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251216.mbx T R O U B L E D C O M P A N Y R E P O R T E R L A T I N A M E R I C A Tuesday, December 16, 2025, Vol. 26, No. 250 Headlines A R G E N T I N A SANTA FE: Fitch Puts 'B-' Final Rating to USD800MM Sr. Unsec. Notes B A H A M A S FTX TRADING: Amended Complaint in Farmington, et al. Case Tossed B E R M U D A BORR DRILLING: EUR150MM Tap Issuance No Impact on Moody's B3 CFR BORR DRILLING: Fitch Puts 'B' Long-Term IDR on Watch Negative B R A Z I L REFINARIA DE MATARIPE: Moody's Unaffected by Consent Solicitation D O M I N I C A N R E P U B L I C DOMINICAN REPUBLIC: OKs 2026 Budget Report w/out Salary Adjustment J A M A I C A JAMAICA: IDB to Finance Largest Solar Plant by SunTerra JAMAICA: Monetary Base Rose to $435 Billion in November M E X I C O ASCEND PERFORMANCE: Seeks to Extend Exclusivity to March 17, 2026 GRUPO TELEVISA: Fitch Lowers Long-Term IDR to 'BB+', Outlook Stable P A N A M A PANAMA: Fitch Affirms 'BB+' LT Foreign-Currency IDR, Outlook Stable P E R U CAMPOSOL SA: Moody's Upgrades CFR, $312MM Sr. Unsec. Notes to B2 - - - - - ================= A R G E N T I N A ================= SANTA FE: Fitch Puts 'B-' Final Rating to USD800MM Sr. Unsec. Notes ------------------------------------------------------------------- Fitch Ratings has assigned a final longterm rating of 'B-' to the Province of Santa Fe's USD800 million 8.1% senior unsecured US-dollar notes due Dec. 11, 2034. The notes are rated at the same level as the province's Issuer Default Ratings (IDRs). These notes will be a direct, unconditional, unsecured, and unsubordinated general obligation of the province and will rank pari passu in right of payment with its other unsecured obligations. The notes are governed by and construed in accordance with the laws of the state of New York. The notes will pay principal in four installments: 25% on Dec. 11, 2031, 25% on Dec. 11, 2032, 25% on Dec. 11, 2033, and 25% on Dec. 11, 2034. The notes will accrue at a rate of 8.100% per year, payable semi-annually in arrears on June 11 and Dec. 11 of each year, beginning on June 11, 2026. The final rating is in line with the expected rating assigned on Dec. 1, 2025, as the receipt of final documentation was consistent with the information previously received. The province intends to use the net proceeds to finance public works projects pursuant to Law No. 14,409, Decree No. 1,433 dated July 4, 2025. These public works include gas pipelines, midstream electricity, roads, and social and security infrastructure. Key Rating Drivers The notes' final rating is at the same level as Santa Fe's Long-Term Foreign Currency (FC) IDR of 'B-', and it reflects the timely payment of the entity's financial obligations in FC. On Sept. 11, 2025, Fitch affirmed the Province of Santa Fe's ratings. For details, please see "Fitch Affirms Province of Santa Fe's Ratings at 'B-'; Rating Outlook Stable,". During 2020-2024, debt service coverage improved significantly on stable operating margins and stronger liquidity, resulting in negative net adjusted debt in 2024. Santa Fe continues to meet Fitch's criteria for a 'B-' rating, which is above Argentina's sovereign, supported by a strong budget, no external refinancing needs, and ample available liquidity. Santa Fe has very low leverage and high liquidity, reflected in a negative payback ratio and fiscal debt burden in 2024. At YE 2024, about 86.8% of Santa Fe's direct debt is denominated in foreign currency, unhedged and mainly in U.S. dollars. Foreign exchange (FX) risk is mitigated by the province's low debt stock, about half of which consists of low-rate, long-maturity obligations to multilateral organizations. Most of its debt has fixed interest rates. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A downgrade of the Country Ceiling would negatively affect the ratings, as would any local and regional government (LRG) regulatory restrictions on access to FX: - The IDR could be downgraded if the actual debt service coverage ratio (ADSCR) falls below 1.0x alongside a liquidity coverage ratio below 1.0x, driven by weaker operating margins and lower unrestricted cash, even if the payback ratio remains below 5x., In that scenario, Santa Fe would no longer meet the conditions to be rated above the sovereign. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - An upgrade of the Country Ceiling, together with an ADSCR sustained above 2x (versus Fitch's forward-looking scenario of 3.4x in 2025 and 2.7x in 2026), could support positive rating action, provided the payback ratio remains below 5x. Date of Relevant Committee 09-Sep-2025 Public Ratings with Credit Linkage to other ratings Santa Fe's ratings are capped by Argentina's Country Ceiling and are above the sovereign's ratings. ESG Considerations Fitch does not provide ESG relevance scores for the Province of Santa Fe. In cases where Fitch does not provide ESG relevance scores in connection with the credit rating of a transaction, program, instrument or issuer, Fitch will disclose any ESG factor that is a key rating driver in the key rating drivers section of the relevant rating action commentary. Entity/Debt Rating Prior ----------- ------ ----- Santa Fe, Province of senior unsecured LT B- New Rating B-(EXP) ============= B A H A M A S ============= FTX TRADING: Amended Complaint in Farmington, et al. Case Tossed ---------------------------------------------------------------- Chief Judge Karen B. Owens of the United States Bankruptcy Court for the District of Delaware dismissed the amended complaint in the adversary proceeding captioned as FTX RECOVERY TRUST, Plaintiff, v. FARMINGTON STATE CORPORATION (f/k/a FARMINGTON STATE BANK, d/b/a GENIOME BANK, d/b/a MOONSTONE BANK), FBH CORPORATION, and JEAN CHALOPIN, Defendants, Adv. Proc. 24-50197-KBO (Bankr. D. Del.). The motion filed by the defendants to stay discovery pending a resolution of the motion to dismiss the FTX Recovery Trust's amended complaint is denied as moot. In 2022, debtor Clifton Bay Investments LLC (formerly known as Alameda Ventures LLC) invested $11.5 million into Defendant FBH Corporation n exchange for a 10% interest in FBH. At the time of the Transfer, FBH was a holding company with a single asset valued at $5.7 million; namely an equity interest in Farmington State Bank, a single-branch bank and community lender to the small agricultural town of Farmington, Washington. FBH is owned and controlled by Defendant Jean Chalopin. In 2020, Chalopin formed FBH and orchestrated FBH's acquisition of Farmington. Though the acquisition received the approval of regulators from both the Federal Reserve and the State of Washington, it was subject to certain restrictions. This included, among other things, the requirement that written regulatory approval be obtained prior to changes in senior management, changes in the business plan, and significant forays into digital banking services. Prior to the Transfer, Chalopin was known to the FTX Group because of his affiliation with other companies that assisted with the FTX Group's banking and insurance operations, including Bahamas-based Deltec Bank and Trust Company Limited, a subsidiary of Deltec International Group, in which Chalopin has ultimate beneficial ownership of a controlling interest. The FTX Group held several accounts at Deltec Bank, which processed hundreds of thousands of transactions worth billions of dollars. Chalopin helped lay the foundation necessary for the FTX Group to move to the Bahamas, as he and Deltec Bank used their connections in the Bahamas to advance the FTX Group's interests. Having done profitable business together for years, Chalopin and the FTX Group set their sights on recreating this symbiosis of banks and cryptocurrency companies in the United States. In 2021, Chalopin became acquainted with a legal officer for the FTX Group with whom he began discussing a potential investment in FBH by the FTX Group. By January 2022, the agreement between Alameda and FBH was executed (the "Subscription Agreement") and on February 2, 2022, the Transfer was made. At the time of the Transfer, FBH contemplated a new business plan for Farmington. The FTX Recovery Trust commenced this adversary proceeding against the Defendants asserting claims for fraudulent transfer, aiding and abetting breach of fiduciary duty, and aiding and abetting corporate waste. Defendants seek dismissal of the Amended Complaint. Defendants argue that the Plaintiff has not established that Chalopin, a resident of the Bahamas, has the necessary contacts with the United States. They contend that Chalopin's only alleged contact with the forum is his interaction with an FTX Legal Officer, which is not enough to support jurisdiction. Plaintiff argues that jurisdiction over Chalopin is proper because the transaction at issue -- the Debtors' investment in FBH – arose directly from Chalopin's actions either taken within or directed towards the United States. The Court agrees with Plaintiff and finds that the facts alleged establish with reasonable particularity that there are sufficient contacts between Chalopin and the United States to support jurisdiction. Accordingly, the Amended Complaint sets forth a prima facie case of jurisdiction. Constructive Fraud (Counts II and IV) In Counts II and IV, Plaintiff seeks to avoid and recover the Transfer from Chalopin as a fraudulent transfer pursuant to sections 544, 548, and 550 of the Bankruptcy Code. Defendants move to dismiss these claims on the ground that Plaintiff has failed to plausibly allege that Chalopin was a transferee as required by section 550. The Court finds Plaintiff's allegation that the payment was made for the benefit of Chalopin, who was the controller of FBH, is insufficient to support the conclusion that Chalopin was a beneficial transferee. Accordingly, Counts II and IV will be dismissed. Aiding And Abetting Breach Of Fiduciary Duty (Count V) In Count V, Plaintiff alleges Chalopin aided and abetted Samuel Bankman-Fried's breach of his fiduciary duties by inducing the FTX Group co-founder and Chief Executive Officer to cause Alameda to invest into FBH at an inflated valuation. The Court finds Plaintiff has alleged no facts to support the conclusion that Chalopin had the level of knowledge necessary to support its claim. Nothing in the Amended Complaint suggests that Chalopin had anything more than limited insight into the FTX Group's plans regarding its investment into FBH or that Chalopin induced the investment. For these reasons, Count V will be dismissed. Aiding And Abetting Corporate Waste (Count VI) In Count VI, Plaintiff asserts a claim against Chalopin for aiding and abetting corporate waste. Defendants move to dismiss this claim for Plaintiff's failure to plead knowing participation. The Court agrees. Even assuming, arguendo, that Plaintiff has sufficiently alleged that the Transfer was an act of corporate waste, Plaintiff has not alleged facts to support the remaining elements of the claim. Accordingly, Count VI will be dismissed. Claims Against The Corporate Defendants (Counts I & III) Plaintiff seeks to avoid and recover the Transfer from Farmington and FBH as a constructive fraudulent transfer pursuant to section 548(a)(1)(B) of the Code (Count I) and section 544(b) of the Code and the Delaware Uniform Fraudulent Transfer Act ("DUFTA") (Count III). Defendants move to dismiss the constructive fraudulent transfer counts for Plaintiff's failure to allege that that the Transfer was for less than reasonably equivalent value at a time when the Debtors were insolvent. While the Court concludes that Plaintiff adequately pleads insolvency, it agrees with the Defendants that Plaintiff does not adequately plead reasonably equivalent value. Because Plaintiff has failed to allege that the Transfer was for less than reasonably equivalent value, Counts I and III will be dismissed, the Court holds. Judge Owens explains, "As correctly highlighted by the Defendants, the problem with this whole-cloth reliance upon Farmington's reported net worth at the time of the transfer for establishing lack of reasonably equivalent value is that Plaintiff ignores its own acknowledgement in the Amended Complaint that the Transfer occurred when a future business plan existed to expand Farmington from a small community bank into one offering cutting-edge cryptocurrency services. Plaintiff makes no factual allegations from which the Court can reasonably infer that the possible, future value of this plan at the time of the Transfer was less than Alameda's investment. This is an element necessary to adequately state the fraudulent transfer claims, and it is unaddressed in the Amended Complaint." A copy of the Court's Memorandum Order dated November 25, 2025, is available at https://urlcurt.com/u?l=8q92H2 About FTX Group FTX Trading Ltd., trading as FTX, formerly operated a cryptocurrency exchange and crypto hedge fund. Before its collapse in 2022, FTX was the world's second-largest cryptocurrency firm. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9, 2022, struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. SBF agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 billion in assets and liabilities, making FTX the biggest bankruptcy filer in the US that year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, represented SBF in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen was reportedly hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. * * * In October 2024, FTX won confirmation of its bankruptcy plan that cleared a path for it to start repaying as much as $16.5 billion to creditors, including former customers. FTX has said its customers will receive 100% recovery on their claims under the plan. FTX reached a deal with CFTC, in which the Commission agreed not to collect any payment from FTX until all its customers are repaid, with interest. The CFTC settlement required FTX to pay $8.7 billion in restitution and $4 billion in disgorgement, which would be used to further compensate victims for losses suffered during the exchange's collapse. ============= B E R M U D A ============= BORR DRILLING: EUR150MM Tap Issuance No Impact on Moody's B3 CFR ---------------------------------------------------------------- Moody's Ratings said that the B3 long-term corporate family rating, the B3-PD probability of default rating of Borr Drilling Limited (Borr, or the company), along with the B3 backed senior secured instrument ratings under Borr IHC Limited (Borr IHC, a wholly-owned subsidiary of the company) are unaffected by the EUR150 million tap issuance on the backed senior secured notes due November 2030 issued by Borr IHC. The outlook for both entities is stable. Net of transaction fees and expenses, proceeds from the tap issuance, alongside $80 million injection of equity capital and $150 million of a seven-year vendor loan facility, will be used to finance the $360 million acquisition of five premium jack-up rigs from Noble Finance II LLC (Noble, Ba3 stable). Out of these five units, two jack-ups currently contracted through late 2026 will be ringfenced in the restricted group for the rated notes. The remaining three uncontracted rigs will remain outside the restricted group. RATINGS RATIONALE The B3 rating of the backed senior secured notes (including the tap) are in line with Borr's B3 CFR because they represent the majority of the company's capital structure. The tap notes are fungible, rank pari passu with Borr IHC's backed senior secured notes issued in October 2023 and will add around $8 million to annual mandatory debt amortisation requirements. The transaction leaves Borr's liquidity position broadly unchanged because its proceeds are largely going to fund the rig acquisition. It however delays Borr's deleveraging trajectory compared to Moody's initial expectations because the tap issuance increases Borr's outstanding indebtedness at a time of still soft contracting activity in offshore drilling markets. Pro forma gross leverage (Moody's adjusted) of 4.2x at September 30, 2025 remains commensurate with Moody's rating guidance, but could quickly escalate if Borr fails to timely replenish its pipeline of drilling contracts. Borr's B3 CFR continues to reflect the company's: relatively large fleet, premium rig quality that translates into higher day-rates, global operational footprint, early signs of gradual pick up in tendering activity and an adequate liquidity position. Borr's B3 CFR remains constrained by the company's: exposure to highly cyclical offshore drilling expenditure; inherent industry re-contracting risks, high absolute debt quantum of $2.2 billion (pro forma at the end of September 2025) and limited delivery against stated financial policies. RATIONALE FOR STABLE OUTLOOK The stable outlook reflects Moody's expectations of a near-term slight deterioration in Borr's key credit metrics as a result of the contemplated rig acquisitions and the somewhat uncertain fleet re-contracting prospects. The stable outlook also reflects the expectation that the company will balance the interests of shareholders and creditors, any additional debt-funded acquisitions, shareholder distributions or deterioration in backlog would put pressure on the stable outlook. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Borr's ratings could be upgraded as a result of: -- Material reduction in gross debt from current levels so that its credit metrics are less sensitive to a deterioration in financial performance -- Sustained high fleet utilization, growing revenue backlog and visibility in an improving industry environment -- Moody's-Adjusted Debt / EBITDA sustainedly below 3.5x and -- Longer track record of adhering to the stated financial policy and -- Achievement and maintenance of a strong liquidity position Conversely, Borr's ratings could be downgraded following: -- Difficulty in re-contracting rigs or new contracts are signed at lower day-rates -- Sustained negative free cash flow generation, for instance as a result of a deterioration in operating performance or aggressive financial policies -- Moody's-Adjusted Debt / EBITDA sustainedly above 4.5x -- Interest coverage falling below 1.5x, or -- Weakening liquidity COMPANY PROFILE Borr provides worldwide offshore contract drilling services to the oil and gas industry. It owns and operates a modern fleet of 29 jack-up rigs (pro forma for the Noble rigs' acquisition). In the last twelve months ended September 2025, Borr generated revenue of $1,025 million and Moody's-Adjusted EBITDA of $502 million (excluding the contribution from the Noble rigs). Operational since 2018, the company is listed on the New York Stock Exchange. As of 8 December 2025, Borr had a market capitalisation of around $1,160 million. BORR DRILLING: Fitch Puts 'B' Long-Term IDR on Watch Negative ------------------------------------------------------------- Fitch Ratings has placed Borr Drilling Limited's ratings, including its Long-Term Issuer Default Rating (IDR) of 'B' and the senior secured rating on its 2028 and 2030 notes of 'B', on Rating Watch Negative (RWN). The RWN is due to the company's proposed acquisition of rigs from Noble Corporation plc (BB-/Stable) and the related incurrence of debt. The Recovery Rating on the senior secured notes will remain at 'RR4', following the transaction's close. Fitch expects to resolve the RWN by downgrading Borr's ratings by likely one notch once the acquisition has been completed. The RWN reflects the company's higher pro-forma gross debt and higher EBITDA gross leverage in excess of 4.5x by end-2026 and above 3.5x through to 2028. Fitch sees limited revenue visibility beyond 2027 from its current contract backlog. Key Rating Drivers Weak Jack-Up Market Dynamics: The jack-up rig market is weak as heightened volatility in oil and gas prices has weighed on upstream producers' development plans throughout 2025 and contract suspensions by Saudi Arabian Oil Company (Saudi Aramco, A+/Stable) have led to an oversupply of available rigs in certain regions. Fitch expects Borr's rig utilisation will remain adequate based on its assumption of stabilising use of rigs in Mexico following recent positive developments around PEMEX and some jack-up reactivations in Saudi Arabia. However, Fitch expects some of the rigs to be acquired will have low near-term utilisation, particularly as all five will have lower utilisation than Borr's existing fleet. Fitch assumes the new rigs will be able to secure similar day rates to Borr's existing fleet, at about USD125,000/day on average through to 2028 for new contract fixtures. Increased Debt Load on Acquisition: The acquisition will be funded largely by senior secured debt, including a USD150 million tap on the company's existing 2030 notes and a USD150 million six-year senior secured vendor financing. Two of the acquired rigs with long-term contracts will enter into the restricted group, backing the company's super senior revolving credit facility (RCF), senior secured RCF, and senior secured bonds, while three uncontracted rigs will be pledged to the vendor financing facility until they are put on contracts and can be rolled into the broader restricted group through additional bond issues. Structurally Higher Pro-Forma Leverage: The acquisition debt will drive near-term EBITDA gross leverage in excess of 4.5x by end-2026 under its rating case, with mid-cycle EBITDA gross leverage remaining above the 3.5x negative sensitivity for the 'B' rating despite contractual amortisation of the company's senior secured notes. Cash generation, absent dividends, may enable some voluntary gross debt reduction at the company's discretion, but Fitch does not include this in its rating case. Some Revenue Visibility: Borr's backlog was USD1.2 billion as of October 2025. At that date, 85% of fleet availability was covered by firm contracts at an average day rate of USD146,000 for 2025 and 59% was covered at USD141,000 for 2026. Coverage for 2027 remains low at 18% at an average USD154,000 a day. This partly reduces the risk to its rating case forecast, even though the backlog and, therefore, revenue visibility, have declined from last year's USD1.6 billion. Uncontracted Rigs Excluded from Recoveries: Three of the five rigs to be acquired are uncontracted and will initially be excluded from the collateral package backing the company's RCFs and bond and will instead be pledged to the USD150 million vendor loan. Its IDR analysis is based on a consolidated approach as Fitch believes the acquired rigs are strategic in nature and their associated opex and debt servicing will be funded by the broader Borr group, However, Fitch excludes from its recovery analysis the vendor loan and the EBITDA and asset values associated with these three rigs High-Specification Jack-Up Fleet: Borr's jack-up fleet, after the acquisition, remains among the newest on the market, with an average age of about nine years. Fitch expects the fleet of high-specification rigs to have fairly low run-rate capex requirements averaging about USD65 million a year, with assets able to service complex projects in a variety of geographies. Fitch expects the company's assets to be sought by customers looking to develop higher complexity, shallow-water projects where the efficiency and technical specifications of rigs are vital. This should partly insulate it against competition from standard-spec rigs and allow for more resilient day rates. No Near-Term Liquidity Constraints: Fitch expects Fitch-defined free cash flow (FCF) will remain positive from 2025, due to low maintenance capex and no further shareholder distributions, which will comfortably cover debt amortisation. Any excess cash will further strengthen liquidity over time. This leads to a manageable liquidity profile until 2028, when the company's senior unsecured convertible bond and its 2028 senior secured notes mature. Mixed Customer Base: Borr has healthy customer and geographic diversification, but retains substantial exposure to PEMEX, which has a weak financial profile and has suspended rigs and delayed payments to Borr in the past, as well as some privately-owned independent upstream producers. This is partly offset by strong relationships with other, higher quality customers, such as Saudi Aramco, QatarEnergy (AA/Stable), PTT Exploration and Production Public Company Limited (BBB+/Negative), and European oil and gas majors. Peer Analysis Fitch rates Borr in line with Viridien S.A. (B/Stable) due to similar order book volatility, but Fitch expects the latter to generate stronger FCF and maintain lower leverage and generally greater rating headroom. This is offset by Borr's higher EBITDA and access to more varied funding sources. Fitch rates Borr one notch below Valaris Limited (B+/Stable) due to the latter's higher mid-cycle EBITDA, stronger liquidity, and lower mid-cycle leverage, alongside a more diversified asset base. This is partly offset by Borr's higher EBITDA margins. Fitch’s Key Rating-Case Assumptions Utilisation rate averaging 85% for 2025-2028 Day rates averaging around USD130,000 for 2025-2028 EBITDA margin averaging about 45% for 2025-2028 Capex averaging USD65 million a year for 2025-2028 Dividend of USD5 million in 2025 and no additional dividend payments thereafter Contractual amortisation of senior secured bonds Recovery Analysis The recovery analysis assumes that Borr would be liquidated in a bankruptcy rather than reorganised as a going concern. This is driven by Borr's new assets, with several decades of useful life left and no large investment needs. Other oilfield services companies in its rating universe, such as Shelf Drilling and Valaris, have assets that are older, have less useful remaining life or require more substantial investments leading to lower asset valuations, although EBITDA generation within its forecast horizon may be similar to or even higher than that of Borr. For the purposes of the recovery calculation, Fitch includes going-concern EBITDA attributable only to the existing rig fleet and the two contracted rigs to be acquired, which will be pledged to the restricted group backing the bonds and RCFs. The other three rigs will be pledged to the vendor financing facility, which will constitute a separate creditor group. Fitch therefore only include asset values associated with the contracted rigs in its calculation of liquidation value. Fitch assumes the USD200 million super senior and USD34 million senior secured RCFs are fully drawn. The super senior RCF is senior to the senior secured bonds while the senior secured RCF is pari passu with the bonds. The senior unsecured convertible bonds are subordinated to the senior secured bonds. Its waterfall analysis, after a deduction of 10% for administrative claims, led to a waterfall-generated recovery computation (WGRC) in the 'RR4' band, indicating a 'B' instrument rating. Borr's revenue base is strongly concentrated in countries under Country Group D, which will cap Recovery Rating at 'RR4' when the amount of debt starts decreasing and imply a WGRC, before country-specific considerations, above 50%. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade -The RWN would be resolved, likely with a one-notch downgrade of Borr's ratings upon closing of the proposed acquisition Without the proposed acquisition - EBITDA gross leverage above 3.5x on a sustained basis - Major deterioration in the tenor, quality, or size of contract backlog or failure to maintain adequate fleet uilisation - Weakening liquidity and increasing refinancing risk - Adopting an aggressive financial policy, including debt-funded M&A or aggressive shareholder distributions Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - The ratings are on RWN, therefore Fitch does not expect a positive rating action Without the proposed acquisition The rating would likely have a Negative Outlook, making a positive rating action unlikely. Fitch would consider revising the Outlook to Stable, if EBITDA gross leverage declined below 3.5x on a sustained basis. - EBITDA gross leverage below 2.5x on a sustained basis, maintaining an adequate liquidity position with no near-term refinancing risk or EBITDA interest coverage sustainably over 3x may lead to an upgrade Liquidity and Debt Structure Borr's liquidity is adequate, with cash and equivalents of USD228 million as of end-3Q25, including proceeds of USD102.5 million from an equity issue in 3Q25. At end-3Q25 the company had USD234 million of availability under its RCFs, and sufficient positive FCF to cover the contractual amortisation of its senior secured notes. It has no major maturities until 2028, apart from the contractual amortisation of USD135 million a year which Fitch assumes will increase to around USD151 million from 2026 once the acquisition financing closes. Issuer Profile Borr is a contract drilling company operating a fleet of jack-up drilling rigs. 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. 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 ----------- ------ -------- ----- Borr Drilling Limited LT IDR B Rating Watch On B Borr Finance LLC senior secured LT B Rating Watch On RR4 B Borr IHC Limited senior secured LT B Rating Watch On RR4 B =========== B R A Z I L =========== REFINARIA DE MATARIPE: Moody's Unaffected by Consent Solicitation ----------------------------------------------------------------- Moody's Ratings says that the B1 corporate family rating of Refinaria de Mataripe S.A. (Acelen), the B1 rating of MC Brazil Downstream Trading S.A.R.L.'s (MC Brazil) Backed Senior Secured Global Notes, fully guaranteed by Acelen, and stable outlook at both entities are unaffected by the company's consent solicitation to amend its bond indenture and intercreditor agreement announced on December 8th, 2025. As part of the consent solicitation, Acelen will exclude limitations on onshore and offshore investment accounts, and exclude the $150 million cap on onshore cash positions without jeopardizing the risk management of the company, since the company will only invest in high quality assets. Acelen also asked to transfer funds of escrow accounts to plain vanilla accounts that will also be provided as collateral to the bonds and to amend its inventory hedging program to allow for transactions with tenors of up to 360 days compared to 90 days currently and for commodity hedging transactions in OTC markets or on regulated exchanges with a potential margining cap of $30 million, all of which will provide more flexibility to Acelen to increase the remuneration of its deposits and prevent cash leakage to third parties involved in financial transactions. There will be no changes to the company's hedging program obligations, including the cap of up to 50% in total crude hedged and continued restriction on entering into speculative positions. The company is also excluding limitations on additional indebtedness, allowing it to raise unsecured debt up to the indenture's total debt limit of $2.1 billion without covenant tests. While the exclusion of the covenant test could lead to higher leverage, Moody's believes Acelen will maintain its financial discipline and continue to pursue cost saving initiatives to continue deleveraging its balance sheet and that the company will have more financial flexibility to raise debt and repay upcoming debt amortizations of the bonds in 2026, manage working capital more efficiently and reduce financial costs. Additionally, Acelen will continue to have limitations on dividend distributions as part of its payment waterfall, which prevents shareholders' distributions unless the company amortizes through the Cash Sweep mechanism up to the Target Principal Balance ($228 million as of June 2025) in senior secured notes (which in December 2025 will amount to approximately $295 million). Finally, Acelen solicited the alignment of the language of the indenture and intercreditor agreements regarding the debt service reserve account (DSRA) requirements, to allow for the replacement of cash trap by cash or bilateral facilities (standby letter of credit), and the permitted investment basket, to allow for investments up to the basket limits, both of which were permitted under the indenture but not in the intercreditor agreement; and a waiver on transfer or sale of assets at market value upon third parties appraisal. Acelen's notes collateral package and other instrument features will remain unchanged and Acelen is offering a consent fee for the solicitation. Acelen is a refinery cluster located in the state of Bahia, Brazil, established in 1950. It has a current operating processing capacity of 302,000 barrels per day (bpd) of crude, accounting for around 14% of the total refining capacity in Brazil in 2023, and storage capacity of 3.7 million for crude and 6.2 million for refined products at the refinery. MC Brazil Downstream Trading S.A.R.L. (MC Brazil) is a private limited liability company established under the laws of Luxembourg and fully owned by Acelen. =================================== D O M I N I C A N R E P U B L I C =================================== DOMINICAN REPUBLIC: OKs 2026 Budget Report w/out Salary Adjustment ------------------------------------------------------------------ Dominican Today reports that after five days of deliberation, a bicameral congressional commission approved the 2026 budget report, omitting a long-standing provision for annual salary indexing, which critics argue undermines workers' purchasing power. The tax code, unchanged since 1992, has required salaries to be adjusted for inflation, a measure repeatedly postponed each year, now once again deferred by the commission. Francisco Javier Paulino, the commission's president, confirmed that the existing budget bill includes an article pausing the mandatory discussion on salary indexing, according to Dominican Today. Vice-Chair Senator Pedro Tineo added that no political faction formally introduced a motion on the issue during the meetings, resulting in the commission passing the report by majority vote, the report notes. Despite vocal demands from the opposition in public statements, the topic was not discussed substantively among legislators, the report relays. Opposition lawmakers, including PLD deputy Charlie Mariotti, immediately protested, with Mariotti vowing to challenge the omission during the full chamber debates, the report says. He warned they could file a constitutional challenge against the budget law, alleging that excluding salary indexing violates workers' rights and the established tax code, the report notes. Meanwhile, Senator Edward Espiritusanto of Fuerza del Pueblo criticized the budget's focus on current spending and labeled its investment component insufficient, promising his party will also oppose approval, the report discloses. With the draft budget totaling RD$1.744 trillion, equivalent to about 20.1% of GDP, now headed to votes in both the Chamber of Deputies and the Senate, the real test lies ahead, the report relays. The exclusion of salary indexing may ignite a broader debate on economic fairness and legal compliance, potentially reshaping public trust in fiscal governance, the report adds. About Dominican Republic The Dominican Republic is a Caribbean nation that shares the island of Hispaniola with Haiti to the west. Capital city Santo Domingo has Spanish landmarks like the Gothic Catedral Primada de America dating back 5 centuries in its Zona Colonial district. Luis Rodolfo Abinader Corona is the current president of the nation. TCR-LA reported in April 2019 that Juan Del Rosario of the UASD Economic Faculty cited a current economic slowdown for the Dominican Republic and cautioned that if the trend continues, growth would reach only 4% by 2023. Mr. Del Rosario said that if that happens, "we'll face difficulties in meeting international commitments." An ongoing concern in the Dominican Republic is the inability of participants in the electricity sector to establish financial viability for the system. Standard & Poor's credit rating for Dominican Republic was raised to 'BB' in December 2022 with stable outlook. Moody's credit rating for Dominican Republic was last set at Ba3 in August 2023 with the outlook changed to positive. Fitch, in December 2023, affirmed the Dominican Republic's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-' and revised the outlook to positive. ============= J A M A I C A ============= JAMAICA: IDB to Finance Largest Solar Plant by SunTerra ------------------------------------------------------- RJR News reports that the Inter-American Development Bank (IDB) will provide US$43 million in financing towards the $56 million needed for SunTerra to build Jamaica's largest solar plant by February 2026. The project is being spearheaded by Mscale through the Caribbean Venture Capital Fund, which recently acquired a 10% stake in SunTerra Energy, according to RJR News. The company will develop a 50-megawatt solar park supported by 80-megawatts of solar panels, the report notes. Construction will unfold in two phases, with plans to eventually expand the facility to 200-megawatts with battery storage, the report relays. Once completed, the plant is expected to supply up to 12% of Jamaica's electricity at a cost of just US$0.05 per kilowatt hour, far below the current average of US$0.30, the report adds. About Jamaica Jamaica is an island country situated in the Caribbean Sea. Jamaica is an upper-middle income country with an economy heavily dependent on tourism. Other major sectors of the Jamaican economy include agriculture, mining, manufacturing, petroleum refining, financial and insurance services. On Feb. 21, 2025, Fitch Ratings affirmed Jamaica's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-', with a positive rating outlook. In October 2023, Moody's upgraded the Government of Jamaica's long-term issuer and senior unsecured ratings to B1 from B2, and senior unsecured shelf rating to (P)B1 from (P)B2. The outlook has been changed to positive from stable. In September 2024, S&P affirmed 'BB-/B' longterm foreign and local currency sovereign credit ratings on Jamaica and revised outlook to positive. JAMAICA: Monetary Base Rose to $435 Billion in November ------------------------------------------------------- RJR News reports that the The Bank of Jamaica says the country's monetary base rose in November, moving from about $430 billion in October to roughly $435 billion. This was mainly due to a larger amount of currency in circulation, which climbed by about $13 billion, according to RJR News. Most of that increase came from bank notes, while coins saw only a small uptick, the report notes. Statutory reserves held by commercial banks also grew slightly, but balances in their current accounts at the central bank fell by nearly $9 billion, the report relays. The monetary base represents the sum of currency in circulation and reserves, and is linked to the difference between Jamaica's net international reserves and its domestic assets, the report adds. About Jamaica Jamaica is an island country situated in the Caribbean Sea. Jamaica is an upper-middle income country with an economy heavily dependent on tourism. Other major sectors of the Jamaican economy include agriculture, mining, manufacturing, petroleum refining, financial and insurance services. On Feb. 21, 2025, Fitch Ratings affirmed Jamaica's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-', with a positive rating outlook. In October 2023, Moody's upgraded the Government of Jamaica's long-term issuer and senior unsecured ratings to B1 from B2, and senior unsecured shelf rating to (P)B1 from (P)B2. The outlook has been changed to positive from stable. In September 2024, S&P affirmed 'BB-/B' longterm foreign and local currency sovereign credit ratings on Jamaica and revised outlook to positive. =========== M E X I C O =========== ASCEND PERFORMANCE: Seeks to Extend Exclusivity to March 17, 2026 ----------------------------------------------------------------- Ascend Performance Materials Holdings Inc. and affiliates asked the U.S. Bankruptcy Court for the Southern District of Texas to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to March 17, 2026 and May 18, 2026, respectively. The Debtors explain that it is indisputable that their cases are large and complex. These chapter 11 cases include eleven Debtor entities with a vast network of operations, thousands of parties in interest, and a complex corporate and capital structure that includes over $1.8 billion (inclusive of interest) across multiple funded debt instruments. The Debtors also have an array of active constituents, including, among others, the Committee, the Debtors' lenders, as well as each constituent's agents, trustees, and advisors, and numerous employees and contract counterparties. In addition, administering these chapter 11 cases requires significant input from the Debtors' management team and advisors on a wide range of matters necessary to bring structure and consensus to a large and complex process. Unquestionably, the size and complexity of these chapter 11 cases weigh in favor of further extending the Exclusivity Periods. The Debtors claim that additional work remains to ensure that the Plan will be confirmed and that the Debtors will be able to emerge from chapter 11 expeditiously, notwithstanding the significant progress made to date. Extending the Exclusivity Periods will provide the Debtors with the time and resources required to finalize a confirmable chapter 11 plan that is in the best interests of all stakeholders and will position the Debtors for long-term success upon emergence. The Debtors assert that since the Petition Date, the Debtors have paid their undisputed postpetition debts in the ordinary course of business as they come or as otherwise provided by orders of this Court. The Debtors further assert that an additional extension of the Exclusivity Periods will permit them to maintain flexibility without competing plans derailing their ongoing restructuring process, which is swiftly approaching confirmation and emergence. Multi-track negotiations across several plans would give rise to uncertainty to the detriment of all stakeholders and would cause substantial delay in returning value to the Debtors' creditors. Moreover, extending the Exclusivity Periods will benefit the Debtors' estates, their creditors, and all other key parties in interest and will not prejudice the Debtors' creditors especially when, as here, all creditor groups and their advisors have had, and will continue to have, an opportunity to actively participate in substantive discussions with the Debtors throughout these chapter 11 cases. All stakeholders benefit from the continued stability and predictability that a centralized process provides, which can only occur while the Debtors remain the sole potential plan proponents. The Debtors note that they have already filed a Plan, including two amended versions of the Plan thus far. The Debtors believe the Plan to be viable and will continue to work with stakeholders on finalizing its terms in the coming days and weeks. The Debtors are working diligently with key stakeholders and parties in interest to ensure the Plan can be confirmed on a fully consensual basis. Co-Counsel to the Debtors: Jason G. Cohen, Esq. Jonathan L. Lozano, Esq. BRACEWELL LLP 711 Louisiana Street, Suite 2300 Houston, Texas 77002 Tel: (713) 223-2300 Fax: (800) 404-3970 Email: jason.cohen@bracewell.com jonathan.lozano@bracewell.com Co-Counsel to the Debtors: Christopher Marcus, P.C. Derek I. Hunter, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: cmarcus@kirkland.com derek.hunter@kirkland.com About Ascend Performance The Debtors, together with their non-Debtor affiliates, are one of the largest, fully-integrated producers of nylon, a plastic that is used in everyday essentials, like apparel, carpets, and tires, as well as new technologies, like electric vehicles and solar energy systems. Ascend's business primarily revolves around the production and sale of nylon 6,6 (PA66), along with the chemical intermediates and downstream products derived from it. Common applications of PA66 include heating and cooling systems, air bags, batteries, and athletic apparel. Headquartered in Houston, Texas, Ascend has a global workforce of approximately 2,200 employees and operates eleven manufacturing facilities that span the United States, Mexico, Europe, and Asia. Ascend Performance Materials Holdings Inc. and its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 25-90127) on April 21, 2025. In the petitions signed by Robert Del Genio, chief restructuring officer, the Debtors disclosed $1 billion to $10 billion in both estimated assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Bracewell LLP and Kirkland & Ellis LLP as counsel; PJT Partners, Inc. as investment banker; FTI Consulting, Inc. as restructuring advisor; and Deloitte LLP as tax advisor. Epiq Corporate Restructuring LLC is the Debtors' claims, noticing, and solicitation agent. GRUPO TELEVISA: Fitch Lowers Long-Term IDR to 'BB+', Outlook Stable ------------------------------------------------------------------- Fitch Ratings has downgraded Grupo Televisa, S.A.B. (Televisa) Long-Term Foreign and Local Currency Issuer Default Ratings (IDRs) to 'BB+' from 'BBB-' and the foreign senior unsecured debt ratings to 'BB+' from 'BBB-'. Fitch has also downgraded Televisa's National Long-Term Rating to 'AA(mex)' from 'AA+(mex)' and the local currency senior unsecured debt ratings to 'AA(mex)' from 'AA+(mex)'. The Rating Outlook is Stable. The downgrade reflects lower-than-expected 2025 revenue and EBITDA. Higher-than-anticipated subscriber losses, mainly in the Sky segment, drove the decrease amid intensifying competition in Mexico and negative global secular trends in the Pay-TV business model. Televisa's gross leverage ratio also increased above its downgrade threshold, and FCF is lower than Fitch previously expected as the company makes network investments to improve customer experience and reduce churn. Key Rating Drivers High Leverage: As of LTM September 2025, gross leverage was 4.4x, above Fitch's negative sensitivity, while net leverage was 2.6x. Fitch expects gross leverage to remain elevated at 4.2x at YE2025 and 3.9x at YE2026, which is not in line with an investment grade rating. Total debt should decline as maturities are repaid. However, Fitch expects EBITDA to remain steady at an average of MXN 21 billion over YE2025-YE2027, which will limit deleveraging. Weak Operating Performance: Fitch expects Televisa's revenues to continue declining in 2025-2026, with YE2025 revenue around MXN 59 billion, down 5.1% year over year on a comparable basis. Fitch projects EBITDA of roughly MXN 20.4 billion at YE2025, 5.7% lower than YE2024. Although EBITDA margins should improve to 34.6% at YE2025 (from 32.3% in 2024) on cost efficiencies and synergies, these outcomes are below Fitch's prior expectations of MXN 65.8 billion in revenue and MXN 22.8 billion in EBITDA. This is mainly due to increased subscriber losses, particularly in the Sky segment, while Cable subscriber grew modestly in 2025 from its 3Q24 trough. FCF Pressure from Increased Capex: Fitch expects Televisa's FCF to be positive at year-end 2025, supported by a lower capex-to-revenue ratio versus 2023 of around 19% in 2025, down from nearly 23% in 2023. Fitch estimates CFO minus capex to debt of roughly 5.4% in 2025. However, given Televisa's mature and highly competitive industry, Fitch believes the company will likely need to increase capex to continue upgrading its network and prevent more subscriber losses. Higher capex could pressure the CFO minus capex to debt ratio and FCF generation. Moderate FX Exposure: Televisa benefits from an extended maturity profile, with approximately 70% of total debt maturing beyond 10 years. Roughly 70% of the debt is denominated in U.S. dollars. The company intends to hedge next year's USD coupon payments and holds the majority of its cash and cash equivalents in U.S. dollars. This partly mitigates its exposure to foreign exchange risk, as its cash flow generation is mainly MXN denominated. Fitch incorporates Televisa will repay its 2026 notes in January 2026 and the Certificados Bursatiles in 2027. Strong Competitive Environment: Televisa operates in a strong competitive environment as evidenced by the erosion of its market share in Pay-TV and broadband over the years. As of March 2025 (IFT), the company continues to lead in Pay-TV with a 57.4% market share and ranks second in fixed broadband with 21.0%. Competitors have been adding subscribers at a faster pace, gradually eroding Televisa's share from 64% in Pay-TV and 24% in fixed broadband in 2020. Despite a decline in Pay-TV subscribers as of September 2025, Televisa has managed to modestly grow its broadband subscriber base during 2025 after starting its strategy to retain higher-value customers. Dividends from TelevisaUnivision: Televisa owns a non-controlling stake in the U.S.-based company TelevisaUnivision, Inc. (approximately 43.3%), which benefits from scale and synergies, and is expected to receive an annual preferred dividend of close to USD41.3 million in 2025 (2024: USD41.3 million). Peer Analysis Televisa's competitive position or financial profile compare favorably with other industry peers such as Total Play Telecomunicaciones S.A.P.I. de C.V. (B-/Stable), and Axtel, S.A.B. de C.V. (BB/Stable). Televisa has greater scale than Total Play. Fitch expects Total Play to continue gaining market share from much larger incumbents over the next few years as the company increases its subscriber penetration. Regarding Axtel, the company is an undiversified fixed-line provider, has a smaller scale and lower margins. Fitch expects Axtel net leverage will trend to around 2.0x. Televisa is rated four notches below America Movil S.A.B. de C.V. (A-/Stable) and Comcast Corp. (A-/Stable). America Movil has a stronger financial structure, lower net leverage, higher degree of geographic diversification with leading positions in mobile- and fixed-broadband throughout Latin America as well as in Central Europe. Comcast is the largest video, broadband and voice provider to residential and business customers in the U.S. The company has a mix of assets within the media and entertainment sector. Comcast has sufficient financial flexibility and capacity to maintain leverage at or under 2.5x. Fitch’s Key Rating-Case Assumptions - Total revenue to decrease around 5.1% in 2025 on a comparable basis due to loss in revenue-generating units (RGUs) in Sky; - Debt repayment 2026 notes and 2027 Certificados Bursatiles ; - Cable segment RGU growth of 1.7% in 2025 compared with 2024, and Sky segment RGUs to decrease around 26% during 2025; - Dividends of around MXN1.0 billion during 2025-2027; - No share buybacks in 2025 and 2026; - Capex between MXN12 billion and MXN14 billion in 2025 and 2026. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A continue deterioration in subscriber base that leads to pressured operating margins; - Weak operating performance; - A (CFO-capex)/debt ratio below 7.5% on a sustained basis; - Weakening in liquidity; - Expectation of gross leverage above 3.8x over the medium to long term; - Dividends above historical levels; - Higher MXN depreciation could pressure the rating; - Sizable acquisitions without any clear indication of EBITDA improvement to mitigate the negative financial impact - A material fine related to the FIFA investigation. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Strong financial flexibility while maintaining stable profitability without further loss of market share. - A Gross leverage closer to 3.0x; - A (CFO-capex)/ debt ratio above 10%; while growing its cable subscribers. Liquidity and Debt Structure Fitch expects Televisa's liquidity and financial flexibility to remain strong over the rating horizon. As of September 2025, Televisa had a cash balance of MXN37.9 billion, which comfortably covers MXN4.3 billion of the current portions of long-term debt. Fitch expects that the company will repay its short-term maturities. The debt maturity profile is well spread, without any sizable bullet maturity concentration. Total debt, excluding lease liabilities under IFRS 16 amounted to MXN90 billion as of September 2025 and consists of MXN87 billion of bank debt and capital market debt, and MXN2.9 billion related to lease liabilities. Televisa has an undrawn committed credit facility with a syndicate of banks for USD500 million. It also has proven access to international and domestic capital markets, which further bolsters its financial flexibility. Issuer Profile Televisa is the leading provider of Pay-TV with a 57.4% subscriber market share and the second-largest fixed broadband operator with 21.0% subscriber market share in Mexico according to March 2025 data from IFT. 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. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Grupo Televisa S.A.B. LT IDR BB+ Downgrade BBB- LC LT IDR BB+ Downgrade BBB- Natl LT AA(mex)Downgrade AA+(mex) senior unsecured LT BB+ Downgrade BBB- senior unsecured Natl LT AA(mex)Downgrade AA+(mex) =========== P A N A M A =========== PANAMA: Fitch Affirms 'BB+' LT Foreign-Currency IDR, Outlook Stable ------------------------------------------------------------------- Fitch Ratings has affirmed Panama's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB+' with a Stable Outlook. Key Rating Drivers Ratings Affirmed: Panama's ratings are supported by high per-capita GDP, low inflation and macro-financial stability anchored by dollarization, and robust growth prospects centered around logistics activities and the strategic asset of the Panama Canal. This is counterbalanced by weaknesses in governance and public finances, including a narrow government revenue base, high and rising government debt and interest burdens, heavy reliance on external markets for funding, and weak fiscal transparency. 2025 NFPS Deficit on Target: Fitch expects the government to meet its non-financial public sector (NFPS) deficit target of 4% of GDP in 2025, down from 7.4% of GDP in 2024. Fiscal consolidation this year is being driven by the roll-off of last year's 0.7%-of-GDP arrears settlements, a 0.5pp post-drought recovery in Canal and tax revenue, and a 0.8pp statistical benefit from the pension reform (money previously flowing into individual accounts managed by the CSS social security bank can be called CSS revenue). Lower investment is contributing to consolidation but partly reflects postponement of projects, or of project payments (e.g., deferral of "turnkey" obligations by the Panama City Metro), rather than cuts. Fitch forecasts the central government deficit, relevant for sovereign financing needs and debt dynamics, to reach 6.1% of GDP this year, above the 3% budget forecast. The pension reform requires the government to make an additional USD966 million (1% of GDP) transfer to the CSS, which while neutral for the NFPS deficit drives up the central government deficit. Rising Government Debt: Fitch expects gross government debt to rise to 67.2% of GDP at end-2025 from 62.5% in 2024, and consolidated debt (net of intra-public holdings) to 61.6% from 57.2% in 2024, above the 'BB' median of 54%. Borrowing has exceeded the government's financing plan this year, given a high central government deficit and below-the-line financing needs that may be related to arrears settlement. Fitch expects government debt levels to continue to rise over the medium term, with consolidated debt reaching 64.6% of GDP by 2027. Fitch expects the interest to revenue ratio to reach 18.8% in 2025, compared to the 'BB' median of 11.4%, and rise in coming years. Medium-Term Fiscal Challenges: The 2026 budget projects a NFPS deficit of 3.5%, in line with the target revised last year, although again reliant on optimistic revenue forecasts. Fitch expects slower reduction of the NFPS deficit to 3.6% of GDP in 2026 and 3.3% in 2027. Current spending remains under pressure from subsidy programs, rising public-sector headcount and salaries, and popular demand for improved public services. Lower capex in 2024 may be difficult to sustain, as it partly reflects postponements rather than cuts, and investment plans are sizeable. Medium-term consolidation prospects are likely to hinge on better tax administration, as the government has ruled out tax reform. Weak Fiscal Transparency: Fiscal transparency remains weak. Budgets continue to overestimate revenue and spending and are subject to revisions without updated projections. Growing liabilities related to turnkey projects not included in debt statistics totaled 3.5% of GDP in March, but data has not been released since then. The authorities began publishing monthly fiscal data last year but have since moved to quarterly. Financing Strategy: The government continued to rely on short-term bank loans this year, while it has remained out of international capital markets since February 2024. The government has secured around USD5.3 billion equivalent in EUR- and CHF-denominated loans this year. The shorter-term nature of the loans (two- to three-year maturity) has contributed to larger maturity walls in 2027 and 2028 and could pose some refinancing risks, while the currency denomination could introduce some FX risk for the dollarized economy. Growth Rebound, Canal Investment Pipeline: Fitch forecasts growth to pick up to 3.8% in 2025 after falling to 2.7% in 2024 due to a historic drought that limited Panama Canal transits and the closure of the copper mine. Medium-term growth will be supported by the large investment pipeline of the Panal Canal Authority (ACP). Projects totaling more than USD8 billion, including a gas pipeline, two new ports and the Rio Indio reservoir project, are planned over the coming years. Fitch forecasts growth of 4% in 2026-2027, above the 'BB' median average of 3.7% but below Panama's 6.2% average over 2010-2019. Geopolitical tensions around Chinese influence around the Canal have eased but continue to pose some uncertainty around the status of two port concessions. CSS Reform, Limited Political Capital: President Mulino achieved his first major initiative in March 2025 with passage of a social security reform, which ensures the system's financial solvency but offers limited fiscal relief from the higher employer contribution, as an initial provision to increase the retirement age was removed. Approval of the reform led to several months of protests from various sectors and took a toll on Mulino's popularity. Other reforms that require legislative approval may be challenging to advance without a congressional majority, such as changes to address structural budget rigidities, including the 7% of GDP budget mandate for education and automatic salary increases. Mine Re-Opening Prospects: The government's next priority is a resolution of the Cobre Panama copper mine, closed in 2023 following social unrest. An environmental audit of the mine is expected to be completed by 1Q26. The mine's future remains uncertain, although there is growing optimism around a possible reopening, potentially through executive action. Public sentiment is evolving, with greater recognition of the economic and employment impact of the mine's closure, though a majority still opposes reopening, according to recent surveys. External Risks Contained: Fitch expects the current account deficit to widen to 0.8% in 2025 from a surplus of 1.9% in 2024, although data has been subject to large revisions in recent years. Net external debt is projected to reach 49.7% of GDP at end-2025, one of the highest levels in the 'BB' category. Governance: Panama has an ESG Relevance Scores (RS) of '5' [+] for Political Stability and Rights, and '5' for the Rule of Law, Institutional and Regulatory Quality and Control of Corruption. These scores reflect the high weight that the World Bank Governance Indicators (WBGI) have in Fitch's proprietary Sovereign Rating Model (SRM). Panama has a medium WBGI percentile score of 47.3, reflecting a recent track record of peaceful political transitions, a moderate level of rights for participation in the political process, moderate institutional capacity and rule of law, and a high level of corruption. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Public Finances: Failure to reduce the budget deficit that leads to a significant increase in the government debt/GDP and interest/revenue burdens, or material erosion in market borrowing conditions; - Macro: Reduced confidence in Panama's ability to sustain relatively high economic growth rates; - Structural: Further social instability or political gridlock that adversely affects the economy and public finances. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Public Finances: Structural fiscal consolidation that puts government debt/GDP and interest/revenue on a firm downward path; - Structural: Evidence of improving governance, for example via enhancements in fiscal policy credibility and predictability. Sovereign Rating Model (SRM) and Qualitative Overlay (QO) Fitch's proprietary SRM assigns Panama a score equivalent to a rating of 'BB-' on the Long-Term Foreign-Currency IDR scale. Fitch's sovereign rating committee adjusted the output from the SRM to arrive at the final the Long-Term Foreign-Currency IDR by applying its Qualitative Overlay (QO), relative to SRM data and output, as follows: - Macro: +1 notch, to offset the deterioration of GDP growth volatility variable in the SRM due to the impact of the pandemic, which Fitch expects will be temporary, and would otherwise add excess volatility to the rating. - Public Finances: +1 notch, to reflect that the SRM classifies public debt as fully denominated in foreign currency due to Panama's use of the U.S. dollar, but the well-entrenched dollarization regime mitigates foreign exchange risk on the sovereign balance sheet. - Structural: Fitch removed a -1 notch on Structural Features as the impact of weaknesses in governance has now been reflected in a lower SRM output. Fitch's SRM is a proprietary multiple regression rating model that employs 18 variables based on three-year centered averages, including one year of forecasts, to produce a score equivalent to a LT FC IDR. Fitch's QO is a forward-looking qualitative framework designed to allow for adjustment to the SRM output to assign the final rating, reflecting factors within its criteria that are not fully quantifiable and/or not fully reflected in the SRM. Debt Instruments: Key Rating Drivers Senior Unsecured Debt Equalized: The senior unsecured long-term debt ratings are equalized with the applicable long-term IDR, as Fitch assumes recoveries will be 'average' when the sovereign's long-term IDR is 'BB-' and above. No Recovery Ratings are assigned at this rating level. (See Rating Actions table below for the full set of instrument ratings.) Country Ceiling The Country Ceiling for Panama is 'A+', +6 notches above the Long-Term Foreign-Currency IDR. This uplift reflects Fitch's view that Panama's full dollarization is a longstanding and entrenched part of its economic model, which has encouraged private-sector entities to maintain strong liquidity buffers of their own in the absence of a lender-of-last-resort and reduces the sovereign's incentives to impose transfer restrictions. Fitch's Country Ceiling Model produced a starting point uplift of +2 notches above the IDR. Fitch's rating committee applied a +4-notch qualitative adjustment to this, under the Long-Term Institutional Characteristics, reflecting Panama's fully dollarized economy. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for Panama. ESG Considerations Panama has an ESG Relevance Score of '5' [+] for Political Stability and Rights as WBGIs have the highest weight in Fitch's SRM and are therefore highly relevant to the rating and a key rating driver with a high weight. As Panama has a percentile rank above 50 for the respective Governance Indicator, this has a positive impact on the credit profile. Panama has an ESG Relevance Score of '5' for Rule of Law, Institutional & Regulatory Quality and Control of Corruption as WBGIs have the highest weight in Fitch's SRM and are therefore highly relevant to the rating and are a key rating driver with a high weight. As Panama has a percentile rank below 50 for the respective Governance Indicators, this has a negative impact on the credit profile. Panama has an ESG Relevance Score of '4 [+]' for Human Rights and Political Freedoms as the Voice and Accountability pillar of the WBGI is relevant to the rating and a rating driver. As Panama has a percentile rank above 50 for the respective Governance Indicator, this has a positive impact on the credit profile. Panama has an ESG Relevance Score of '4 [+]' for Creditor Rights as willingness to service and repay debt is relevant to the rating and is a rating driver for Panama, as for all sovereigns. As Panama has a track record of 20+ years without a restructuring of public debt and captured in Fitch's SRM variable, this has a positive impact on the credit profile. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Panama LT IDR BB+ Affirmed BB+ ST IDR B Affirmed B Country Ceiling A+ Affirmed A+ senior unsecured LT BB+ Affirmed BB+ ======= P E R U ======= CAMPOSOL SA: Moody's Upgrades CFR, $312MM Sr. Unsec. Notes to B2 ---------------------------------------------------------------- Moody's Ratings has upgraded Camposol S.A. 's ("Camposol") Corporate Family Rating and the rating on its 6% $312 million Backed Senior Unsecured Notes due 2027 and guaranteed by Camposol's parent company, CSOL Holding Ltd. to B2 from B3. The outlook remains positive. The ratings action reflects Camposol's improved operating performance, credit metrics and liquidity. Camposol has launched a cash tender offer for its $312 million notes due 2027. As part of its broader strategic financing plan, the company recently closed a new five-year $400 million senior unsecured term loan that includes a two-year grace period, followed by semi-annual amortizations starting in year three and a 35% balloon payment at maturity. The new facility will support growth investments, sustainability initiatives, operational efficiencies, and general corporate purposes, including prudent balance sheet and liability management, aligned with the company's strategic planning. Following these transactions, Moody's expects the company's debt protection metrics to remain consistent with the company's current ratings. The positive outlook of Camposol's ratings reflects Moody's views that, despite intra quarterly liquidity swings, the company will have enough liquidity sources to cover these gaps. It also incorporates Moody's views that, Camposol's credit metrics will remain sound for the rating category. RATINGS RATIONALE The B2 ratings of Camposol reflect its position as a vertically integrated producer of fresh and frozen fruits, its portfolio of fruits with increasing demand and the expertise of its senior management. The B2 ratings also incorporate the company's evolving track record of prudent risk management, including an internal net leverage target of 3.5x and adequate liquidity, considering committed facilities and an improved working capital cycle. At the same time, the ratings incorporate volatility associated to the commoditized nature of the company's cash flows, coupled with exposure to weather events, which pressure working capital through the cycle. The ratings also reflect Camposol's relatively small size when compared to other rated peers; as well as operating concentration in blueberries and in Peru. As of September 2025, Camposol's liquidity is adequate with sources totaling $118 million, that includes $30 million in cash, and its $60 million committed facility with Rabobank and $25 million committed facility with Santander, both available for 2 years. These liquidity sources and around $115 million in CFO (cash flow from operations) that Moody's expects Camposol to generate in 2026, will be enough to cover $148 million in short term debt. Camposol also has advised credit facilities with multiple local and international banks that amount close to $350 million and are renewed on an annual basis. Given the cyclical nature of its operations, Moody's expects Camposol's working capital lines to be around $100 million, particularly in 2Q and 3Q when the company builds up inventory. Moody's also expects the company to continue renewing its committed credit facilities. Camposol has the ability to provide blueberries throughout the year maintaining consistent quality, which is a competitive advantage that allows for room to improve commercial terms and conditions. In 2023, Camposol executed a cost savings program which contributed to increase margins and cash flow generation. For the last twelve months ended September 2025, the company's CFO was $106 million, fueled by higher volumes. Going forward, Moody's expects a steady increase in CFO, supported by increased scale, driven from planted areas that will reach its productive stage in 2025 and 2026 and a more favorable working capital management. Moody's also expects the company to generate neutral free cash flow, considering an increase in capex in 2025 and 2026 to fund growth and dividend payments at around $20 million. The company does not have a dividend policy. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Camposol's ratings could be upgraded if the company builds a track record of maintaining an adequate liquidity position through the cycle with liquidity sources covering at least 1.0x short term debt. A more comfortable maturity profile would also be positive for the ratings. Quantitatively the ratings could be upgraded if the company maintains debt/EBITDA below 3.5x, EBITDA/interest expense above 3.0x and retained cash flow (cash flows before working capital minus dividends)/net debt above 15% on a sustained basis, while generating positive FCF. Longer term, positive pressure could arise should the company increases its size, segment or geographic diversification. Conversely, the outlook could be revised back to stable if Camposol's operational performance weakens, resulting in lower-than-expected cash flow generation or increased volatility. Negative pressure could occur, should Camposol's liquidity worsens, due to negative FCF, inability to rollover its short term debt or if the company's retained cash flow / net debt declines below 10%. Negative pressure could also arise if Camposol's adj. debt/EBITDA approaches 5x without clear prospects of improvement or EBITDA/interest expense declines below 2.5x. The principal methodology used in these ratings was Protein and Agriculture published in October 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. Based in Lima, Peru, Camposol S.A. is the main operating subsidiary of CSOL Holding Ltd. and a vertically integrated producer of branded fresh fruit. The company's main products are avocados and blueberries, which are sold to the largest retailers and wholesalers in the world. Camposol reported revenue of $590 million and EBITDA of $144 million for the last 12 months that ended September 2025. ********* 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-Latin America 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, Joy A. Agravante, Rousel Elaine T. Fernandez, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2025. All rights reserved. ISSN 1529-2746. 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 Latin America subscription rate is US$775 per half-year, delivered via e-mail. 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