capital expenditure (capex) at Uzbek sum (UZS) 4.5 trillion-UZS5.5 trillion (EUR327 million-EUR400 million) annually in the next two-to-three years, which should allow it to continue gradually expanding output. With the current EBITDA forecast, this should result in stronger FOCF in the coming years. Importantly, we expect that dividends of 50% of net income should allow the company to avoid raising new debt in the near term. We note that Navoiyuran is one of the government-related companies that pays the least dividends as a share of net income (many play close to 100%, such as NMMC and Almalyk Mining and Metallurgical Complex (AMMC; BB-/Stable/--)." In 2025, the government allowed the company to pay a divided of less than 50% to compensate for lower-than-expected EBITDA. Should the government change the dividend policy in the coming years to a higher payout ratio, the company might be forced to increase debt to keep its capex program intact, which could ultimately result in higher leverage. EBITDA expansion is slower than top-line growth due to higher costs, but supports the upgrade. In 2025, Navoiyuran delivered UZS7.7 trillion of EBITDA, marginally below the UZS7.9 trillion delivered in 2024. S&P said, "This is below the UZS10.0 trillion-UZS11.0 trillion we previously expected for 2025. One of the reasons for the deviation was the higher cost of materials used in production, primarily sulfur, a key material, and sulfuric acid. Sulfur, which Navoiyuran uses to produce sulfuric acid (in addition to what it buys externally), more than tripled in price in 2025 due to global supply shortages and increased exports from Uzbekistan. We understand the government has taken action to stabilize the market (including by raising export duties) and that prices have stabilized. Higher sulfuric acid output at AMMC, with the ramp up of its new MOF-3 copper concentration plant, should additionally reduce pressure on the domestic market. We note that cost inflation is relatively high for other cost components. The gradual liberalization of tariffs at natural monopolies--such as the water, electricity, natural gas utility companies--is adding to cost pressures. Personnel expenses are also rising, reflecting salary growth in the broader economy. As a result, Navoiyuran's EBITDA margin declined from 67.7% in 2024 to 55.3% in 2025. Nevertheless, we expect Navoiyuran's EBITDA to exceed UZS10 trillion in 2026, a roughly 35% improvement over 2025, resulting from about 20% sales volume growth and about 13% higher uranium prices in 2026 compared to those the previous year. We expect cost inflation to stay relatively high, but EBITDA margins to remain higher than 50% in our current base-case scenario." Market fundamentals continue to support uranium oxide prices, which currently trades at about $86 per pound (/lb). Growing demand for electricity, notably from low-carbon sources, combined with concerns about energy security, result in strong demand for nuclear energy in many countries. Extensions and restarts of existing facilities, along with a rising number of new builds (including small modular reactors) have pushed up demand for uranium in an industry that has suffered from years of low investments and, therefore, declining supply. As a result of the renewed interest in nuclear energy after 2021, prices have been strong, albeit volatile, and materially higher than the $20/lb-$30/lb seen in the decade up to 2021. Nevertheless, the mood in the industry depends on its safety record and any meaningful accidents might change the perception rapidly. In its forecast, S&P expects uranium oxide prices to remain strong in the coming years, averaging $75/lb-$80/lb. Navoiyuran's joint venture could be of strategic value to the company and government, enhancing the production base in the long term. Currently, Navoiyuran has one joint venture with foreign partners, consisting of production fields and projects within Asia. The joint venture, with France's Orano and Japan's ITOCHU being partners, are existing and operational, with additions to production expected toward the end of 2026. Investment by the company is expected to be $50 million-$150 million annually in the coming years. S&P views joint ventures as a strategic measure to attract more foreign investment. S&P said, "We don't expect to rate Navoiyuran higher than Uzbekistan because of the sovereign's 100% ownership and full control of the company. Navoiyuran is one of the larger corporations in Uzbekistan, having recently been formed from the split of the uranium assets of NMMC. The government owns 100% of the company through the ministry of mining and geology and has strong representation on its board. We therefore consider that there are no sufficient mechanisms that would prevent negative intervention if, for example, the government wanted extra cash from the company. We have seen the government use its influence with major corporations over the past few years. For example, it mandated a large investment program to national gas producer Uzbekneftegaz, while also extracting sizable dividends from it, which resulted in a material increase in leverage. Similarly, 100% state-owned copper producer AMMC is in the middle of a large expansion project but is also paying large dividends, causing leverage to increase faster than expected. On the other hand, we consider the potential mechanisms of support, such as the subsoil-use tax (16% currently) and the dividend policy of 50% of net income, to be flexible. These mechanisms are untested and subject to government intervention. But we view the latter as unlikely unless a specific risk to the uranium market were to occur. "The stable outlook reflects our expectation that, in the next 12 months, Navoiyuran will deliver stable operating performance, without major operational setbacks, with EBITDA exceeding UZS10 trillion while maintaining EBITDA margins above 50%. We also expect the company to keep FFO to debt above 60% for the current rating." S&P could downgrade Navoiyuran as a result of: -- A material decline in margins due to cost pressures that the company cannot control, leading to a decline in EBITDA; -- An operational setback, resulting in reduced cash flows coupled with high capex needs to restore production levels; -- Aggressive financial policy, through large mergers, acquisitions, or generous shareholder distributions in any form, leading to a significant decrease in FFO to debt to less than 60%; or -- A downgrade of Uzbekistan, since S&P does not expect to rate Navoiyuran above the sovereign. S&P does not expect to rate Navoiyuran higher than the sovereign rating on Uzbekistan. Therefore, for S&P to raise the rating, two conditions should be met: -- The company's stand-alone credit profile (SACP) improves to 'bb+' from 'bb' currently, which S&P sees as a remote possibility but could happen over time if the business strengthens alongside the company's expansion, with a longer operational track record, less volatile profitability, and conservative financial and treasury policies. Maintaining FFO to debt above 60% would be a prerequisite for S&P to revise its assessment of the SACP upward. -- An upgrade of Uzbekistan is raised to 'BB+' from the current 'BB'. NES FIRCROFT: S&P Lowers ICR to 'B' on Dividend Recapitalization ---------------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit rating on NES Fircroft Bondco AS to 'B' from 'B+'. At the same time, S&P assigned its 'B' issue rating and '4 (40%)' recovery rating to the proposed $650 million senior secured bonds. The stable outlook reflects S&P's expectation that NES will continue to demonstrate strong operating performance, supported by organic top-line growth from a widening contractor base, expansion into non-oil and gas end markets, and disciplined cost management. This will support an S&P Global Ratings-adjusted leverage improving below 5.0x over the next 12-18 months, funds from operations (FFO) cash interest coverage of about 2.0x, and consistently positive free operating cash flow (FOCF) in fiscal 2026-2027. NES, a holding company of U.K.-based staffing provider NES Fircroft, plans to raise senior secured notes of $650 million to fund a $350 million dividend and refinance its existing $350 million senior secured bonds maturing in 2029. As a result, in fiscal 2026 (ending Oct. 31, 2026) S&P now expects S&P Global Ratings-adjusted debt to EBITDA to increase to above 5.0x, from 3.5x in fiscal 2025. In S&P's view, the revised credit metrics are no longer commensurate with a 'B+' rating. Therefore, it lowered its long-term issuer The proposed dividend recapitalization will materially increase leverage and weaken credit metrics. NES plans to issue $650 million senior secured notes, and use the proceeds, alongside cash on balance sheet, to refinance its existing $350 million senior secured bonds maturing in 2029 and fund a $350 million dividend to their owners AEA Investors LP. Pro forma for the transaction, S&P forecasts S&P Global Ratings-adjusted debt to EBITDA of about 5.2x in fiscal 2026 compared to our existing expectation of below 3.5x. S&P said, "While FOCF remains positive, we expect FFO cash interest coverage to weaken in the range of 1.7x-1.9x as incremental debt will result in higher cash interest payments, before recovering towards 2.0x in subsequent years. Pro forma for the transaction, we view credit metrics as more commensurate with a 'B' rating and we therefore lowered our long-term issuer credit rating on NES to 'B' from 'B+'. "We expect ongoing operational strength to underpin the company's deleveraging efforts. NES' S&P Global Ratings-adjusted EBITDA has increased by about 12% to $139 million in fiscal 2025, from $123 million in fiscal 2024. Strong business momentum and consistent cost discipline, following a period of continued oil and gas price volatility that accelerated demand for highly skilled technical and engineering labor, has contributed to the improved profitability. Furthermore, NES' operating momentum continued throughout 2026, with reported first-half 2026 underlying last 12 months EBITDA increasing to $153 million, from $146 million in first-half 2025. NES' scale marginally benefitted from the bolt-on acquisition of Halian Group, a provider of digital transformation services, workforce solutions, and managed services across Europe, Middle East; and the U.S.--which will support NES' diversification efforts, and the core staffing business. "We anticipate robust trading to continue over the next few quarters, aided by NES' ongoing diversification into non-oil and gas projects with growth in the contractor placement rate within the energy transition and renewable sectors. Specifically, we anticipate higher contractor activity across diversified end markets, primarily led by renewables, construction, life sciences, and hiring increases in the Middle East, the Americas, and Asia-Pacific. Therefore, we forecast NES' S&P Global Ratings-adjusted EBITDA margins will expand from 4.3% in fiscal 2025, to between 4.6%-4.8% in fiscal 2026 and 4.8%-5.0% in fiscal 2027. The increased profitability should support NES deleveraging to below 5.0x in fiscal 2027, absent further debt-funded dividend distributions. "Material incremental debt reflects AEA Investors' aggressive financial policy. The company has been majority owned by AEA Investors since its acquisition in 2012. In our view, financial sponsors typically operate with high debt and focus on maximizing equity returns. While we do not forecast another sizable debt recapitalization in the near term, we think that the transaction demonstrates management's willingness to operate at higher leverage. "The stable outlook reflects our expectation that NES will achieve healthy organic growth, thanks to its broadening contractor base and expansion into non-oil and gas markets. Coupled with earnings contribution from good cost discipline, we expect NES will improve its EBITDA margin toward 5%, supporting gradual deleveraging towards 5.0x or below, FFO cash interest coverage towards 2.0x, and consistently positive FOCF. "We could lower the rating if NES' leverage increases to above 7.0x or FFO cash interest coverage is materially below 2.0x on a sustained basis. We could also lower the rating if FOCF turns and remains negative due to weak operating performance, if liquidity and covenant headroom tightens, or if the group undertakes debt-funded acquisitions or further shareholder distributions that could materially increase leverage. "We could raise the rating if NES' debt to EBITDA falls materially and sustainably below 5.0x, assuming NES also maintains FFO cash interest coverage consistently above 2.0x and sound FOCF generation. This would also require the sponsor to demonstrate commitment to a less aggressive financial policy." ONYX GROUP: BTG Begbies Appointed as Administrators --------------------------------------------------- Onyx Group International Ltd was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Court Number CR-2026-003034. Andrew Andronikou and Jack Caten of BTG Begbies Traynor (London) LLP were appointed as Joint Administrators on June 17, 2026. The company was into the processing and preserving of fish, crustaceans and molluscs; wholesale of food including fish and seafood; retail sale of fish and seafood in specialised stores; and other food services. The company's registered office and principal trading address is Unit 1, 440 Springfield Road, Hayes, Middlesex, UB4 0JT. The Joint Administrators can be contacted at: Andrew Andronikou Jack Caten BTG Begbies Traynor (London) LLP Level 33, One Canada Square London E14 5AB Further details: Emily Clark Email: Emily.Clark@btguk.com Tel: 020 7516 1500 PIERPONT BTL 2023-1: S&P Affirms 'BB+(sf)' Rating on E-Dfrd Notes ----------------------------------------------------------------- S&P Global Ratings raised and removed from CreditWatch positive its credit ratings on Pierpont BTL 2023-1 PLC's class B-Dfrd notes to 'AA+ (sf)' from 'AA- (sf)', C-Dfrd notes to 'AA (sf)' from 'A (sf)', and D-Dfrd notes to 'A (sf)' from 'BBB+ (sf)'. At the same time, S&P affirmed its 'AAA (sf)' rating on the class A notes and removed from CreditWatch positive and affirmed its 'BB+ (sf)' rating on the class E-Dfrd notes. S&P said, "The rating actions follow our May 5, 2026, placement of our ratings on the class B-Dfrd to E-Dfrd notes on CreditWatch positive due to the implementation of updates to our U.K. sector and industry variables under our global RMBS criteria. They also reflect our full analysis of the most recent transaction information and the transaction's current structural features. "Since our previous review, the performance of the loans in the collateral pool has deteriorated slightly. Based on our analysis, 30+ days arrears rose to 3.43% in February 2026, up from 2.51% in November 2025." Cumulative losses remain nil. The transaction's sequential priority of payments and the notes' amortization have increased the available credit enhancement for the class A, B-Dfrd, C-Dfrd, D-Dfrd, and E-Dfrd notes, with the pool factor falling to 69% in February 2026. Since closing, credit enhancement for these notes has risen to 17.01%, 6.73%, 3.47%, 1.80%, and 0.21% from 11.60%, 4.50%, 2.25%, 1.10%, and 0.00%, respectively. The three-month prepayment rate increased to 12.6% in February 2026 from 10.8% in November 2025. Given the high proportion of fixed-to-floating loans in the pool (96% in February 2026), with reset dates concentrated in the fourth quarter of 2026 and the first quarter of 2027, S&P performed a sensitivity analysis reflecting increased prepayments. S&P said, "After applying our updated sector and industry variables, the overall effect in our credit analysis resulted in a decrease in the weighted-average foreclosure frequency at all rating levels." The decline is largely due to lower anchor default probabilities, reduced loan-to-value ratio adjustments, and a lower payment shock. S&P said, "Our weighted-average loss severities have decreased at all rating levels, driven by our lower overvaluation assessment for London and the South East, and a slight decrease in the market value." Credit analysis results Rating level WAFF (%) WALS (%) Credit coverage (%) AAA 19.49 35.45 6.91 AA 13.61 30.23 4.11 A 10.59 20.86 2.21 BBB 7.73 15.48 1.20 BB 4.70 11.58 0.54 B 3.99 8.04 0.32 WAFF--Weighted-average foreclosure frequency. WALS--Weighted-average loss severity. S&P said, "The liquidity reserve fund is at its target level. Excess spread is 1.83% at the 'AAA' level based on our calculation, which considers stressed servicing fees. "We affirmed our 'AAA (sf)' rating on the class A notes because our credit and cash flow results indicate their available credit enhancement remains commensurate with the current rating. "Although the class B-Dfrd, C-Dfrd, D-Dfrd, and E-Dfrd notes passed cash flow stresses at higher rating levels than those assigned, we considered the deferrable nature of the notes, the upcoming peak in interest revision dates, the transaction's excess spread, and the notes' relative levels of subordination. We therefore limited our upgrades of these classes of notes and removed from CreditWatch positive our ratings on the class B-Dfrd, C-Dfrd, and D-Dfrd notes. At the same time, we removed from CreditWatch positive and affirmed our rating on the class E-Dfrd notes. "Counterparty risk does not constrain the ratings as we consider the transaction to be in line with our counterparty criteria." Macroeconomic forecasts and forward-looking analysis S&P said, "We expect U.K. inflation to remain above the Bank of England's 2% target in 2026, and we forecast a 2.6% year-on-year change in house prices in the fourth quarter of 2026. Given our current macroeconomic forecasts and forward-looking view of the U.K. residential mortgage market, we performed additional sensitivities relating to higher default levels due to increased arrears and extended recovery timings. The sensitivity analysis results indicate a deterioration consistent with our credit stability considerations in our rating definitions." Pierpont BTL 2023-1 PLC is an RMBS securitization of buy-to-let mortgage loans secured over properties in the U.K. and originated by LendInvest. PREFERRED RESIDENTIAL 06-1: Fitch Affirms B-sf Rating on E1c Notes ------------------------------------------------------------------ Fitch Ratings has revised the Outlooks on Preferred Residential Securities 05-2 PLC's (PRS05-2) D1c notes to Stable from Negative and Preferred Residential Securities 06-1 PLC's (PRS06-1) E1c notes to Negative from Stable. All ratings have been affirmed. Entity/Debt Rating Prior ----------- ------ ----- Preferred Residential Securities 06-1 PLC Class D1a 74038YAN6 LT A+sf Affirmed A+sf Class D1c 74038YAQ9 LT A+sf Affirmed A+sf Class E1c 74038YAS5 LT B-sf Affirmed B-sf Preferred Residential Securities 05-2 PLC Class C1a 740377AK2 LT AAAsf Affirmed AAAsf Class C1c 740377AM8 LT AAAsf Affirmed AAAsf Class D1c 740377AQ9 LT A+sf Affirmed A+sf Class E1c 740377AS5 LT B-sf Affirmed B-sf Transaction Summary The transactions are securitisations of seasoned non-conforming residential mortgage loans originated by Preferred Mortgages Limited. The loans are buy-to-let (BTL) and non-conforming owner-occupied (OO). KEY RATING DRIVERS Increasing Credit Enhancement: The transactions currently amortise sequentially due to a breach of a trigger related to arrears levels, resulting in a build-up in credit enhancement (CE). Both transactions benefit from non-amortising reserve funds that also contribute to the build-up of CE. This supports the rating affirmations. Stable-to-Improved Arrears: The transactions have seen a stable-to-improved arrears performance since the previous review in July 2025, with the proportion of loans in arrears for three months or more decreasing to 25.7% from 28.9% for PRS05-2. The share for PRS06-1 has, however, increased marginally to 23.6% from 23.3%. The improvementsto PRS05-2's arrears performance supports the Outlook revision of its class D1c notes to Stable from Negative. Loans-Past-Maturity: The proportions of loans past maturity as of June 2026 were 17.2% and 9.3% for PRS05-2 and PRS06-1, respectively. Fitch classified these loans as restructured in its analysis in to capture their heightened risk of default. Should the proportion of loans-past-maturity increase, this could lead to lower model-implied ratings. Fitch anticipates that asset performance may be volatile as these loans are worked out alongside other loans that will reach their principal redemption shortly. PRS06-1's class D1a and D1c notes have been affirmed below their model-implied ratings, and the Outlook on its E1c notes has been revised to Negative from Stable as a result of expected performance volatility and persistently high senior fees. BTL Recovery Rates: The transactions have reported losses exceeding those implied by the indexed property values in the underlying pools. Fitch has therefore applied borrower-level recovery rates to the BTL loans, in line with those applied to non-conforming OO loans: 85% at 'Bsf' and 65% at 'AAAsf'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The transactions' performance may be affected by adverse changes in market conditions and the economic environment. Weakening economic performance is strongly correlated to increasing delinquencies and defaults and could reduce CE available to the notes. Fitch found that a 15% increase in the weighted average foreclosure frequency (WAFF) and 15% decrease in the weighted average recovery rate (WARR) would imply the following: PRS05-2: Class C1a/C1c: 'AAAsf' Class D1c: 'BBBsf' Class E1c: Below 'B-sf' PRS06-1: Class D1a/D1c: 'A+sf' Class E1c: Below 'B-sf' 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 CE and, potentially, upgrades. Fitch found that a 15% decrease in the WAFF and 15% increase of the WARR would result in the following: PRS05-2: Class C1a/C1c: 'AAAsf' Class D1c: 'AA-sf' Class E1c: 'B-sf' PRS06-1: Class D1a/D1c: 'AAAsf' Class E1c: Below 'B-sf' USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch 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 pools ahead of the transactions' closing. The subsequent performance of the transactions over the years is consistent with the 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 agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations PRS05-2 and PRS06-1 have an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy & Data Security due to a material concentration of interest-only loans, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. PRS05-2 and PRS06-1 have an ESG Relevance Score of '4' for Human Rights, Community Relations, Access & Affordability due to the underlying asset pools containing limited affordability checks and self-certified income, 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. PREMIER FOODS: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable --------------------------------------------------------------- Fitch Ratings has affirmed Premier Foods plc's Long-Term Issuer Default Rating (IDR) at 'BB+' with a Stable Outlook and Premier Foods Finance plc's senior unsecured rating at 'BB+' with a Recovery Rating of 'RR4'. The affirmation reflects Premier Food's conservative capital structure with EBITDA leverage below 2x and its solid position as one of the UK's leading producers of packaged food, with a market-leading brands portfolio and demonstrated innovation capabilities, ensuring resilient top-line growth and long-lasting customer relationships. This is balanced by moderate scale and limited geographical diversification, which will likely constrain any positive rating action in the medium term. The Stable Outlook reflects its expectations of timely refinancing of the upcoming notes maturity in October 2026 via a new issue or with existing credit facilities. It also captures ample leverage rating headroom, and its expectation of resilient top-line growth and EBITDA profitability, translating into healthy free cash flow (FCF) margin over the rating horizon. Key Rating Drivers Limited Refinancing Risk: Fitch expects Premier Foods to timely address the maturity of its GBP330 million bond due in October 2026. Fitch understands that the company plans to issue new notes or use its available GBP275 million bridge loan (expires in November 2027) and part of its GBP242 million cash balance at end-FY26 (ending March 2026). Fitch considers refinancing risk as limited, given sufficient liquidity sources and the company's strong credit profile, with low leverage, solid FCF, and resilient operating performance. These factors provide ample financial flexibility to timely refinance or repay the upcoming maturity. Rating Constrained by Scale, Diversification: Moderate scale and limited geographic diversification, with the UK responsible for 96% of the group's revenue in FY26, are the major factors constraining the rating to the 'BB' category, despite the group's strong financial profile. Fitch estimates Fitch-adjusted EBITDA gradually growing towards GBP267 million by FY30 (FY26: GBP228 million), which is below the USD500 million median for the 'BB' rating category according to Fitch's Packaged Food Rating Navigator and compared with other packaged food producers in this rating category. Leading Market Positions. Strong Brands: Premier Food's credit profile benefits from leading markets positions in its core food categories. These are ensured by a wide portfolio of the UK's leading brands, such as Oxo, Ambrosia, Mr Kipling, Bisto and Batchelors among others, as well as third-party international brands, such as the Soba Noodles brand from Nissin Group. The company's own brands portfolio in flavourings, seasonings, quick meals, snacks, cooking sauces, ambient desserts and cakes is complemented by a private label offering (FY26: 11% of sales), expanding its portfolio's price points and providing additional resilience in economic downturns. Strong Financial Profile: Premier Foods' rating reflects its conservative financial profile with its expectations of Fitch-calculated EBITDA gross leverage remaining flat at around 1.5x by end-FY27. Fitch projects leverage will remain below 2x in FY27-FY30, supported by low-single digit organic revenue growth and resilient profitability. The credit profile benefits from the company's clear financial policy with an updated target EBITDA net leverage range of 1.0x to 2.0x, from under 1.5x previously, which provides ample headroom under Fitch's negative rating EBITDA gross leverage sensitivity of 3x. Robust FCF Generation: Fitch expects the company will maintain healthy FCF, supported by an average Fitch-adjusted EBITDA margin of about 19% over FY27-FY30. Fitch expects a temporary decline in the FCF margin to 4% in FY27 (FY26: 9.3%), due to a one-off working capital outflow linked to the additional payroll week in the year, and to average around 6% in FY28-FY30, providing good flexibility to fund bolt-on M&As, part of the group's growth strategy. Fitch expects that strong internally generated cash flows and savings from reducing pension contributions will allow Premier Foods to maintain healthy 5% capex intensity as well as likely gradually increasing dividends. Innovation Critical for Sales Growth: The resilience of Premier Foods' growth and market positions in the mature and competitive UK market strongly depend on its innovation and marketing capabilities. The company has a record of successful product innovation around its established brands but also for recently acquired brands, supporting good organic branded products sales in FY23-FY26. Fitch assumes Premier Foods is well positioned to continue generating low single digit organic revenue growth in the core UK market over FY27-FY30, supported by product launches and repositioning, with revenue supported by faster growth in international markets and acquisitions. Market Aligned Customer Concentration: Its customer exposure is broadly aligned with the structure of the food retail market in the UK, but this creates some concentration, with the four largest retailers such as Tesco PLC (BBB/Stable), Bellis Finco plc (Asda; B/Negative), Sainsbury's and Market Holdco 3 Limited's (Morrisons; B/Stable) accounting for more than half its revenues. The bargaining power of these retailers over suppliers is to some extent mitigated for Premier Foods by its leading UK market positions, wide brand awareness, and the breadth of product categories within grocery foods and private-label proposition, ensuring long-lasting relationships with retailers. Peer Analysis Premier Foods is smaller in size than Nomad Foods Limited (BB/Stable), a frozen food producer, which also benefits from wide product diversification and strong market position in its product categories but has wider geographical diversification. The one-notch differential with Nomad Foods reflects Premier Foods' higher EBITDA and FCF margins and significantly more conservative leverage. Premier Foods is rated one notch above Ulker Biskuvi Sanayi A.S. (BB/Stable), Turkiye's largest confectionary producer. Ulker has bigger scale, wider geographical diversification and a comparable EBITDA margin. This is balanced by its higher leverage, weaker and more volatile FCF as well as material FX risks related to significant exposure to its home market of Turkiye, where it generates around 70% of its revenue, versus its hard currency debt. Premier Foods is somewhat smaller in scale than United Petfood Holdco B.V. (BB-/Stable), a producer of private label products and third-party brands in the European pet food industry. United Petfood has a higher EBITDA margin of above 20% and comparably strong FCF margin, but the two-notch rating differential reflects its less conservative financial profile with leverage expected at 3.6x in 2026. Premier Foods is larger in size and has wider geographical diversification than Sammontana Italia S.p.A. Societa Benefits (B+/Stable). The rating differential is supported by Premier Foods' stronger profitability and lower exposure to commodity price volatility, as well as materially lower leverage than around 5.8x estimated for the Italian company in 2026. Fitch’s Key Rating-Case Assumptions - Organic revenue growth of around 3% over FY27-FY30 - EBITDA margin of 19.3% in FY27 (FY26: 19.4%), gradually declining to 18.6% in FY30 - Capex at around 5.7% of revenue in FY27-FY28, before declining to around 4.5% of revenue in FY30 - M&A spending of around GBP50 million a year in FY27-FY30, deferred consideration payments for previous acquisitions of GBP19.7million in FY27 - Dividend payments of GBP35.7million in FY27, growing at around 15% a year towards GBP54million in FY30 (FY26: GBP24 million) - Share repurchases of GBP10million in FY27-FY30 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 ('bbb', Lower), sector characteristics ('bb+', Moderate), market and competitive positioning ('bb', Higher), diversification and asset quality ('bb-', Higher), company operational characteristics ('bbb+', Moderate), profitability ('a', Moderate), financial structure ('aa+', Lower), and financial flexibility ('bbb+', Moderate). The quantitative financial subfactors are based on standard CRT financial period parameters: 20% weight for the latest historical year FY26, 40% for the forecast year FY27 and 40% for the forecast year FY28. The governance assessment of 'good' has no impact. The operating environment assessment of 'aa-' has no impact. The SCP is 'bb+'. To derive the Long-Term IDR: Fitch made no adjustments to the SCP, resulting in an IDR of 'BB+'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Weakening operating performance with declining revenue growth and the EBITDA margin weakening towards 15%. - FCF margin decline, to below 3% of sales. - Changes in financial policy or aggressive M&A, leading to EBITDA leverage sustained above 3.0x. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade: Fitch does not envisage an upgrade in the medium term. An upgrade would require increasing operational scale and wider geographical diversification with EBITDA trending towards GBP350 million, combined with a conservative financial policy. Liquidity and Debt Structure Fitch expects Premier Foods to timely address the maturity of its GBP330 million bond due in October 2026. Fitch understands that the company plans to issue new notes or use its available GBP275 million bridge loan which expires in November 2027. The company had healthy liquidity at end-FY26, with a GBP242 million cash balance and a fully undrawn revolving credit facility of GBP367.5 million maturing in May 2031 (upsized from GBP282.5 million in May 2026). Fitch expects liquidity to be supported by strong FCF, driven by resilient profitability and reduction in pension contributions. The company also has access to non-recourse factoring (GBP28 million utilised at end-FY26), which Fitch treats as debt. Issuer Profile Premier Foods is one of the UK's largest food businesses, with leading brands across a range of grocery and sweet treats product categories. 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 Premier Foods plc. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Premier Foods plc LT IDR BB+ Affirmed BB+ Premier Foods Finance plc senior unsecured LT BB+ Affirmed RR4 BB+ REGENCY FACTORS: FRP Advisory Appointed as Administrators --------------------------------------------------------- Regency Factors Limited was placed into administration in the High Court of Justice, Court Number CR-2026-004643. Geoffrey Paul Rowley and Patrick Donnan of FRP Advisory Trading Limited were appointed as Joint Administrators on June 15, 2026. The company engaged in bespoke invoice, trade, and purchase financing services primarily for small and medium-sized businesses across the UK. The company's registered office at Regency Factors Limited, 4 Regency Chambers, Jubilee Way, Bury, BL9 0JW is to be changed to c/o FRP Advisory Trading Limited, 3rd Floor, 110 Cannon Street, London, EC4N 6EU. The company's principal trading address is Regency Factors Limited, 4 Regency Chambers, Jubilee Way, Bury, BL9 0JW. The Joint Administrators can be contacted at: Geoffrey Paul Rowley Patrick Donnan FRP Advisory Trading Limited 3rd Floor 10 Cannon Street London EC4N 6EU Further details: Alternative contact: Megan Sanghera Email: cp.london@frpadvisory.com The Joint Administrators Tel: 020 3005 4000 REGENCY TRADE: FRP Advisory Appointed as Administrators ------------------------------------------------------- Regency Trade Finance Limited was placed into administration in the High Court of Justice, Court Number CR-2026-004642. Geoffrey Paul Rowley and Patrick Donnan of FRP Advisory Trading Limited were appointed as Joint Administrators on June 15, 2026. The company operated in business support service activities. The company's registered office at Regency Trade Finance Limited, 2 Regency Chambers, Jubilee Way, Bury, BL9 0JW is to be changed to c/o FRP Advisory Trading Limited, 110 Cannon Street, London, EC4N 6EU. The company's principal trading address is Regency Trade Finance Limited, 2 Regency Chambers, Jubilee Way, Bury, BL9 0JW. The Joint Administrators can be contacted at: Geoffrey Paul Rowley Patrick Donnan FRP Advisory Trading Limited 110 Cannon Street London EC4N 6EU Further details: The Joint Administrators Tel: 020 3005 4000 Alternative contact: Megan Sanghera Email: cp.london@frpadvisory.com RENA LEISURE: CG&Co Appointed as Administrators ----------------------------------------------- Rena Leisure Services Limited was placed into administration in the High Court of Justice, Case Number CR-2026-MAN-0009977. Edward M Avery-Gee and Daniel Richardson of CG&Co were appointed as Joint Administrators on June 30, 2026. The company operated as a licensed restaurant and bar. The company's registered office is Lynwood House, 373/375 Station Road, Harrow, HA1 2AW. The company's principal trading address is 82 Seymour Street, Paddington, London, W2 2JB. The Joint Administrators can be contacted at: Edward M Avery-Gee Daniel Richardson CG&Co 27 Byrom Street Manchester M3 4PF Further details: Monika Flont Email: monika.flont@cg-recovery.com Tel: 0161 358 0210 SKYSHIELD GROUP: S&P Assigns 'B' LongTerm ICR, Outlook Stable ------------------------------------------------------------- S&P Global Ratings assigned its 'B' long-term issuer credit rating to Skyshield Group Topco Ltd. and its 'B' issue rating and '3' recovery rating (rounded recovery: 55%) to the term loan B (TLB). The stable outlook reflects S&P's view that Smiths Detection will gradually expand its topline and reduce leverage over the next 12-18 months, with revenue for the fiscal year ending July 31, 2027 of marginally more than GBP1 billion, S&P Global Ratings-adjusted EBITDA margins of 15.7%-16.2%, marginally positive free operating cash flow (FOCF), and funds from operations (FFO) to cash interest coverage close to 2.0x. CVC Capital Partners has acquired Skyshield Group Topco Ltd. (Smiths Detection), a global leader in security screening and threat detection technology, for GBP2 billion, funded via a GBP1,040 million-equivalent term loan B (TLB) and new common equity, with no quasi equity or shareholder loans present in the structure. Smiths Detection's credit quality is supported by its strong market position, particularly in aviation, customer base, geographic diversification, supportive competitive landscape, and high share of aftermarket and recurring sales, though it is constrained by its moderate scale and high leverage. CVC Capital Partners Fund IX acquired Smiths Detection from Smiths Group PLC, with the transaction closed on June 30, 2026. Smiths Detection, through Skyshield U.S. Bidco Ltd., has issued a new GBP1,040 million equivalent euro- and U.S. dollar-denominated TLB (split EUR560 million and $750 million), alongside a new undrawn GBP170.25 million revolving credit facility (RCF) as part of the transaction. The new debt, alongside GBP962 million of common equity, supported the acquisition. S&P Global Ratings understands, with confirmation from the legal counsel for the transaction, that, as part of the transaction close, all outstanding intercompany loans owed to Smiths Group PLC have been extinguished and Smiths Detection has been sold to CVC on a debt-free basis, with GBP23 million of leases rolled over into the new capital structure. Smiths Detection is a leading provider of security screening and threat detection technology, with a particular strength in aviation and plans to expand in other end-markets. Smiths Detection holds a 30%-35% market share in security screening (in global aviation), ahead of peers such as Rapiscan (part of OSI systems), Leidos, and Analogic. It has multi-year partnerships with some of the world's busiest airports by passenger traffic. Given the complex and lengthy regulatory requirements to meet standards across key regions, the competitive landscape is supportive, and developments in screening technology support future order book growth. Smiths Detection is well positioned to benefit from the continued roll-out of computed tomography (CT) scanning products in passenger baggage screening, along with the replacement cycle of older hold baggage screening equipment, combining it with diffraction technology, which materially reduces false alarm rates. Smiths Detection has a market share of about 10% in ports and borders, and the company thinks there is a significant opportunity to increase this share. Rising global trade, increasing scan rates, and border threats mean demand for its technology should rise, particularly due to the U.S. allocating $150 billion-$170 billion for border enforcement and other areas. Key competitors include Rapiscan and Nuctech, with the latter potentially less of a competitor for new business in the U.S. and Europe. The company has a market share of 10%-15% in urban security, and S&P expects rising security requirements for data centers, schools (particularly in the U.S.), and event venues to underpin growth. The defense business currently contributes about 3% of revenue, with increased defense spending by the U.S. and NATO allies expected to support a growing order book. Smiths Detection relies on key contract renewals in the aviation business. Aviation is the biggest operating segment (74% of revenue in fiscal 2025) and the top 10 aviation customers account for 31% of total group revenue. There is a particular reliance on continually securing regulatory approval from, in particular, the Transportation Security Administration in the U.S. and the European Civil Aviation Conference, covering 44 European countries. Regulatory-driven technology updates will support new long-term contracts, but there is some risk to a high proportion of revenue if potential execution missteps or project failures hinder regulatory approvals. S&P notes Smiths Detection's strong record of receiving renewed regulatory approvals. In its ports and borders, urban security, and defense businesses, the top 10 customers account for 3%-4% of Smiths Detection's total revenue. The group's revenue is geographically well diversified, with about 34% from the U.S., 7% from the U.K., and 5% or below from other regions in fiscal 2025. S&P said, "We forecast only marginal revenue growth in fiscal years 2026-2027, though a new technology replacement cycle should support higher growth in fiscal 2028, enabling Smiths Detection to benefit from a high share of aftermarket services revenue. We expect revenue growth of about 4%-5% in fiscal 2026, followed by growth of 1%-2% in fiscal 2027 and about 7%-10% in fiscal 2028. The slowdown in growth in fiscal 2027 comes from a contraction in expected revenue in aviation by approximately 8%-10%, as the passenger checkpoint CT technology upgrade cycle slows, with original equipment deliveries reducing. Marginal revenue growth in the business will be driven by expected growth in original equipment from the other businesses, particularly in the ports and borders segment, and will be supported by aftermarket revenue. Aftermarket services contributed about half of revenue in fiscal 2025, and we expect continued solid contributions given a high installed base and new machinery deliveries. In fiscal 2028, we expect revenue growth to be driven by original equipment sales in aviation, followed by sales of new diffraction technology and the associated aftermarket benefits. "We expect profitability to improve gradually, as the share of revenue from aftermarket services rises, though we note that one-off costs could be higher than anticipated following the transaction if the new ownership leads to increased restructuring. We expect adjusted EBITDA margins to rise to about 14.5%-15.0% in fiscal 2026 from 14.7% in fiscal 2025, 15.7%-16.2% in fiscal 2027, and above 16.5% in fiscal 2028. This is based on expected improvement in gross margins in the aftermarket business, driven by mid-life upgrades and new installations. Aftermarket gross margins were 39.1% in fiscal 2025, compared with original equipment margins of 16.6%. We expect the gross margins for original equipment to improve but a slower rate, driven by new diffraction technology. We currently expect about GBP10 million-GBP15 million of one-off/restructuring costs per year until fiscal 2028, higher than management's current forecasts. The separation process carries lower execution risk--given that Smiths Detection already operates as a stand-alone unit within the Smiths Group--but we note that increased restructuring activity, which could arise following completion, could weigh on the group's profitability, pressuring its key credit metrics. "We expect Smiths Detection to generate marginal FOCF in fiscal 2027, rising in fiscal 2028. FOCF is likely to take a hit in fiscal 2027 compared to previous years since it is the first full year that incorporates the new capital structure, with cash interest costs in particular expected to rise. We expect about GBP5 million-GBP15 million of FOCF, which is also weighed on by high working capital outflows of GBP40 million-GBP50 million. This is due to rising inventory levels linked to key longer-term projects, particularly with the rollout of new technologies and replacement products. Despite expected working capital outflows of GBP20 million-GBP30 million in fiscal 2028, largely due to inventory impacts, we forecast FOCF to increase to GBP40 million-GBP60 million, supported by rising profitability. We expect capital expenditure (capex) to remain relatively steady over this period, at about GBP15 million. The focus will mainly be on maintenance capex, with very limited growth capex, which has reduced materially in recent years. "EBITDA expansion should support gradual deleveraging to 6.5x-7.0x in fiscal 2027 and below 6.0x in fiscal 2028. Following the transaction, we expect adjusted gross debt of about GBP1.1 billion, comprising the new GBP1,040 million-equivalent TLB, lease liabilities of about GBP23 million, and pension-related adjustments of about GBP36 million. We assume the GBP170.25 million RCF will remain undrawn. We expect FFO cash interest coverage of about 2.0x in fiscal 2027 and marginally higher coverage in fiscal 2028. "Geopolitical factors could affect the group's operating performance, in our view. We think there is a high degree of unpredictability around policy implementation by the U.S. administration and possible responses--specifically with regard to tariffs--and the potential effect on economies, supply chains, and credit conditions around the world. The U.S. is Smiths Detection's largest market, but we think most of the potential impact on Smiths Detection can be mitigated. Production is typically locally sourced, and products for the U.S. are mainly produced in the U.S. It also has manufacturing sites in the U.K., France, Malaysia, and Germany, allowing regional distribution, and has localized aftermarket services. We forecast that tariffs will affect adjusted EBITDA by about GBP4 million-GBP7 million in fiscal years 2026 and 2027. "We think there is a high degree of unpredictability around the duration and scale of the Middle East war, and its potential effect on commodity prices, supply chains, economies, and credit conditions. This could affect Smiths Detection through potentially reduced airport traffic and consequent delays in customers upgrading existing machinery, as well as some associated aftermarket servicing. However, we do not expect this to materially affect Smiths Detection's top line. "The stable outlook reflects our view that Smiths Detection will gradually expand its topline and reduce leverage over the next 12-18 months, with revenue for the fiscal year ending July 31, 2027 of marginally more than GBP1 billion, S&P Global Ratings-adjusted EBITDA margins of 15.7%-16.2%, marginally positive FOCF, and FFO to cash interest coverage close to 2.0x. "We could lower our rating if restructuring costs are higher than expected once the transaction completes, resulting in adjusted debt to EBITDA remaining above 7.0x without material signs of improvement, or if FFO to cash interest coverage trends sustainably closer to 1.5x. This could also occur with a more aggressive financial policy. "We see the possibility of an upgrade over our forecast horizon as relatively limited. However, we could raise our ratings if stronger performance leads to improving profitability such that adjusted debt to EBITDA decreases below 5.0x, with FFO cash interest coverage trending toward 2.5x. We would also expect to see sustained positive free cash flow generation and adequate liquidity, with adjusted EBITDA margins improving meaningfully from fiscal 2026 levels." TOGETHER ASSET 2026-1ST2: S&P Assigns '(P)B-' Rating on X2 Certs ---------------------------------------------------------------- S&P Global Ratings assigned preliminary credit ratings to Together Asset Backed Securitisation 16 2026-1ST2 PLC's class A notes and interest deferrable class B-Dfrd to X2-Dfrd notes. At closing, the issuer will also issue unrated residual certificates. The transaction securitizes a portfolio of GBP577 million first-lien owner-occupied and BTL mortgage loans secured on properties in the U.K. originated by Together Personal Finance Ltd. and Together Commercial Finance Ltd. Together Personal Finance Ltd. and Together Commercial Finance Ltd. are wholly owned subsidiaries of Together Financial Services Ltd. (Together). Product switches and loan substitution are permitted under the transaction documents before the first optional redemption date. The transaction structure is a static pool with no revolving or prefunding features. The weighted-average original loan-to-value ratio is 61.96%. This is significantly lower than the average for a typical U.K. RMBS transaction. Given the significant positive equity in the properties, the likelihood of default is relatively low, and S&P would expect lower loss severities if the borrower defaults. S&P considers the collateral to be nonconforming based on the prevalence of loans to borrowers with adverse credit history, such as prior county court judgments, bankruptcy, and mortgage arrears. Of the loans in the pool, 0.52% are in 30-60 days arrears. Liquidity support for the class A and B-Dfrd notes is in the form of an amortizing liquidity reserve fund. Principal can also be used to cure interest shortfalls if the relevant class of notes is the most senior outstanding. S&P said, "The issuer is an English special-purpose entity, which we expect to be bankruptcy remote, subject to our review of the relevant transaction documents and legal opinions. We received legal opinions intended to confirm that the sale of receivables would withstand the seller's insolvency but have not yet completed our review. In addition, we have not yet reviewed documentation incorporating our counterparty criteria. For the purpose of this analysis, we assume final transaction and legal documents will be consistent with our criteria. However, we may revise our ratings should risks emerge under any of these areas." Preliminary ratings Class Prelim. Rating Prelim. class size (%) A AAA (sf) 90.00 B-Dfrd AA (sf) 5.70 C-Dfrd A (sf) 2.20 D-Dfrd BBB (sf) 2.10 X1-Dfrd BBB (sf) 3.70 X2-Dfrd B- (sf) 2.80 Residual Certs NR N/A NR--Not rated. N/A--Not applicable. TULIP HOLDCO: S&P Assigns Prelim. 'B' ICR on Softbank Acquisition ----------------------------------------------------------------- S&P Global Ratings assigned its preliminary 'B' issuer credit rating to ABB Robotics' ultimate parent Tulip Holdco (DE) LLC and its preliminary 'B' issue rating to the proposed senior secured debt. The recovery rating reflects its expectation of meaningful recovery prospects (rounded estimate; 60%) in the event of a default. S&P said, "The stable outlook reflects our expectation that Tulip will successfully complete the carve-out and operational separation of ABB Robotics while gradually improving profitability, supported by efficiency measures and moderate revenue growth. We therefore expect adjusted debt to EBITDA to decline to 6x by 2027 and FFO cash interest coverage to remain above 2.5x throughout the forecast period." "Following SoftBank's announced $5.375 billion acquisition of ABB Robotics from ABB in October 2025--financed via Tulip Holdco debt and SoftBank equity--we expect S&P Global Ratings-adjusted debt to EBITDA to peak at about 6.5x in 2026 before improving to around 6.0x in 2027, supported by EBITDA growth and positive free operating cash flow (FOCF) generation from fiscal year 2027. "We expect FOCF to be negative in 2026, reflecting elevated capex and cash outflows related to the carve-out from ABB, before turning positive from 2027 as capex normalizes, carve-out costs subside, and operating performance improves. "Following the acquisition by SoftBank, we expect our adjusted debt to EBITDA ratio to peak at about 6.5x in 2026 before reducing to around 6.0x in 2027. In October 2025, ABB and SoftBank announced an agreement for SoftBank to acquire ABB's robotics division for approximately $5.375 billion. The acquisition will be financed through a combination of an equity contribution from SoftBank and debt raised at Tulip Holdco, which we view as the group's ultimate parent, including a proposed $1.15 billion euro-denominated term loan B, a proposed $600 million term loan B, and a EUR293 million revolving credit facility (RCF). At closing, our adjusted debt will include the proposed term loans, approximately $111 million in lease liabilities, and $15 million in pension obligations, while we net approximately $115 million in accessible cash against the debt. We expect funds from operations (FFO) cash interest coverage to remain at or above 2.5x throughout the forecast period. We expect leverage to improve to approximately 6.0x by 2027, supported by EBITDA growth and positive FOCF generation from 2027." A leading market position, global footprint, and large installed base underpin our assessment of ABB Robotics' business profile. ABB Robotics is one of the largest global industrial robotics manufacturers, ranking among the leading players alongside KUKA (BBB+/Stable/--; 'bb+' stand-alone credit profile), Fanuc, and Yaskawa (both not rated). These four companies dominate a large share of the global robotics market, reflecting the high technological requirements and scale advantages needed to compete effectively. ABB Robotics benefits from a broad global manufacturing and sales footprint across Europe (41% of 2025 sales), the U.S. (12%), and China (26%), enabling it to serve multinational customers across key industrial markets. In addition, the company maintains a large installed base of above 430,000 robots globally, representing the second-largest installed base in the industry after Fanuc. This installed base underpins a meaningful aftermarket opportunity, supporting recurring revenues through spare parts, upgrades, software solutions, and maintenance services. The company's dense global service infrastructure, strong technology capabilities, and direct customer relationships create moderate barriers to entry. ABB Robotics benefits from a global service network of more than 100 service locations and about 1,750 technicians, which supports its installed base and strengthens customer retention. The company also relies heavily on direct sales and system integration capabilities, allowing it to maintain close relationships with end customers and capture additional value through life cycle services. In addition, the robotics industry requires significant technological expertise and sustained investment in research and development (R&D), particularly in areas such as motion control, precision engineering, software integration, and automation systems. ABB Robotics maintains a large global R&D footprint with 11 locations worldwide, supporting continuous product innovation and enabling the company to compete in higher-specification robot segments. Replicating such technological capabilities, R&D investment, and global service infrastructure requires considerable scale and engineering expertise, which creates barriers to entry for new competitors. ABB Robotics' exposure to cyclical manufacturing end-markets is a key constraint. Demand for industrial robotics is closely linked to capex cycles in manufacturing industries, particularly the automotive sector, which accounts for a significant share of industry demand and approximately 40% of ABB Robotics' sales and 15% of its EBITDA in 2024. As a result, the business remains exposed to fluctuations in industrial production and investment cycles. While structural drivers such as nearshoring and reshoring production, labor shortages, and the increasing adoption of automation across general industries support longer-term demand growth, the industry historically exhibits limited pricing power, with global average selling prices declining over time due to product mix and competitive pressures. This trend is particularly evident in China, where domestic original equipment manufacturers (OEMs) have rapidly gained market share, intensifying competition and contributing to ongoing pricing pressure. Consequently, industry growth has historically been largely volume-driven rather than price-driven, which somewhat constrains margin expansion potential. Competition has intensified in recent years, particularly in China. Although ABB Robotics remains one of the global leaders in the sector, competition from emerging Chinese robotics manufacturers has increased, particularly in the domestic Chinese market. Local OEMs benefit from cost advantages, government support, and proximity to customers, which has enabled them to expand rapidly in lower- and midrange robot segments. While these competitors still lack the same global service footprint, installed base, and technological capabilities in higher-end robotics applications, their increasing scale contributes to pricing pressure and competitive intensity across the industry. ABB Robotics' global manufacturing footprint and localization strategy partly mitigate these risks and support its ability to serve multinational industrial customers. S&P also positively notes that ABB Robotics still drives profits from its Chinese operations, reflecting its value over volume strategy. Revenue visibility is mixed due to the coexistence of short-cycle equipment demand and recurring service revenues. Industrial robotics equipment typically represents a short-cycle capital goods business, with order intake sensitive to fluctuations in industrial investment and capital spending decisions by manufacturing customers. At the same time, ABB Robotics benefits from a stable and recurring service business linked to its installed base, including spare parts, maintenance, upgrades, and software-driven services. These activities provide a more resilient revenue stream and help offset some of the volatility inherent in new equipment demand. Overall, the combination of equipment sales, system integration projects, and lifecycle services results in a balanced demand profile, although earnings remain exposed to cyclical swings in industrial capex. ABB Robotics' profitability will be temporarily hampered by carve-out costs before improving as revenue grows and efficiencies are realized. S&P expects the EBITDA margin to decline to 11.5%-12.0% in 2026, corresponding to adjusted EBITDA of about $280 million, mainly reflecting carve-out-related one-off costs of at least $28 million and negative net efficiencies during the separation process. Profitability should recover to about 12.5% in 2027, supported by revenue growth and about $16 million in efficiencies, resulting in adjusted EBITDA of roughly $310 million. S&P said, "We expect FOCF generation to be held back by elevated capex in 2026 and 2027. We expect FOCF to turn negative in 2026 (about negative $30 million), primarily reflecting cash outflows related to the carve-out and elevated capex of about $210 million. The elevated capex investment level mainly relates to Project Libra, which includes the modernization of the company's Swedish manufacturing facilities and targeted capacity expansion initiatives aimed at improving operational efficiency and supporting future growth. We expect FOCF to turn positive in 2027 to about $40 million as profitability improves and capex normalizes. "The stable outlook reflects our expectation that Tulip will successfully complete the carve-out and operational separation of ABB Robotics while gradually improving profitability, supported by efficiency measures and moderate revenue growth. We therefore expect adjusted debt to EBITDA to decline to 6x by 2027, FFO cash interest coverage to remain above 2.5x, and FOCF to turn positive from 2027 as profitability improves and capital expenditures normalize. "We could lower our ratings on Tulip if debt to EBITDA increases above 8x and FFO cash interest coverage falls below 2.5x for a prolonged period, or if the company fails to generate positive free operating cash flow by 2027. This could come as a result of weaker demand in key end markets or higher-than-expected carve-out or restructuring costs. "We could raise our ratings on Tulip if our adjusted debt to EBITDA ratio reduces to below 6x, while maintaining sound FOCF generation and FFO cash interest coverage sustainably above 3x, supported by a financial policy consistent with maintaining improved credit metrics." TWIN BRIDGES 2026-1: Moody's Assigns Ba3 Rating to GBP10MM X Notes ------------------------------------------------------------------ Moody's Ratings has assigned definitive ratings to Notes issued by Twin Bridges 2026-1 plc: GBP454.3M Class A Mortgage Backed Floating Rate Notes due October 2071, Definitive Rating Assigned Aaa (sf) GBP25.3M Class B Mortgage Backed Floating Rate Notes due October 2071, Definitive Rating Assigned Aa2 (sf) GBP15.2M Class C Mortgage Backed Floating Rate Notes due October 2071, Definitive Rating Assigned A1 (sf) GBP10.1M Class D Mortgage Backed Floating Rate Notes due October 2071, Definitive Rating Assigned Baa1 (sf) GBP10M Class X Floating Rate Notes due October 2071, Definitive Rating Assigned Ba3 (sf) Moody's have not assigned a rating to the GBP1.0M Class Z Notes due October 2071. The definitive rating assigned to the Class X Notes is one notch higher than the provisional rating of (P)B1 (sf) assigned on June 15, 2026, reflecting the reduction in the Class X tranche size to 2.0% from 2.5%. RATINGS RATIONALE The Notes are backed by a revolving portfolio of UK buy-to-let loans originated by Paratus AMC Limited ("Paratus" as originator and seller, NR). The revolving period is 39 months. The transaction also includes a pre-funding period concluding on the first payment date. During the pre-funding period, additional loans may be sold into the SPV, up to the pre-funding amount of GBP115m, subject to certain pool parameters and the eligibility criteria. At closing the portfolio consists of 1,978 mortgage loans with a current balance of GBP388.0 million as of May 31, 2026. The ratings are primarily based on the credit quality of the portfolio, the structural features of the transaction and its legal integrity. The transaction benefits from a non-amortising general reserve; sized at 0.20% of the Classes A to D Notes and a liquidity reserve fund which is equal to 1.00% of the outstanding balance of Classes A and B and will amortise together with Classes A and B. The general reserve fund will be part of available revenue receipts while the liquidity reserve fund will be available to cover senior fees and costs, and Class A and B interest (in respect of the latter, if it is the most senior class outstanding and otherwise subject to a PDL condition). Paratus is the servicer and US Bank Global Corporate Trust Limited is the cash manager in the transaction. In order to mitigate the operational risk, CSC Capital Markets UK Limited (Not rated) will act as the back-up servicer facilitator. To ensure payment continuity over the transaction's lifetime the transaction documents incorporate estimation language whereby the cash manager can use the three most recent servicer reports to determine the cash allocation in case no servicer report is available. Additionally, there is an interest rate risk mismatch between the 92.57% of loans in the pool that are fixed rate and revert to Bank of England Base Rate (BBR) plus a margin, and the Notes which are floating rate securities with reference to compounded daily SONIA. To mitigate this mismatch there will be a fixed-floating scheduled amortisation swap provided by Lloyds Bank Corporate Markets plc (A1(cr) / P-1(cr)). The swap framework is in accordance with Moody's guidelines. The collateral trigger is set at loss of A3(cr) and the transfer trigger at loss of Baa3(cr). Moody's determined the portfolio lifetime expected loss of 1.1% and MILAN Stressed Loss of 9.3% related to borrower receivables. The expected loss captures Moody's expectations of performance considering the current economic outlook, while the MILAN Stressed Loss captures the loss Moody's expects the portfolio to suffer in the event of a severe recession scenario. Expected losses and MILAN Stressed Loss are parameters used by us to calibrate its lognormal portfolio loss distribution curve and to associate a probability with each potential future loss scenario in the ABSROM cash flow model to rate RMBS. Portfolio expected loss of 1.1%: This is in line with the UK buy-to-let RMBS sector average and is based on Moody's assessments of the lifetime loss expectation for the pool taking into account: (1) the portfolio characteristics, including a weighted-average current LTV of 73.3%; (2) the good performance of the seller's precedent transactions as well as the historical performance of the seller's loan book; (3) benchmarking with comparable transactions in the UK RMBS market; and (4) the current macroeconomic environment in the UK. MILAN Stressed Loss of 9.3%: This is lower than the UK buy-to-let RMBS sector average and follows Moody's assessments of the loan-by-loan information taking into account the following key drivers: (1) the portfolio characteristics including the weighted-average current LTV of 73.3% for the pool; and (2) benchmarking with comparable transactions in the UK RMBS market as well as with the previous transactions of Paratus. The principal methodology used in these ratings was "Residential Mortgage-Backed Securitizations" published in October 2024. Factors that would lead to an upgrade or downgrade of the ratings: Factors that may cause an upgrade of the ratings of the Notes include significantly better than expected performance of the pool together with an increase in credit enhancement of the Notes. Factors that would lead to a downgrade of the ratings include: (i) increased counterparty risk leading to potential operational risk of servicing or cash management interruptions; and (ii) economic conditions being worse than forecast resulting in higher arrears and losses. W.I.S.E. UNDERWRITING: Birchwood Bond & FRP Named Administrators ---------------------------------------------------------------- W.I.S.E. Underwriting Agency Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List, Court Number CR-2026-004857. David Farmer of Birchwood Bond together with Daniel Conway and Anthony Simmons of FRP Advisory Trading Limited were appointed as Joint Administrators on June 22, 2026. W.I.S.E. Underwriting was a specialized marine insurance MGA. The company's registered office is 16 Heronsgate Trading Estate, Paycocke Road, Basildon, Essex, SS14 3EU. The company's principal trading address is 28 Lime Street, London, EC3M 7HR. The Joint Administrators can be contacted at: David Farmer Birchwood Bond 170a-172 High Street Rayleigh Essex SS6 7BS -- and -- Daniel Conway Anthony Simmons FRP Advisory Trading Limited 110 Cannon Street London EC4N 6EU Further details: Jack Ross Email: Jack.Ross@birchwoodbond.com Tel: 01268 517 200 ********* 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 * * *