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T R O U B L E D C O M P A N Y R E P O R T E R
Sunday, November 30, 2025, Vol. 29, No. 333
Headlines
3650R 2022-PF2: Fitch Affirms 'B-sf' Rating on Class J-RR Debt
A10 2025-FL6: Fitch Assigns 'B-sf' Final Rating on Class G Notes
AFFIRM ASSET 2024-A: DBRS Confirms BB Rating on Class E Notes
ALLY BANK 2025-B: Moody's Assigns B2 Rating to Class F Notes
AMDR ABS 2025-1: DBRS Finalizes BB(low) Rating on Class B Notes
ARBOR REALTY 2021-FL4: DBRS Confirms B(low) Rating on G Notes
ATLAS SENIOR XV: S&P Lowers Class E Notes Rating to 'B (sf)'
ATLAS SENIOR XVI: S&P Affirms BB- (sf) Rating on Class E Notes
BANK 2021-BNK32: Fitch Affirms 'B-sf' Rating on Two Tranches
BANK 2023-BNK46: Fitch Affirms 'B-sf' Rating on Two Tranches
BANK OF AMERICA 2016-UBS10: DBRS Cuts Rating on Cl. E Debt to Csf
BBCMS MORTGAGE 2025-5C38: Fitch Gives 'Bsf' Rating on Class G Certs
BEAR STEARNS 2007-AR4: Moody's Ups Rating on II-A-2B Certs to Caa2
BELLEMEADE RE 2025-1: DBRS Finalizes B Rating on Class B1 Notes
BENCHMARK 2018-B1: Fitch Lowers Rating on Class C Debt to 'BBsf'
BLACK DIAMOND 2025-2: S&P Assigns BB- (sf) Rating on Class E Notes
BLP TRUST 2025-IND2: Moody's Assigns Ba2 Rating to Cl. E Certs
BUSINESS LOAN 2007-A: S&P Withdraws 'CC(sf)' rating on Cl. D Notes
BX TRUST 2017-CQHP: Moody's Lowers Rating on Cl. B Certs to B1
BX TRUST 2025-DELC: DBRS Gives Prov. B(high) Rating on HRR Certs
CAFL 2025-RRTL2: DBRS Finalizes B(low) Rating on Class M2 Notes
CARVANA AUTO 2025-P4: S&P Assigns BB- (sf) Rating on Class N Notes
CBAMR 2019-11R: Fitch Assigns 'BB-(EXP)sf' Rating on Cl. E-R Notes
CEDAR FUNDING VII: Fitch Assigns 'BB-sf' Rating on Class E-R2 Notes
CHI COMMERCIAL 2025-110W: Fitch Gives BB-(EXP) Rating on HRR Certs
CIFC FUNDING 2017-IV: Moody's Affirms Ba2 Rating on $34.3MM D Notes
CIFC FUNDING 2025-VII: Fitch Assigns 'BB-(EXP)sf' Rating on E Notes
CIFC FUNDING 2025-VIII: Fitch Assigns BB-(EXP)sf Rating on E Notes
CITIGROUP 2015-GC31: DBRS Confirms C Rating on 2 Classes
CITIGROUP 2016-P6: Fitch Lowers Rating on Two Tranches to 'B-sf'
COMM 2013-CCRE6: DBRS Confirms C Rating on Class F Certs
COMM 2014-UBS3: DBRS Cuts 2 Classes Certs Rating to D
CORNHUSKER FUNDING 1A: DBRS Confirms B Rating on Class C Notes
CORNHUSKER FUNDING 1B: DBRS Confirms B Rating on Class C Notes
CORNHUSKER FUNDING 1C: DBRS Confirms B Rating on Class C Notes
CQS US 5: Fitch Assigns BB-sf Rating on Cl. E Notes, Outlook Stable
DEEPHAVEN RESIDENTIAL 2025-CES1: DBRS Rates Class B2 Notes 'Bsf'
EFMT 2025-RTL1: DBRS Finalizes B(low) Rating on Class M2 Notes
ELP COMMERCIAL 2025-ELP: Fitch Rates Class HRR Certs 'B+sf'
FHF ISSUER 2025-2: DBRS Gives Prov. BB Rating on Class E Notes
FINANCE OF AMERICA 2025-HB1: DBRS Finalizes BB Rating on M4 Notes
FREDDIE MAC 2025-MN12: Fitch Assigns BB-sf Rating on Cl. M-2 Notes
GALAXY 36 CLO: S&P Assigns Prelim BB- (sf) Rating on Class E Notes
GCAT 2025-NQM7: Moody's Assigns (P)B2 Rating to Cl. B-2 Certs
GREENSKY HOME 2025-3: Fitch Assigns 'BBsf' Rating on Class E Debt
GS MORTGAGE 2021-ROSS: DBRS Confirms C Rating on 3 Classes
GS MORTGAGE 2025-NQM6: Fitch Assigns B(EXP) Rating on Cl. B-2 Certs
HARVEST SBA 2024-1: DBRS Confirms BB Rating on Class C Notes
HERTZ VEHICLE III: DBRS Confirms Credit Ratings on 28 Securities
HERTZ VEHICLE III: Moody's Assigns (P)Ba2 Rating to 2025-5 D Notes
HOMES 2025-AFC4: S&P Assigns B (sf) Rating on Class B-2 Notes
HPS LOAN 15-2019: Fitch Assigns 'BB-sf' Rating on Class E-R2 Notes
ICG US 2018-1: Moody's Affirms Ba3 Rating on $18MM Class D Notes
ICG US CLO 2025-2: S&P Assigns Prelim BB-(sf) Rating on Cl. E Notes
INVESCO US 2025-3: Fitch Assigns 'BB-sf' Rating on Class E Notes
JP MORGAN 2021-410T: DBRS Confirms B Rating on Class D Certs
JP MORGAN 2025-HE3: Fitch Gives B-(EXP) Rating on Class B3 Certs
JP MORGAN 2025-INV2: Fitch Gives B-(EXP) Rating on Class B5 Certs
JPMCC 2012-CIBX: DBRS Confirms C Rating on 3 Classes
KENNEDY LEWIS 23: S&P Assigns BB- (sf) Rating on Class E Notes
KKR CLO 33: S&P Affirms 'B (sf)' Rating on Class E Notes
KKR FINANCIAL 2013-1: Fitch Assigns BB-sf Rating on Cl. E-R3 Notes
LENDINGCLUB 2025-SP2: Fitch Assigns 'Bsf' Rating on Class F Notes
LIGHTHOUSE PARK: Fitch Assigns 'BB-sf' Rating on Class E Notes
MF1 2024-FL15: DBRS Confirms B(low) Rating on 3 Note Classes
MORGAN STANLEY 2025-NQM9: S&P Assigns B (sf) Rating on B-2 Certs
MOUNTAIN VIEW XVI: S&P Assigns Prelim BB-(sf) Rating on E-RR Notes
MSBAM COMMERCIAL 2012-CKSV: DBRS Confirms B Rating on Cl. CK Certs
NASSAU 2019: Fitch Hikes Rating on Class B Notes to 'BBsf'
NEUBERGER BERMAN 49: Fitch Assigns 'BB-sf' Rating on Cl. E-R2 Notes
NEW RESIDENTIAL 2025-NQM6: Fitch Gives B-(EXP) Rating on B-2 Notes
NLT 2025-NQM1: S&P Assigns B (sf) Rating on Class B-2 Notes
OAKTREE CLO 2025-33: S&P Assigns Prelim BB- (sf) Rating on E Notes
OBX 2025-NQM22: Fitch Gives 'B-(EXP)sf' Rating on Class B2 Certs
OBX 2025-R1: S&P Assigns Prelim B- (sf) Rating on Class B-2 Notes
OCP CLO 2014-5: S&P Assigns B+ (sf) Rating on Class D-R Notes
OCTANE RECEIVABLES 2025-RVM1: S&P Assigns 'BB+' Rating on E Notes
ORION CLO 2023-1: Fitch Assigns BB-sf Final Rating on Cl. E-R Notes
PRPM 2025-NQM5: DBRS Finalizes B(high) Rating on Class B2 Certs
PRPM 2025-RCF6: Fitch Assigns 'BB-(EXP)sf' Rating on Cl. M-2 Notes
RATE MORTGAGE 2025-J3: DBRS Finalizes B(low) Rating on Cl. B5 Notes
RATE MORTGAGE 2025-J3: Moody's Assigns B3 Rating to Cl. B-5 Certs
RCKT MORTGAGE 2025-CES11: Fitch Assigns 'Bsf' Rating on 6 Tranches
REGATTA XXIII: Fitch Assigns 'BB-sf' Rating on Class E-R Notes
RR 42: Fitch Assigns BB-sf Rating on Cl. D-R Notes, Outlook Stable
SCULPTOR CLO XXXVII: Moody's Assigns (P)Ba3 Rating to $12MM E Notes
SDART 2025-4: Fitch Assigns 'BBsf' Final Rating on Cl. E Notes
SEQUOIA MORTGAGE 2025-12: Fitch Rates Class B5 Certs 'Bsf'
SG COMMERCIAL 2020-COVE: DBRS Confirms B(low) Rating on F Certs
SILVER POINT 13: Fitch Assigns 'BBsf' Rating on Class E Notes
SIXTH STREET 31: Fitch Assigns 'BB-(EXP)sf' Rating on Class E Notes
SLM STUDENT 2003-10: Moody's Lowers Rating on Cl. B Certs to B2
SPLITERO TRUST 2025-1: DBRS Gives Prov. B Rating on B2 Notes
STRUCTURED ASSET 2006-BC5: Moody's Ups Rating on A1 Certs from Ba3
THAYER PARK: S&P Affirms B- (sf) Rating on Class E-R Notes
TRUPS FINANCIALS 2025-3: Moody's Assigns (P)Ba3 Rating to D Notes
TRYSAIL CLO 2021-1: S&P Assigns BB- (sf) Rating on Cl. E-R Notes
UBS-BARCLAYS COMMERCIAL 2012-C4: DBRS Confirms C Rating on F Certs
UNLOCK HEA 2025-2: DBRS Finalizes BB Rating on Class C Notes
UPG HI 2025-2: Fitch Assigns 'BBsf' Rating on Class C Notes
WELLESLEY PARK: S&P Assigns BB- (sf) Rating on Class E Notes
WFRBS COMMERCIAL 2014-C21: DBRS Confirms C Rating on Class F Certs
WHITEBOX CLO I: S&P Assigns Prelim BB- (sf) Rating on E-R3 Notes
[] Fitch Takes Rating Actions on 23 FFELP SLABS
[] Moody's Takes Rating Action on 13 Bonds from 7 US RMBS Deals
[] Moody's Takes Rating Action on 22 Bonds from 10 US RMBS Deals
[] Moody's Upgrades Ratings on 10 Bonds from 2 US RMBS Deals
[] Moody's Upgrades Ratings on 12 Bonds from 8 US RMBS Deals
[] Moody's Upgrades Ratings on 26 Bonds from 4 US RMBS Deals
*********
3650R 2022-PF2: Fitch Affirms 'B-sf' Rating on Class J-RR Debt
--------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of 3650R 2022-PF2 Commercial
Mortgage Trust. The Rating Outlooks for classes E-RR and F-RR have
been revised to Stable from Negative. The Rating Outlooks for
classes G-RR and J-RR are Negative.
Entity/Debt Rating Prior
----------- ------ -----
3650R 2022-PF2
A-1 88575JAS7 LT AAAsf Affirmed AAAsf
A-2 88575JAT5 LT AAAsf Affirmed AAAsf
A-3 88575JAU2 LT AAAsf Affirmed AAAsf
A-4 88575JAV0 LT AAAsf Affirmed AAAsf
A-5 88575JAW8 LT AAAsf Affirmed AAAsf
A-S 88575JAZ1 LT AAAsf Affirmed AAAsf
A-SB 88575JAX6 LT AAAsf Affirmed AAAsf
B 88575JBA5 LT AA-sf Affirmed AA-sf
C 88575JAA6 LT A-sf Affirmed A-sf
D 88575JAC2 LT BBBsf Affirmed BBBsf
E-RR 88575JAE8 LT BBB-sf Affirmed BBB-sf
F-RR 88575JAG3 LT BBsf Affirmed BBsf
G-RR 88575JAJ7 LT B+sf Affirmed B+sf
J-RR 88575JAL2 LT B-sf Affirmed B-sf
KEY RATING DRIVERS
Stable Performance and 'Bsf' Loss Expectations: Deal-level 'Bsf'
ratings case losses are 4.6%, in line with 4.7% at the last rating
action. There are nine Fitch Loans of Concern (FLOCs; 30.4% of the
pool), with no loans in special servicing.
The affirmations and the revision of Outlooks to Stable from
Negative on classes E-RR and F-RR reflect overall stable pool
performance since the last rating action, as well as a lack of
exposure to delinquent or specially serviced loans or near-term
losses.
The Negative Outlooks on classes G-RR and J-RR reflect the high
FLOC concentration and potential for downgrades should Ace Hotel &
Swim Club fail to stabilize and expected losses increase with
respect to the larger FLOCs, which include Central States
Industrial Portfolio, Triple Net Portfolio, Art Ovation Hotel, 500
Delaware and Patewood Corporate Center.
Largest Contributors to Loss: The largest overall contributor to
loss expectations, Ace Hotel & Swim Club (5.4%), is secured by the
leasehold interest in a 179-room boutique full-service hotel
subject to an 85-year ground lease agreement, which expires in
2107. The hotel is situated in the heart of Palm Springs, CA. The
loan is on the servicer's watchlist due to the debt service
coverage ratio (DSCR) breaching the 1.20x threshold and the loan
was designated a FLOC due to a decline performance.
Cashflow has been impacted by a decline in room revenue. As of TTM
June 2025, DSCR was 0.89x, down from 1.51x at YE 2024 and 2.12x at
YE 2023. Occupancy declined to 48% as of March 2025 from 49% at YE
2024 and 59% at YE 2023.
Per the TTM September 2025 STR report, the property is slightly
underperforming its comp set. The penetration rates were 100% for
occupancy, 96.6% for average daily rate (ADR) and 96.6% for revenue
per average room (RevPAR). Fitch submitted an inquiry requesting
the further insight on the drivers contributing to the continued
performance decline but did not receive a response. Fitch's 'Bsf'
rating case loss of 15.9% (prior to concentration adjustments)
reflects a 11.5% cap rate and 15% stress to YE 2024 net operating
income (NOI). Fitch's current NCF represents a 38% decline from
Fitch's NCF at issuance.
The second-largest overall contributor to loss expectations, Triple
Net Portfolio (7.4%), is secured by 14 industrial properties
totaling 806,752-sf located in Ohio (2), Oklahoma (2), California
(4), Michigan (1), New York (1), Ohio (1), Utah (1), Texas (1) and
Illinois (1). The two largest tenants are Hunter Defense
Technologies (29.7%; expires Feb. 15, 2030) and Victor Energy
(26.3%; 9.1% expires Oct. 13, 2026).
No other tenant comprises more than 9.4% of NRA. Hunter Defense
Technologies recently extended its lease from February 2025 to
2030. The loan remains a FLOC following the loss two tenants since
2024: Kuusakoski Glass Recycling (6.9% NRA and 3% rent) vacated at
their June 2024 lease expiration and Myler Disability (6.6% NRA and
11.2% rent) vacated at their March 2025 lease expiration.
Upcoming rollover includes 6.6% (11.2% rent) in 2025 and 9.1% (3.2%
rent) in 2026. Servicer-reported occupancy was 93.1% at YE 2024 but
is expected to have declined to approximately 87% following the
loss of Myler Disability. DSCR was 1.10x at YE 2024, down from
1.45x at YE 2023 and 2.00x at YE 2022. YE 2024 cashflow declined
significantly from YE 2023 due to increased professional fee
expenses.
The servicer indicated the increase was attributed to legal
expenses incurred in connection with a tenant dispute that has
since been largely resolved. Fitch's 'Bsf' rating case loss of 7.1%
(prior to concentration adjustments) reflects a 9.0% cap rate and a
7.5% stress to the YE 2023 NOI as YE 2024 may have included a
non-recurring expense item.
The third-largest overall contributor to loss expectations, Art
Ovation Hotel (3.8%), is secured by a 162-unit hotel property
located in Sarasota, FL. The hotel is part of Marriott
International, Inc., under the Autograph Collection flag. Servicer
reported occupancy was 80.9% at June 2025, compared to 81.6% at YE
2024 and 83.8% at YE 2023. DSCR was 1.60x at TTM June 2025,
compared to 1.46x at YE 2024 and 1.77x at YE 2023.
The loan is currently amortizing as its interest only period ended
in 2024. Per the TTM June 2025 STR report, the property is
outperforming its comp set. The penetration rates were 110.7% for
occupancy, 102.8% for ADR and 113.8% for RevPAR. Fitch's 'Bsf'
rating case loss of 7.9% (prior to concentration adjustments)
reflects a 11.25% cap rate and cashflow based on a holdback
analysis.
Minimal Change to Credit Enhancement (CE): As of the October 2025
distribution date, the pool has been reduced by 0.8%. There are no
defeased loans or losses to date. Interest shortfalls of
approximately $13,000 are impacting the non-rated N-RR. class
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades to the 'AAAsf' and 'AAsf' category rated classes are not
considered likely due to their senior position in the capital
structure and expected continued increases in CE but may occur
should interest shortfalls occur or are expected to occur.
Downgrades to 'Asf' and 'BBBsf' category rated classes could occur
should deal-level loss expectations increase and/or the FLOCs fail
stabilize.
Downgrades to 'BBsf' and 'Bsf' category rated classes could occur
with an increase in loss expectations caused by further performance
deterioration, particularly the Ace Hotel & Swim Club, Central
States Industrial Portfolio, Triple Net Portfolio, Art Ovation
Hotel, 500 Delaware and Patewood Corporate Center loans and/or
transfer of FLOCs to special servicing.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades to 'AAsf' and 'Asf' category rated classes would occur
with improvements in CE from paydowns and/or loan amortization
coupled with stable-to improved loss expectations and performance
stabilization of FLOCs.
Upgrades to 'BBBsf' and 'BBsf' category rated classes would be
limited based on sensitivity to concentrations or the potential for
future concentration and would only occur with a sustained improved
performance of the FLOCs.
Upgrades to the 'Bsf' category rated classes are not likely until
later years in the transactions and would occur with improvements
in CE and performance stabilization of FLOCs.
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.
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.
A10 2025-FL6: Fitch Assigns 'B-sf' Final Rating on Class G Notes
----------------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to A10
2025-FL6 Issuer, LLC as follows:
- $185,500,000a class A 'AAAsf'; Outlook Stable;
- $59,062,000a class A-S 'AAAsf'; Outlook Stable;
- $22,313,000a class B 'AA-sf'; Outlook Stable;
- $20,562,000a class C 'A-sf'; Outlook Stable;
- $14,438,000a class D 'BBBsf'; Outlook Stable;
- $6,125,000a class E 'BBB-sf'; Outlook Stable;
- $8,312,000b class F 'BB-sf'; Outlook Stable;
- $8,313,000b class G 'B- sf'; Outlook Stable.
The following class is not rated by Fitch:
- $25,375,000b Income Notes.
(a) Privately placed and pursuant to Rule 144A.
(b) Horizontal risk retention interest, totaling 12.000% of the
notional amount of the notes.
The approximate collateral interest balance as of the cutoff date
is $350 million and does not include future funding.
The ratings are based on information provided by the issuer as of
Nov. 24, 2025.
Transaction Summary
The notes are collateralized by 21 loans secured by 27 commercial
properties with an aggregate principal balance of $293,283,763 as
of the cut-off date. The pool also includes ramp-up collateral
interest of $56.7 million.
The loans were contributed to the trust by A10 CRE CLO Seller, LLC.
The servicer and special servicer are A10 Capital, LLC. The trustee
is Wilmington Trust, National Association, and the note
administrator is Computershare Trust Company, National Association.
The notes follow a sequential paydown structure.
Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 30.9% of the loans by
balance, and cash flow analysis and asset summary reviews on 100%
of the pool.
KEY RATING DRIVERS
Fitch Net Cash Flow: Fitch performed cash flow analyses on 16 loans
in the pool (91.0% by balance). Fitch's resulting aggregate net
cash flow (NCF) of $17.6 million represents a 9.6% decline from the
issuer's aggregate underwritten NCF of $19.5 million, excluding
loans for which Fitch utilized an alternate value analysis.
Aggregate cash flows include only the pro-rated trust portion of
any pari passu loan.
Lower Fitch Leverage: The pool has lower leverage than recent CRE
CLO transactions rated by Fitch. The pool's Fitch loan‐to‐value
(LTV) ratio of 117.9% is lower than both the 2025 YTD and 2024 CRE
CLO average of 140.7%. The pool's Fitch NCF debt yield (DY) of
7.95% is higher with both the 2025 YTD and 2024 CRE CLO averages of
6.4% and 6.5%, respectively.
Better Pool Diversity: The pool diversity is better than recently
rated Fitch CRE CLO transactions. The top 10 loans make up 66.2% of
the pool, which is higher than the 2025 YTD average of 61.0% and
lower than the 2024 CRE CLO average 70.5%. Fitch measures loan
concentration risk using an effective loan count, which accounts
for both the number and size of loans in the pool. The pool's
effective loan count is 17.6. Fitch views diversity as a key
mitigant to idiosyncratic risk. Fitch raises the overall loss for
pools with effective loan counts below 40.
Limited Amortization: The pool is 51.1% comprised of IO loans,
based on fully extended loan terms. This is worse than both the
2025 YTD and 2024 CRE CLO averages of 72.0% and 56.8%,
respectively. As a result, the pool is expected to have 0.7%
principal paydown by fully extended maturity of the loans. By
comparison, the average scheduled paydowns for Fitch‐rated U.S.
CRE CLO transactions during 2025 YTD and 2024 were 0.5% and 0.6%,
respectively.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Declining cash flow decreases property value and capacity to meet
its debt service obligations. The table below indicates the
model-implied rating sensitivity to changes in one variable, Fitch
NCF:
- Original Rating: 'AAAsf' / 'AAAsf' / 'AA-sf' / 'A-sf' / 'BBBsf' /
'BBB-sf' / 'BB-sf' / 'B-sf';
- 10% NCF Decline: 'AAAsf' / 'AA+sf' / 'AA-sf' / 'A-sf' / 'BBB-sf'
/ 'BB+sf' / 'BB-sf' / 'B-sf'.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Improvement in cash flow increases property value and capacity to
meet its debt service obligations. The table below indicates the
model-implied rating sensitivity to changes to in one variable,
Fitch NCF:
- Original Rating: 'AAAsf' / 'AAAsf' / 'AA-sf' / 'A-sf' / 'BBBsf' /
'BBB-sf' / 'BB-sf' / 'B-sf';
- 10% NCF Increase: 'AAAsf' / 'AAAsf' / 'AAAsf' / 'AA-sf' / 'A-sf'
/ 'BBB+sf' / 'BBB-sf' / 'BBsf'.
SUMMARY OF FINANCIAL ADJUSTMENTS
Cash Flow Modeling
This transaction utilizes note protection tests to provide
additional credit enhancement (CE) to the investment-grade
noteholders, if needed. The note protection tests comprise an
interest coverage test and a par value test at the 'BBB-' level
(class E) in the capital structure. Should either of these metrics
fall below a minimum requirement then interest payments to the
retained notes are diverted to pay down the senior most notes. This
diversion of interest payments continues until the note protection
tests are back above their minimums.
As a result of this structural feature, Fitch's analysis of the
transaction included an evaluation of the liabilities structure
under different stress scenarios. To undertake this evaluation,
Fitch used the cash flow modeling referenced in the Fitch criteria
"U.S. and Canadian Multiborrower CMBS Rating Criteria". Different
scenarios were run where asset default timing distributions and
recovery timing assumptions were stressed.
Key inputs, including Rating Default Rate (RDR) and Rating Recovery
Rate (RRR), were based on the CMBS multiborrower model output in
combination with CMBS analytical insight. The cash flow modeling
results showed that the default rates in the stressed scenarios did
not exceed the available CE in any stressed scenario.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by KPMG LLP. The third-party due diligence described in
Form 15E focused on a comparison and re-computation of certain
characteristics with respect to each of the mortgage loans. Fitch
considered this information in its analysis, and it did not have an
effect on Fitch's analysis or conclusions.
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.
AFFIRM ASSET 2024-A: DBRS Confirms BB Rating on Class E Notes
-------------------------------------------------------------
DBRS, Inc. confirmed five credit ratings from Affirm Asset
Securitization Trust 2024-A.
Debt Rating Action
---- ------ ------
Class A notes AAA (sf) Confirmed
Class B Notes AA (sf) Confirmed
Class C Notes A (sf) Confirmed
Class D Notes BBB (sf) Confirmed
Class E Notes BB (sf) Confirmed
The credit rating actions are based on the following analytical
considerations:
-- The transaction is currently revolving
-- Current credit enhancement (CE) is in line with initial levels
-- Charge-offs are currently above the initial expectation
-- As a percentage of the initial collateral balance, total
delinquencies have been stable in recent months
-- The level of hard CE is in the form of overcollateralization,
subordination, and amounts held in reserve fund available in the
transaction. Hard CE and estimated excess spread are sufficient to
support Morningstar DBRS' current credit rating levels
-- The collateral performance to date and Morningstar DBRS'
assessment of future performance
-- The transaction parties' capabilities with regard to
origination, underwriting, and servicing
-- The transaction assumptions consider Morningstar DBRS' baseline
macroeconomic scenarios for rated sovereign economies, available in
its commentary "Baseline Macroeconomic Scenarios For Rated
Sovereigns: September 2025 Update," published on September 30,
2025. These baseline macroeconomic scenarios replace Morningstar
DBRS' moderate and adverse COVID-19 pandemic scenarios, which were
first published in April 2020.
Mo Morningstar DBRS' credit ratings on the applicable classes
address the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
Where applicable, a description of these financial obligations can
be found in the transactions' respective press releases at
issuance.
ALLY BANK 2025-B: Moody's Assigns B2 Rating to Class F Notes
------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to the notes issued
by Ally Bank Auto Credit-Linked Notes, Series 2025-B (ABCLN
2025-B). The credit-linked notes reference a pool of fixed rate
auto installment contracts with prime-quality borrowers originated
and serviced by Ally Bank (Ally, long-term issuer rating Baa2).
ABCLN 2025-B is the fourth credit linked notes transaction issued
by Ally to transfer credit risk to noteholders through a
hypothetical- financial guaranty on a reference pool of auto loans
originated and serviced by Ally.
The complete rating actions are as follows:
Issuer: Ally Bank Auto Credit-Linked Notes, Series 2025-B
Class A-2 Notes, Definitive Rating Assigned Aaa (sf)
Class B Notes, Definitive Rating Assigned Aa2 (sf)
Class C Notes, Definitive Rating Assigned A2 (sf)
Class D Notes, Definitive Rating Assigned Baa2 (sf)
Class E Notes, Definitive Rating Assigned Ba2 (sf)
Class F Notes, Definitive Rating Assigned B2 (sf)
RATINGS RATIONALE
The rated notes are fixed-rate obligations secured by a cash
collateral account. There is also a letter of credit in place to
cover up to five months of interest in case of a failure to pay by
Ally Bank or as a result of a FDIC conservator or receivership. The
expected source of principal payments will be the cash proceeds
from the initial sale of the notes that will be held in a
collateral account with a third-party eligible institution rated at
least A2 or P-1 by us. Ally will solely be responsible for interest
payments and, in the unlikely event that the amount on deposit in
the collateral account is less than the outstanding principal
amount of the notes, also for the payments of principal. The Letter
of Credit will be provided by a third party with a rating of A2 or
P-1 by us. As a result, the rated notes are not capped by the LT
Issuer rating of Ally (Baa2). The credit risk exposure of the notes
depends on the actual realized losses incurred by the reference
pool. This transaction has a pro-rata structure with target
enhancement levels, which is more beneficial to the subordinate
bondholders than the typical sequential-pay structure for US auto
loan transactions. However, the subordinate bondholders will not
receive any principal unless performance tests are satisfied.
The ratings are based on the quality of the underlying collateral
and its expected performance, the strength of the capital
structure, and the experience of Ally as the servicer.
Moody's median cumulative net loss expectation for the ABCLN 2025-B
reference pool is 1.05% and loss at a Aaa stress of 7.00%. Moody's
based Moody's cumulatives net loss expectation on an analysis of
the credit quality of the underlying collateral; the historical
performance of similar collateral, including securitization
performance and managed portfolio performance; the ability of Ally
to perform the servicing functions; and current expectations for
the macroeconomic environment during the life of the transaction.
At closing, the Class A-2 notes, Class B notes, Class C notes,
Class D notes, Class E notes, and Class F notes are expected to
benefit from 9.00%, 7.40%, 5.30%, 4.35%, 3.20%, and 2.55% of hard
credit enhancement, respectively. Hard credit enhancement for the
notes consists of subordination.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
June 2025.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Moody's could upgrade the class B, class C, class D, class E, and
class F notes if levels of credit enhancement are higher than
necessary to protect investors against current expectations of
portfolio losses. Losses could decline from Moody's original
expectations as a result of a lower number of obligor defaults or
appreciation in the value of the vehicles securing an obligor's
promise of payment. Portfolio losses also depend greatly on the US
job market and the market for used vehicles. Other reasons for
better-than-expected performance include changes to servicing
practices that enhance collections or refinancing opportunities
that result in prepayments.
Down
Moody's could downgrade the notes if given current expectations of
portfolio losses, levels of credit enhancement are consistent with
lower ratings. Credit enhancement could decline if realized losses
reduce available subordination. Moody's expectations of pool losses
could rise as a result of a higher number of obligor defaults or
deterioration in the value of the vehicles securing an obligor's
promise of payment. Portfolio losses also depend greatly on the US
job market, the market for used vehicles, and poor servicing. Other
reasons for worse-than-expected performance include error on the
part of transaction parties, inadequate transaction governance, and
fraud.
AMDR ABS 2025-1: DBRS Finalizes BB(low) Rating on Class B Notes
---------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
following classes of notes issued by AMDR ABS Trust 2025-1 (the
Issuer or AMDR 2025-1):
-- $110,840,000 Class A Notes at BBB (low) (sf)
-- $42,310,000 Class B Notes at BB (low) (sf)
CREDIT RATING RATIONALE/DESCRIPTION
The credit ratings are based on Morningstar DBRS' review of the
following analytical considerations:
(1) The transaction's form and sufficiency of available credit
enhancement.
-- Overcollateralization, subordination, amounts held in the
reserve account, and excess spread create credit enhancement levels
that are commensurate with the credit ratings.
-- Transaction cash flows are sufficient to repay investors under
the BBB (low) (sf) and BB (low) (sf) stress scenarios in accordance
with the terms of the AMDR 2025-1 transaction documents.
(2) The origination (enrollment), servicing and administration
capabilities of Americor Financial.
(3) The presence of (a) WSFS as Master Backup Servicer and (b) JGW
Debt Settlement, LLC as Master Backup Servicer Contractor.
Morningstar DBRS considered the process, timing and mechanics
around replacement of (a) the Servicer and (b) the law firm
Provider to the extent such replacement(s) were to become
necessary.
-- An additional haircut to cash flows was included as a
qualitative adjustment in consideration of the potential for some
delay in replacing the Servicer or Provider. While such a delay
would be reasonably expected not to be extensive, some additional
cancellations could occur.
(4) Morningstar DBRS considered the potential for variation in the
total amount of cash collections and the timing of such cash
collections in its analysis.
(5) Morningstar DBRS considered the account structure (including
Americor Financial and Provider accounts) and related sweep
processes and account control agreements as part of its analysis.
(6) The sizing of the reserve account, in the context of the
transaction's short tenor, is deemed to be adequate.
(7) Legal opinions that address the true sale of the debt
settlement assets, the non-consolidation of the trust, and that the
trust has a valid perfected security interest in the assets.
(8) Transaction legal structure's consistency with Morningstar
DBRS's Legal Criteria for U.S. Structured finance.
(9) The transaction assumptions consider Morningstar DBRS' baseline
macroeconomic scenarios for rated sovereign economies, available in
its commentary Baseline Macroeconomic Scenarios for Rated
Sovereigns September 2025 Update, published on September 30, 2025.
These baseline macroeconomic scenarios replace Morningstar DBRS'
moderate and adverse coronavirus pandemic scenarios, which were
first published in April 2020.
Notes: All figures are in U.S. dollars unless otherwise noted.
ARBOR REALTY 2021-FL4: DBRS Confirms B(low) Rating on G Notes
-------------------------------------------------------------
DBRS Limited upgraded its credit ratings on two classes of
commercial mortgage-backed notes issued by Arbor Realty Commercial
Real Estate Notes 2021-FL4, Ltd. as follows:
-- Class B Notes to AAA (sf) from AA (sf)
-- Class C Notes to AA (low) (sf) from A (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class A Notes at AAA (sf)
-- Class A-S Notes at AAA (sf)
-- Class D Notes at BBB (sf)
-- Class E Notes at BBB (low) (sf)
-- Class F Notes at BB (low) (sf)
-- Class G Notes at B (low) (sf)
All trends are Stable.
The credit rating upgrades reflect the increased credit support to
the transaction since Morningstar DBRS' previous credit rating
action in May 2025. There has been a collateral reduction of 27.2%
since closing, with 12.7% in collateral reduction realized since
February 2025. Additionally, the transaction benefits from the loan
collateral being solely secured by multifamily, which has
historically proven to be better able to retain property value and
cash flow compared with other property types. As select borrowers
have had mixed success in implementing the respective business
plans to increase property cash flows and asset values; however,
Morningstar DBRS applied increased loan-to-value ratio (LTV) and/or
probability of default (POD) penalties on 22 loans (57.8% of the
pool) to reflect the increased credit risks, resulting in higher
loan-level expected loss (EL) figures. The quantitative results
suggest the current credit ratings and Stable trends of the bonds
are supported by the increased credit enhancement to transaction,
highlighted by a $191.6 million unrated, first loss piece.
In conjunction with this press release, Morningstar DBRS published
a Surveillance Performance Update report with an in-depth analysis
and credit metrics for the transaction and with business plan
updates on select loans. For access to this report, please click on
the link under Related Documents below or contact us at
info-DBRS@morningstar.com.
The initial collateral consisted of 51 floating-rate mortgages and
senior participations secured by 87 transitional multifamily
properties with a cut-off date balance totaling $1.79 billion. Most
of the loans were in a period of transition with plans to stabilize
performance and improve the asset value. The transaction included
an 180-day ramp-up acquisition period, which was used to increase
the trust balance to $2.1 billion. Additionally, the transaction
had a Reinvestment Period that expired with the June 2024 payment
date.
As of the October 2025 remittance, the pool consisted of 51 loans
secured by 64 properties with a cumulative trust balance of $1.5
billion. Since issuance, 72 loans with a former cumulative trust
balance of $2.0 billion have successfully repaid from the pool,
including 13 loans with a former cumulative trust balance of $393.8
million since Morningstar DBRS' prior credit rating action in May
2025. One loan, Indy Portfolio (Prospectus ID#128; 5.5% of the
pool), has been added to the trust since May 2025 as a credit risk
exchange.
Leverage across the pool has increased as of the October 2025
reporting in comparison with issuance metrics, as nearly all assets
in the pool have been re-appraised since Q1 2024. The majority of
the updated values have been less than the original As-Is Appraised
valued from respective loan closing. Based on the updated As-Is
Appraisal values, the current weighted-average (WA) As-Is Appraised
LTV is 81.6%. While updated projected As-Stabilized values were not
disclosed, Morningstar DBRS believes the current WA Stabilized LTV
of 68.2% based on the appraiser's projected As-Stabilized values
provided at issuance is not supported. At issuance, the WA As-Is
and As-Stabilized LTVs for the pool were 77.3% and 57.3%,
respectively. For the purposes of the current analysis, Morningstar
DBRS updated the As-Is LTVs for all properties, which were
re-appraised and applied adjusted As-Stabilized LTVs to 19 loans,
representing 50.2% of the current pool balance, to reflect the
current interest rate and widening capitalization rate
environment.
Through October 2025, the lender had advanced cumulative whole loan
future funding of $189.3 million allocated to 26 of the 51
remaining individual borrowers to aid in property stabilization
efforts. The largest advance, $61.9 million, was made to the
borrower of the 153-10 88th Avenue loan (Prospectus ID#101; 4.2% of
the pool), which is secured by a 223-unit multifamily property in
Jamaica, New York, consisting of 156 market-rate units and 67
affordable-rate units. The advanced funds were used to complete the
ground-up construction of the property. The Q2 2025 collateral
manager report noted the property's 421-a tax exemption application
has been approved, and the Certificate of Eligibility has been
received. The Final Certificate of Occupancy is pending to be
received. As of March 2025, the occupancy rate was 99.6% with an
average rental rate of $2,718 per unit, which is in line with the
appraiser's market rental rate estimate of $2,713 per unit and
above the Morningstar DBRS' rental rate projection of $2,268 per
unit. The property was re-appraised in June 2025 at an As-Is value
of $117.7 million, higher than the $115.6 million value at
issuance. The loan matured in October 2025 but has one 12-month
extension option remaining. Per the collateral manager, the
borrower intends to exercise the extension. There is $0.7 million
of unreleased future funding remaining.
Outside of the 153-10 88th Avenue loan, an additional $7.4 million
of loan future funding allocated to four borrowers remains
available. The largest portion ($5.6 million) is allocated to the
borrower of the Georgia Portfolio 2 loan (Prospectus ID#34; 1.8% of
the pool), which is secured by a portfolio of six multifamily
properties in metro Atlanta. The loan transferred to special
servicing in December 2024 for payment default and recently matured
in October 2025. While the loan has one, 12-month extension option
available, the borrower is expected to pay off the loan via a
refinance in the near term as the collateral has stabilized,
according to an update provided by the collateral manager. The
portfolio was re-appraised in December 2024 at $118.1 million,
which represents a 6.4% decline from the issuance value of $126.2
million.
According to October 2025 reporting, 28 loans, representing 54.5%
of the pool, have maturities scheduled through the next six months.
According to an update from the collateral manager, 14 of these
loans (22.1% of the pool) have available extension options, the
majority of which are expected to be exercised. Regarding the
remaining loans, most of these borrowers are pursuing loan
modification agreement with the lender or the loans are expected to
pay off in the near term. In total, 44 loans, representing 84.8% of
the current trust balance, have been modified as a result of
lagging business plans and loan exit strategies. Terms for the
modifications vary from loan to loan; however, common terms include
waiving property performance tests and interest rate cap agreement
requirements for maturity extensions and forbearance agreements.
Nine loans, representing 13.8% of the pool, are in special
servicing, including four loans (8.4% of the pool), that are
delinquent. Two of the delinquent loans (2.5% of the pool) have
been flagged as nonperforming matured balloons, with the servicer
dual tracking loan modification and foreclosure resolution
strategies. The loans that remain current on debt service
obligations are expected to be modified and/or returned to the
master servicer.
The largest specially serviced loan, Vista Springs (Prospectus
ID#52; 3.2% of the pool), is secured by a multifamily property in
Moreno Valley, California. The loan transferred to special
servicing in January 2025 for payment default and is currently more
than 90 days delinquent. Per the Q2 2025 reporting, the borrower is
gradually paying back the missed debt service payments as most of
the renovation reserve has been depleted to make debt service
payments. The collateral manager reports the loan is expected to be
refinanced in the near term as performance has appeared to
stabilize. According to the July 2025 rent roll, the property was
98.1% occupied with an average rental rate above the issuer's
projection of $1,947 per unit. Per the October 2025 reporting, the
property was re-appraised in October 2024 at a value of $58.3
million a 4.4% decline from the issuance as-is value of $61.0
million. Although the borrower has demonstrated its commitment to
the collateral through several loan modifications, Morningstar DBRS
maintains a cautious outlook for the loan given the ongoing
delinquency and adjusted the loan's As-Is and Stabilized LTVs based
on the updated appraisal value in addition to increasing the loan's
POD, resulting in an EL that remains below the pool EL.
The other specially serviced and delinquent loan, Apartments at the
Venue (Prospectus ID#82; 2.7% of the pool), is secured by two
apartment complexes in Valley, Alabama. The loan transferred to
special in September 2025 for payment default, as the borrower last
remitted debt service in August 2025. Per the Q2 2025 reporting,
the borrower is pursuing a loan modification to address the cash
shortfalls and bring the loan current. While the property was
re-appraised in March 2025 at a value of $110.0 million, which is
24.4% higher than the Issuance As-Is Value of $88.4 million, the
property's performance has deteriorated, with occupancy dropping to
61.0% as of June 2025. The collateral manager reports the decline
in performance is a result of increased competition, which has
compelled property management to offer higher concessions and
flexible tenant lease terms. As such, Morningstar DBRS applied an
additional stress to the as-is and stabilized LTVs to reflect the
performance challenges as well as an increased POD, resulting in a
loan EL 1.7 times greater than the pool EL.
Notes: All figures are in U.S. dollars unless otherwise noted.
ATLAS SENIOR XV: S&P Lowers Class E Notes Rating to 'B (sf)'
------------------------------------------------------------
S&P Global Ratings raised its ratings on the class B-1 and B-2 debt
from Atlas Senior Loan Fund XV Ltd. and removed them from
CreditWatch where they had been placed with positive implications
on Oct. 10, 2025. At the same time, S&P lowered its rating on the
class E debt and removed it from CreditWatch where it had been
placed with negative implications on Oct. 10, 2025. S&P also
affirmed its rating on the class A-1-R, A-2-R, C-R, and D-R debt
from the same transaction and removed the class C-R debt from
CreditWatch where it had been placed with positive implications on
Oct. 10, 2025.
The rating actions follow S&P's review of the transaction's
performance using data from the October 2025 trustee report.
Although the same portfolio backs all of the tranches, there can be
circumstances such as this one, where the ratings on the tranches
may move in opposite directions due to support changes in the
portfolio.
The transaction has made $80.47 million in paydowns to the class
A-1-R debt based on the September 2024 trustee report, after our
August 2024 rating actions. These paydowns lowered the outstanding
balances of the senior debt, and this, in turn, increased the
reported overcollateralization (O/C) ratios except for the class E
O/C ratio:
-- The senior O/C ratio improved to 131.36% from 127.07%.
-- The class C O/C ratio improved to 119.67% from 117.77%.
-- The class D O/C ratio improved to 110.65% from 110.37%.
-- The class E O/C ratio decreased to 104.89% from 105.55%.
Per the October 2025 trustee report, the collateral portfolio's
exposure to 'CCC' rated collateral, in dollar terms, decreased to
$32.25 million, compared with $36.40 million reported in September
2024 trustee report. Over the same period, the par amount of
defaulted collateral decreased to $2.00 million from $2.94
million.
The upgrades on the class B-1 and B-2 debt reflect the improved
credit support available to the debt at the prior rating levels as
the results of the paydowns to the senior debt.
S&P said, "The affirmations reflect our view that the class A-1-R,
A-2-R, C-R, and D-R debt's existing credit support is commensurate
with the current rating level. Though our cash flow analysis
indicated higher rating for the class C-R debt, our rating action
reflects our consideration of its current credit enhancement (which
is commensurate with other CLO tranches in the same rating
category), and our preference for extra cushion, based on
additional sensitivity analyses we ran, to consider the portfolio's
exposure to lower-quality assets and distressed prices." Any
deterioration in the credit support available to the debt could
result in a rating revision.
S&P said, "The downgrade reflects the class E debt's failing cash
flows and decline in its overcollateralization levels likely due to
par losses since our last rating action. In addition, its cash
flows were affected by the decline in the transaction's weighted
average recovery rate. Although our cash flows test indicates a
lower rating for the class E debt, we limited the downgrade based
on the existing credit enhancement and the CLO' s limited exposure
to assets rated 'CCC'/'CCC-'. However, any increase in defaults or
par losses could lead to negative rating actions in the future.
"In line with our criteria, our cash flow scenarios applied
forward-looking assumptions on the expected timing and pattern of
defaults, and recoveries upon default, under various interest rate
and macroeconomic scenarios. In addition, our analysis considered
the transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis--and other qualitative factors as
applicable--demonstrated, in our view, that all the rated
outstanding classes have adequate credit enhancement available at
the rating levels associated with these rating actions.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and will take rating actions as we deem
necessary."
Ratings Raised And Removed From CreditWatch
Atlas Senior Loan Fund XV Ltd./Atlas Senior Loan Fund XV LLC
Class B-1 to 'AA+ (sf)' from 'AA (sf) / Watch Pos'
Class B-2 to 'AA+ (sf)' from 'AA (sf) / Watch Pos'
Rating Lowered And Removed From CreditWatch
Atlas Senior Loan Fund XV Ltd./Atlas Senior Loan Fund XV LLC
Class E to 'B (sf)' from 'BB- (sf) / Watch Neg'
Ratings Affirmed And Removed From CreditWatch
Atlas Senior Loan Fund XV Ltd./Atlas Senior Loan Fund XV LLC
Class C-R: A (sf) from 'A (sf) / Watch Pos'
Ratings Affirmed
Atlas Senior Loan Fund XV Ltd./Atlas Senior Loan Fund XV LLC
Class A-1-R: AAA (sf)
Class A-2-R: AAA (sf)
Class D-R: BBB- (sf)
ATLAS SENIOR XVI: S&P Affirms BB- (sf) Rating on Class E Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to the replacement class
A-R, B-1-R, and C-1-R debt from Atlas Senior Loan Fund XVI
Ltd./Atlas Senior Loan Fund XVI LLC, a CLO managed by Crescent
Capital Group L.P. that was originally issued in February 2021. At
the same time, S&P withdrew its ratings on the previous class A,
B-1, and C-1 debt following payment in full on the Nov. 24, 2025,
refinancing date. S&P also affirmed its ratings on the class B-2,
C-2, D, and E debt which were not refinanced.
The replacement debt was issued via a supplemental indenture, which
outlines the terms of the replacement debt. According to the
supplemental indenture:
-- The non-call period was extended to Aug. 24, 2026.
-- No additional assets were purchased on the Nov. 24, 2025,
refinancing date, and the target initial par amount remains the
same. There is no additional effective date or ramp-up period.
-- No additional subordinated notes were issued on the refinancing
date.
Replacement And Previous Debt Issuances
Replacement debt
-- Class A-R, $305.00 million: Three-month CME term SOFR + 1.10%
-- Class B-1-R, $41.25 million: Three-month CME term SOFR + 1.65%
-- Class C-1-R (deferrable), $26.57 million: Three-month CME term
SOFR + 1.90%
Refinanced debt
-- Class A, $305.00 million: Three-month CME term SOFR + 1.53161%
-- Class B-1, $41.25 million: Three-month CME term SOFR +
1.96161%
-- Class C-1 (deferrable), $26.57 million: Three-month CME term
SOFR + 2.46161%
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Ratings Assigned
Atlas Senior Loan Fund XVI Ltd./Atlas Senior Loan Fund XVI LLC
Class A-R, $305.00 million: AAA (sf)
Class B-1-R, $41.25 million: AA (sf)
Class C-1-R (deferrable), $26.57 million: A (sf)
Ratings Withdrawn
Atlas Senior Loan Fund XVI Ltd./Atlas Senior Loan Fund XVI LLC
Class A to NR from 'AAA (sf)'
Class B-1 to NR from 'AA (sf)'
Class C-1 (deferrable) to NR from 'A (sf)'
Ratings Affirmed
Atlas Senior Loan Fund XVI Ltd./Atlas Senior Loan Fund XVI LLC
Class B-2: AA (sf)
Class C-2 (deferrable): A (sf)
Class D (deferrable): BBB- (sf)
Class E (deferrable): BB- (sf)
Other Debt
Atlas Senior Loan Fund XVI Ltd./Atlas Senior Loan Fund XVI LLC
Subordinated notes, $50.95 million: NR
NR--Not rated.
BANK 2021-BNK32: Fitch Affirms 'B-sf' Rating on Two Tranches
------------------------------------------------------------
Fitch Ratings has affirmed 35 classes of BANK 2021-BNK31,
commercial mortgage pass-through certificates, series 2021-BNK31
and 38 classes of BANK 2021-BNK32, commercial mortgage pass-through
certificates, series 2021-BNK32.
Entity/Debt Rating Prior
----------- ------ -----
BANK 2021-BNK31
A-3 06541ABB5 LT AAAsf Affirmed AAAsf
A-3-1 06541ABC3 LT AAAsf Affirmed AAAsf
A-3-2 06541ABD1 LT AAAsf Affirmed AAAsf
A-3-X1 06541ABE9 LT AAAsf Affirmed AAAsf
A-3-X2 06541ABF6 LT AAAsf Affirmed AAAsf
A-4 06541ABG4 LT AAAsf Affirmed AAAsf
A-4-1 06541ABH2 LT AAAsf Affirmed AAAsf
A-4-2 06541ABJ8 LT AAAsf Affirmed AAAsf
A-4-X1 06541ABK5 LT AAAsf Affirmed AAAsf
A-4-X2 06541ABL3 LT AAAsf Affirmed AAAsf
A-S 06541ABP4 LT AAAsf Affirmed AAAsf
A-S-1 06541ABQ2 LT AAAsf Affirmed AAAsf
A-S-2 06541ABR0 LT AAAsf Affirmed AAAsf
A-S-X1 06541ABS8 LT AAAsf Affirmed AAAsf
A-S-X2 06541ABT6 LT AAAsf Affirmed AAAsf
A-SB 06541ABA7 LT AAAsf Affirmed AAAsf
B 06541ABU3 LT AA-sf Affirmed AA-sf
B-1 06541ABV1 LT AA-sf Affirmed AA-sf
B-2 06541ABW9 LT AA-sf Affirmed AA-sf
B-X1 06541ABX7 LT AA-sf Affirmed AA-sf
B-X2 06541ABY5 LT AA-sf Affirmed AA-sf
C 06541ABZ2 LT A-sf Affirmed A-sf
C-1 06541ACA6 LT A-sf Affirmed A-sf
C-2 06541ACB4 LT A-sf Affirmed A-sf
C-X1 06541ACC2 LT A-sf Affirmed A-sf
C-X2 06541ACD0 LT A-sf Affirmed A-sf
D 06541AAJ9 LT BBBsf Affirmed BBBsf
E 06541AAL4 LT BBB-sf Affirmed BBB-sf
F 06541AAN0 LT BB-sf Affirmed BB-sf
G 06541AAQ3 LT B-sf Affirmed B-sf
X-A 06541ABM1 LT AAAsf Affirmed AAAsf
X-B 06541ABN9 LT A-sf Affirmed A-sf
X-D 06541AAA8 LT BBB-sf Affirmed BBB-sf
X-F 06541AAC4 LT BB-sf Affirmed BB-sf
X-G 06541AAE0 LT B-sf Affirmed B-sf
BANK 2021-BNK32
A-1 06542BAY3 LT AAAsf Affirmed AAAsf
A-2 06542BAZ0 LT AAAsf Affirmed AAAsf
A-3 06542BBB2 LT AAAsf Affirmed AAAsf
A-4 06542BBC0 LT AAAsf Affirmed AAAsf
A-4-1 06542BBD8 LT AAAsf Affirmed AAAsf
A-4-2 06542BBE6 LT AAAsf Affirmed AAAsf
A-4-X1 06542BBF3 LT AAAsf Affirmed AAAsf
A-4-X2 06542BBG1 LT AAAsf Affirmed AAAsf
A-5 06542BBH9 LT AAAsf Affirmed AAAsf
A-5-1 06542BBJ5 LT AAAsf Affirmed AAAsf
A-5-2 06542BBK2 LT AAAsf Affirmed AAAsf
A-5-X1 06542BBL0 LT AAAsf Affirmed AAAsf
A-5-X2 06542BBM8 LT AAAsf Affirmed AAAsf
A-S 06542BBQ9 LT AAAsf Affirmed AAAsf
A-S-1 06542BBR7 LT AAAsf Affirmed AAAsf
A-S-2 06542BBT3 LT AAAsf Affirmed AAAsf
A-S-X1 06542BBU0 LT AAAsf Affirmed AAAsf
A-S-X2 06542BBV8 LT AAAsf Affirmed AAAsf
A-SB 06542BBA4 LT AAAsf Affirmed AAAsf
B 06542BBW6 LT AA-sf Affirmed AA-sf
B-1 06542BBX4 LT AA-sf Affirmed AA-sf
B-2 06542BBY2 LT AA-sf Affirmed AA-sf
B-X1 06542BBZ9 LT AA-sf Affirmed AA-sf
B-X2 06542BCA3 LT AA-sf Affirmed AA-sf
C 06542BCB1 LT A-sf Affirmed A-sf
C-1 06542BCC9 LT A-sf Affirmed A-sf
C-2 06542BCD7 LT A-sf Affirmed A-sf
C-X1 06542BCE5 LT A-sf Affirmed A-sf
C-X2 06542BCF2 LT A-sf Affirmed A-sf
D 06542BAJ6 LT BBBsf Affirmed BBBsf
E 06542BAL1 LT BBB-sf Affirmed BBB-sf
F 06542BAN7 LT BB-sf Affirmed BB-sf
G 06542BAQ0 LT B-sf Affirmed B-sf
X-A 06542BBN6 LT AAAsf Affirmed AAAsf
X-B 06542BBP1 LT AA-sf Affirmed AA-sf
X-D 06542BAA5 LT BBB-sf Affirmed BBB-sf
X-F 06542BAC1 LT BB-sf Affirmed BB-sf
X-G 06542BAE7 LT B-sf Affirmed B-sf
KEY RATING DRIVERS
Stable Performance; 'Bsf' Loss Expectations: The affirmations
across both transactions reflect overall stable pool performance
and loss expectations since Fitch's prior rating action. Deal-level
'Bsf' rating case loss is 2.1% for BANK 2021-BNK31 and 2.3% for
BANK 2021-BNK32.
The BANK 2021-BNK31 transaction has three Fitch Loans of Concern
(FLOCs; 12.3% of the pool). The BANK 2021-BNK32 transaction has
four FLOCs (12.6%), including two specially serviced loans (1.4%).
FLOCs: The Coleman Highline FLOC (2.5%) in BANK 2021-BNK31 is
secured by a 357,106-sf, single-tenant office property located in
San Jose, CA, leased to Roku, Inc., The tenant leases 45% of the
NRA through December 2029 and 55% through September 2030. Roku is
subleasing approximately 45% of its space per the servicer. The
loan is scheduled to mature in November 2030. Fitch's 'Bsf' rating
case loss of 7.5% (prior to a concentration adjustment) is based on
a 9.50% cap rate to the Fitch issuance NCF.
The Quinnipiac Gardens FLOC (0.7%) in BANK 2021-BNK31 is secured by
a two-story multifamily apartment complex comprising of 71 units
located in New Haven, CT. The borrower has been chronically late on
loan payments over the last twelve months, and the loan was
reported 30 days delinquent as of November 2025 remittance. Fitch's
'Bsf' rating case loss of 7.5% (prior to a concentration
adjustment) is based on a 9% cap rate to the Fitch issuance NCF.
The Boca Office Portfolio FLOC (3.3%) in BANK 2021-BNK32 is secured
by mixed-use office/retail portfolio of four located in Boca Raton,
FL with a granular rent roll. This FLOC was flagged for near-term
rollover concerns, which includes approximately 30% of the NRA
expiring prior to YE26, and an upcoming loan maturity in March
2026. The property was 84% occupied at YE24, down from 90% at the
time of issuance. Fitch's 'Bsf' rating case loss of 2.7% (prior to
a concentration adjustment) is based on a 10% cap rate and 15%
stress to the YE24 NOI to account for the near-term rollover
concerns.
The specially serviced Blossom Gardens Apartments, Inc. loan (0.8%)
in BANK 2021-BNK32, secured by a 184-unit co-operative housing
property located in Flushing, NY, transferred in October 2023 as a
result of a fire affecting 36 of the 184 units. According to the
servicer, the borrower has entered into a service contract for
insurance rehabilitation, which was noted to be deficient. Fitch's
'Bsf' rating case loss of 3.6% (prior to a concentration
adjustment) is based on an 8.5% cap rate to Fitch issuance NCF and
factors a higher probability of default.
The specially serviced CVS-Walgreens Portfolio (0.6%) in BANK
2021-BNK32, secured by a portfolio of two single-tenant retail
properties occupied by a CVS and Walgreens located in Florida and
Illinois, respectively, transferred in June 2025 due to imminent
monetary default stemming from failure in setting up cash
management. The loan was reported as 30 days delinquent as of the
November 2025 remittance. Fitch's 'Bsf' rating case loss of 32.5%
(prior to a concentration adjustment) is based on a 9.0% cap rate
to Fitch issuance NCF and factors a higher probability of default.
Fitch is also monitoring the performance of the 605 Third Avenue
loan (9.1% in BANK 2021-BNK31 and 7.9% in BANK 2021-BNK32) due to
an anticipated decline in occupancy. The loan is secured by a
44-story, 1.0 million-sf, LEED Gold, office building located in
Manhattan, New York. Major tenant The United Nations Population
(12.7% of NRA) will be vacating at the end of their December 31,
2025, lease expiration, which would cause occupancy at the property
to drop to approximately 83%. Fitch's analysis applied a 7.75% cap
rate and 20% stress to the YE 2024 NOI to account for the drop in
occupancy and to bring in-line with submarket conditions.
Minimal Changes in Credit Enhancement (CE): As of the October 2025
distribution date, the aggregate pool balances of the BANK
2021-BNK31 and BANK 2021-BNK32 transactions have been paid down by
3.2% and 0.9%, respectively, since issuance. There are no defeased
loans in both transactions.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Downgrades to the 'AAAsf' rated classes are not expected due to
the position in the capital structure and expected continued
amortization and loan repayments but may occur if deal-level losses
increase significantly and/or interest shortfalls occur or are
expected to occur.
- Downgrades to classes rated in the 'AAsf', 'Asf' and 'BBBsf'
categories may occur should performance of the FLOCs deteriorate
further, particularly 605 Third Avenue in both the BANK 2021-BNK31
and BANK 2021-BNK32 transactions, and Coleman Highline in BANK
2021-BNK31 and Boca Office Portfolio in BANK 2021-BNK32, or should
expected losses for the pool increase significantly due to outsized
loan-level losses and/or if additional loans become FLOCs;
- Downgrades to classes rated in the 'BBsf' and 'Bsf' categories
could occur with higher-than-expected losses from continued
underperformance of the FLOCs and with greater certainty of losses
on the specially serviced loans or other FLOCs.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Upgrades to 'AAsf' and 'Asf' category rated classes are possible
with significantly increased CE from paydowns, coupled with stable
to improved pool-level loss expectations and performance
stabilization of the FLOCs, including 605 Third Avenue, Coleman
Highline and Boca Office Portfolio. Upgrades of these classes to
'AAAsf' will also consider the concentration of defeased loans in
the transactions.
- Upgrades to the 'BBBsf' category rated classes would be limited
based on sensitivity to concentrations or the potential for future
concentration and would only occur with sustained improved
performance of the FLOCs.
- Upgrades to 'BBsf' and 'Bsf' category rated classes are not
likely until the later years in a transaction and only if the
performance of the remaining pool is stable and there is sufficient
CE to the classes.
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.
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.
BANK 2023-BNK46: Fitch Affirms 'B-sf' Rating on Two Tranches
------------------------------------------------------------
Fitch Ratings has affirmed 33 classes of BANK 2023-BNK46. The
Rating Outlooks for 16 classes were revised to Stable from
Negative.
Entity/Debt Rating Prior
----------- ------ -----
BANK 2023-BNK46
A-1 06541DBA1 LT AAAsf Affirmed AAAsf
A-2-1 06541DBB9 LT AAAsf Affirmed AAAsf
A-2-2 06541DAA2 LT AAAsf Affirmed AAAsf
A-4 06541DBH6 LT AAAsf Affirmed AAAsf
A-4-1 06541DBJ2 LT AAAsf Affirmed AAAsf
A-4-2 06541DBK9 LT AAAsf Affirmed AAAsf
A-4-X1 06541DBL7 LT AAAsf Affirmed AAAsf
A-4-X2 06541DBM5 LT AAAsf Affirmed AAAsf
A-S 06541DBN3 LT AAAsf Affirmed AAAsf
A-S-1 06541DBP8 LT AAAsf Affirmed AAAsf
A-S-2 06541DBQ6 LT AAAsf Affirmed AAAsf
A-S-X1 06541DBR4 LT AAAsf Affirmed AAAsf
A-S-X2 06541DBS2 LT AAAsf Affirmed AAAsf
A-SB 06541DCF9 LT AAAsf Affirmed AAAsf
B 06541DBT0 LT AA-sf Affirmed AA-sf
B-1 06541DBU7 LT AA-sf Affirmed AA-sf
B-2 06541DBV5 LT AA-sf Affirmed AA-sf
B-X1 06541DBW3 LT AA-sf Affirmed AA-sf
B-X2 06541DBX1 LT AA-sf Affirmed AA-sf
C 06541DBY9 LT A-sf Affirmed A-sf
C-1 06541DBZ6 LT A-sf Affirmed A-sf
C-2 06541DCA0 LT A-sf Affirmed A-sf
C-X1 06541DCB8 LT A-sf Affirmed A-sf
C-X2 06541DCC6 LT A-sf Affirmed A-sf
D 06541DAL8 LT BBBsf Affirmed BBBsf
E 06541DAN4 LT BBB-sf Affirmed BBB-sf
F 06541DAQ7 LT BB-sf Affirmed BB-sf
G 06541DAS3 LT B-sf Affirmed B-sf
X-A 06541DCD4 LT AAAsf Affirmed AAAsf
X-B 06541DCE2 LT AAAsf Affirmed AAAsf
X-D 06541DAC8 LT BBB-sf Affirmed BBB-sf
X-F 06541DAE4 LT BB-sf Affirmed BB-sf
X-G 06541DAG9 LT B-sf Affirmed B-sf
KEY RATING DRIVERS
Improved 'Bsf' Loss Expectations: Deal-level 'Bsf' rating case
losses have decreased slightly to 2.96% from 3.6% at Fitch's prior
rating action. Two loans (10.3% of the pool) are considered Fitch
Loans of Concern (FLOCs), and no loans are currently in special
servicing.
The Outlook revisions to Stable from Negative on the A-S, B and C
classes primarily reflects the stable-to-slightly improved
performance of the largest FLOC, 1201 Third Avenue loan (5.8% of
the pool), since the last rating action. While occupancy remains
below issuance levels following the largest tenant's, Perkins Coie,
early termination and exit, occupancy has remained stable since
their departure and the property has signed additional leases.
Downgrades to these classes are no longer considered likely in the
next 12-24 months given the reduced likelihood of term default.
FLOCs: The largest Fitch loan of concern is the 1201 Third Avenue
loan, which is secured by a 1.13 million-sf LEED Gold and Platinum
certified office tower in downtown Seattle, WA. Updated occupancy
has not been reported but estimated to be approximately 52% after
Perkins Coie departed. Reported occupancy and DSCR were 75% and
3.31x as of YE 2023, and 81% and 2.94x, respectively, at issuance.
The former largest tenant at the property at issuance, Perkins Coie
(26% of NRA), exercised their early termination option and vacated
the property in June 2025. The termination triggered an excess cash
flow sweep and payment of a $7.9 million lease termination fee,
which has been reserved by the servicer and applied toward the $90
psf TI/LC reserve structured in the loan documents at issuance. As
of November 2025, the current reserve balance is $25 million.
In addition, the second largest tenant is WeWork (10% of NRA
through June 2034), which filed for Chapter 11 bankruptcy
protection and later exited bankruptcy in 2024. WeWork has a $3.5
million letter of credit that decreases by $200,000 per year
starting July 1, 2025, as well as a $4.4 million corporate guaranty
that decreases by $700,000 starting July 1, 2024. According to a
bankruptcy filing by WeWork in May 2024, the subject location was
not included on the schedule of rejected locations and the location
remains active per the WeWork website.
The sponsor has active proposals with prospective tenants to
backfill a portion of the vacated Perkins Coie space. Per CoStar, a
new lease with law firm Stoel Rives was executed in September 2025
for approximately 5% of the NRA. Estimated occupancy including this
new lease is estimated to be approximately 57%.
Fitch's 'Bsf' rating case loss (prior to concentration adjustments)
of 2.4% reflects a 10.25% cap rate and an alternative value
approach informed by existing building performance, as well as
third-party market data and the appraisal, resulting in a Fitch
sustainable net cash flow of $18.6 million. Due to the performance
declines, the loan is no longer designated as a Credit Opinion
Loan.
The second Fitch loan of concern is the 1825 K Street NW loan
(4.4%), which is secured by a 13-story, 261,516-sf office property
located along K Street NW in Washington, D.C.'s central business
district. The year-end 2024 servicer-reported DSCR was 0.82x, down
from 1.74x at issuance, largely due to elevated payroll and
professional fee expenses. However, the April 2025 reported DSCR
has improved to 1.40x, driven by rental income growth in 2025. The
property maintains 73% occupancy, in line with issuance.
Fitch's 'Bsf' rating case loss (prior to concentration adjustments)
of 3.8% reflects a 9% cap rate and a 10% stress to the Fitch
Issuance NCF to account for the low DSCR.
Minimal Change in Credit Enhancement (CE): As of the October 2025
distribution date, the aggregate pool balance has decreased by less
than 1% since issuance. There are no defeased loans in this
transaction.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades to senior 'AAAsf' rated classes are not expected due to
the senior position in the capital structure and expected continued
amortization but could occur if deal-level expected losses increase
significantly and/or interest shortfalls occur or are expected to
occur.
Downgrades to junior 'AAAsf', 'AAsf', 'Asf' category rated classes
could occur without sufficient recovery in occupancy and/or cash
flow of the 1201 Third Avenue loan to Fitch's view of sustainable
performance, or if the loan defaults prior to maturity.
Downgrades to 'BBBsf', 'BBsf' and 'Bsf' category rated classes
could occur if deal-level losses increase significantly from
deterioration in performance of FLOCs, loans transfer to special
servicing and/or with outsized losses on larger FLOCs.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades to classes rated in the 'AAsf' and 'Asf' category may be
possible with significantly increased CE from paydowns and/or
defeasance, coupled with stable-to-improved pool-level loss
expectations and improved performance on the FLOCs, particularly
1201 Third Avenue.
Upgrades to the 'BBBsf' category rated classes would be limited
based on sensitivity to concentrations or the potential for future
concentration. Classes would not be upgraded above 'AA+sf' if there
is likelihood for interest shortfalls.
Upgrades to the 'BBsf' and 'Bsf' category rated classes are not
likely until the later years in a transaction and only if the
performance of the remaining pool is stable, recoveries on the
FLOCs are better than expected and there is sufficient CE to the
classes.
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.
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.
BANK OF AMERICA 2016-UBS10: DBRS Cuts Rating on Cl. E Debt to Csf
-----------------------------------------------------------------
DBRS, Inc. downgraded the credit rating on one class of Commercial
Mortgage Pass-Through Certificates, Series 2016-UBS10 issued by
Bank of America Merrill Lynch Commercial Mortgage Trust 2016-UBS10
as follows:
-- Class E to C (sf) from CCC (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class A-3 at AAA (sf)
-- Class A-4 at AAA (sf)
-- Class A-S at AAA (sf)
-- Class B at AA (sf)
-- Class C at BBB (high) (sf)
-- Class D at B (low) (sf)
-- Class F at C (sf)
-- Class G at C (sf)
-- Class X-A at AAA (sf)
-- Class X-B at AA (high) (sf)
-- Class X-D at B (sf)
-- Class X-E at C (sf)
-- Class X-F at C (sf)
Morningstar DBRS discontinued the credit rating on Class A-SB due
to repayment. The trends on Classes B, C, D, X-B, and X-D have been
changed to Negative. Classes E, F, G, X-E, and X-F have credit
ratings that do not typically carry a trend in commercial
mortgage-backed securities (CMBS) credit ratings. The trends on all
remaining classes are Stable.
The credit rating downgrade and Negative trends generally reflect
Morningstar DBRS' liquidated loss expectations, as outlined below,
as well as the increased refinance risks driven by expected
collateral value declines for select loans in the pool. Most
remaining loans are scheduled to mature by the end of 2025 or in
early 2026 and as of the October 2025 remittance, there are four
specially serviced loans, representing 19.4% of the current pool.
Morningstar DBRS analyzed liquidation scenarios for two of the four
loans in special servicing, resulting in estimated liquidated
losses of approximately $50.2 million, which would be contained to
Class F.
The pool is concentrated by property type with loans backed by
office and retail properties representing 36.8% and 29.4% of the
pool, respectively. One performing top 10 loan, 2100 Ross
(Prospectus ID#7, 5.78% of the pool balance), is backed by an
office property in the Dallas central business district that has
reported significant occupancy declines from issuance and has
exposure to near-term rollover that will be particularly
challenging given soft submarket conditions. Where applicable, a
stressed analysis for these loans exhibiting increased risks was
conducted wherein Morningstar DBRS increased the probability of
default and, in certain cases, applied stressed loan-to-value
ratios to increase the expected loss (EL) in the CMBS Insight Model
run. The resulting weighted-average (WA) EL for the stressed loans
was almost 1.5 times the pool average EL.
The credit rating confirmations reflect the otherwise stable
performance of the remainder of the transaction, with the majority
of the loans expected to successfully repay at their respective
maturity dates. This expectation is based on the performance of the
underlying collateral, which remains healthy overall, as exhibited
by a WA debt service coverage ratio (DSCR) of 1.6 times and WA debt
yield of 12.0% according to the most recent year-end financials. As
of the October 2025 remittance, 38 of the original 52 loans remain
in the pool, with an aggregate balance of $539.7 million,
representing a collateral reduction of 38.4% since issuance. Nine
loans, representing 16.5% of the pool, are fully defeased. There
are 18 loans representing 42.4% of the pool currently being
monitored on the servicer's watchlist, almost all of which are
being monitored because of an upcoming maturity date.
The largest loan in special servicing is Belk Headquarters
(Prospectus ID#3, 9.4% of the current pool balance), which is
secured by a 473,698-square-foot (sf) Class B office property in
suburban Charlotte, North Carolina. The property served as the
corporate headquarters for regional department store retailer Belk,
which filed for bankruptcy and went dark following a fully remote
policy installation in 2021. Belk quickly emerged from bankruptcy
but the loan transferred to special servicing in December 2022 for
imminent default. The most recent servicer commentary indicates a
deed in lieu of foreclosure is still being negotiated. Belk's lease
runs through 2031 and the servicer has confirmed the lease
obligations have been honored. Most recently, it has been reported
that Belk has called its corporate employees back to the office,
but it's noteworthy that the entirety of the space at the subject
remains listed for immediate sublease. An updated appraisal
completed in September 2025 valued the property at $37.7 million, a
61.0% decline from the issuance appraised value of $96.9 million.
Given the suburban location within a secondary market that has seen
significant vacancy spikes in recent years, investor appetite for
this property is expected to be limited. As such, Morningstar DBRS'
liquidation scenario considered a stressed 50.0% haircut to the
September 2025 appraisal, resulting in a loss severity of
approximately 71%, or $36.0 million.
Another loan in special servicing is Princeton Pike Corporate
Center (Prospectus ID#18, 3.68% of the current pool balance), which
is secured by an eight-building suburban office complex in the
Trenton suburb of Lawrenceville, New Jersey. The loan is pari passu
with several other loan pieces, including the loan in the MSBAM
2016-C29 transaction, which is also rated by Morningstar DBRS. The
loan transferred to special servicing in February 2024 for imminent
monetary default and was last paid in April 2025. Despite the
extended delinquency, the special servicer, Greystone, has yet to
report an updated appraisal report. The consolidated collateral
occupancy rate has fallen to 42.6% as of the June 2025 rent rolls,
a decline from the already low September 2023 figure of 59.5%.
According to Reis, office properties within the Trenton submarket
reported an average vacancy rate of 14.7% as of Q3 2025, with a
five-year forecast vacancy rate of 22.4% by Q4 2029. Given the
likelihood the as-is value has sharply declined since issuance,
Morningstar DBRS liquidated the loan from the pool based on a 75.0%
haircut to the issuance value of $199.0 million, resulting in a
value of $49.8 million ($61 per sf) and an implied loss of more
than $10.0 million.
Notes: All figures are in U.S. dollars unless otherwise noted.
BBCMS MORTGAGE 2025-5C38: Fitch Gives 'Bsf' Rating on Class G Certs
-------------------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to
BBCMS Mortgage Trust 2025-5C38 commercial mortgage pass-through
certificates series 2025-5C38 as follows:
- $128,125,000 Class A-2 'AAAsf'; Outlook Stable;
- $455,808,000 Class A-3 'AAAsf'; Outlook Stable;
- $583,933,000a Class X-A 'AAAsf'; Outlook Stable;
- $71,948,000 Class A-S 'AAAsf'; Outlook Stable;
- $44,838,000 Class B 'AA-sf'; Outlook Stable;
- $34,410,000 Class C 'A-sf'; Outlook Stable;
- $151,196,000ab Class X-B 'A-sf'; Outlook Stable;
- $19,812,000b Class D 'BBBsf'; Outlook Stable;
- $29,197,000ab Class X-D 'BBB-sf'; Outlook Stable;
- $9,385,000b Class E 'BBB-sf'; Outlook Stable;
- $17,727,000b Class F 'BB-sf'; Outlook Stable;
- $8,342,000b Class G 'Bsf'; Outlook Stable.
Fitch does not rate the following classes:
- $43,795,000bc Class J-RR.
(a) Notional amount and interest only.
(b) Privately placed and pursuant to Rule 144A.
(c) Horizontal risk retention interest.
CE - credit enhancement; NR - not rated.
Transaction Summary
The certificates represent the beneficial ownership interest in the
trust, the primary assets of which are 41 loans secured by 76
commercial properties having an aggregate principal balance of
$834,190,000 as of the cut-off date. The loans were contributed to
the trust by Barclays Capital Real Estate, Inc. (27.7%), Goldman
Sachs Mortgage Company (17.9%), Citi Real Estate Funding Inc.
(14.7%), LMF Commercial LLC (11.4%), BSPRTCMBS Finance, LLC (9.8%),
German American Capital Corporation (8.6%), RREF V-D Direct Lending
Investments, LLC (3.6%), Starwood Mortgage Capital LLC (3.5%), and
UBS AG (2.9%).
The master servicer is Trimont LLC and the special servicer is
Rialto Capital Advisors, LLC. The trustee and certificate
administrator are Computershare Trust Company, National
Association. The certificates will follow a sequential paydown
structure.
KEY RATING DRIVERS
Fitch Net Cash Flow: Fitch performed cash flow analyses on 21 loans
totaling 83.7% of the pool by balance. Fitch's resulting aggregate
net cash flow (NCF) of $164.1 million represents a 13.8% decline
from the issuer's aggregate underwritten NCF of $190.8 million.
Fitch Leverage: The pool's Fitch leverage is higher than that of
recent multiborrower transactions rated by Fitch. The pool's Fitch
loan-to-value ratio (LTV) of 104.4% is higher than the 2025 YTD and
2024 five-year multiborrower transaction averages of 100.3% and
95.2%, respectively. The pool's Fitch NCF debt yield (DY) of 9.5%
is in line with the 2025 YTD average of 9.7% and lower than the
2024 average of 10.2%.
Lower Pool Concentration: The pool is less concentrated than those
in other recent Fitch-rated transactions. The top 10 loans
represent 59.2% of the pool, which is less concentrated than both
the 2025 YTD and 2024 five-year multiborrower averages of 61.8% and
60.2%, respectively. Fitch measures loan concentration risk using
an effective loan count, which accounts for both the number and
size of loans in the pool. The pool's effective loan count is 25.2.
Fitch views diversity as a key mitigant to idiosyncratic risk.
Fitch raises the overall loss for pools with effective loan counts
below 40.
Shorter-Duration Loans: Loans with five-year terms constitute 100%
of the pool, whereas Fitch-rated multiborrower transactions have
historically included mostly loans with 10-year terms. Fitch's
historical loan performance analysis shows that five-year loans
have a modestly lower probability of default (PD) than 10-year
loans, all else being equal. This is attributed mainly to the
shorter window of exposure to potential adverse economic
conditions. Fitch considered its loan performance regression in its
analysis of the pool.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Reduction in cash flow decreases property value and capacity to
meet its debt service obligations.
The table below indicates the model implied rating sensitivity to
changes to the same one variable, Fitch NCF:
- Original Rating:
'AAAsf'/'AAAsf'/'AA-sf'/'A-sf'/'BBBsf'/'BB-sf'/'Bsf';
- 10% NCF Decline:
'AAAsf'/'AAsf'/'A-sf'/'BBBsf'/'BB+sf'/'BB-sf'/'B-sf'/
BEAR STEARNS 2007-AR4: Moody's Ups Rating on II-A-2B Certs to Caa2
------------------------------------------------------------------
Moody's Ratings has upgraded the rating of Cl. Grantor Trust
II-A-2B issued by Bear Stearns Mortgage Funding Trust 2007-AR4,
backed by Option ARM mortgages.
A comprehensive review of all credit ratings for the respective
transaction(s) has been conducted during a rating committee.
The complete rating action is as follows:
Issuer: Bear Stearns Mortgage Funding Trust 2007-AR4
Cl. Grantor Trust II-A-2B, Upgraded to Caa2 (sf); previously on Jul
21, 2025 Upgraded to Caa3 (sf)
RATINGS RATIONALE
The rating action mainly results from the correction of an error.
In Moody's prior analysis, the cashflow modeling for the Cl.
Grantor Trust II-A-2B incorrectly allocated funds to certain items,
such as basis risk shortfalls and outstanding realized losses,
before paying principal to the bond, leading to higher than
appropriate expected principal losses on the grantor trust bonds.
This has been corrected, and the rating action also takes into
account the current level of credit enhancement available to the
bond, the recent performance, analysis of the transaction
structure, Moody's updated loss expectations on the underlying pool
and Moody's revised loss-given-default expectation for the bond.
Additionally, this bond is currently undercollateralized, which may
sometimes be reflected by a reduction in principal (a write-down).
Moody's expectations of loss-given-default assesses losses
experienced and expected future losses as a percent of the original
bond balance.
No actions were taken on the other rated classes in this deal
because their expected losses remain commensurate with their
current ratings, after taking into account the updated performance
information, structural features, credit enhancement and other
qualitative considerations.
Principal Methodology
The principal methodology used in this rating was "US Residential
Mortgage-backed Securitizations: Surveillance" published in
December 2024.
Factors that would lead to an upgrade or downgrade of the rating:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
BELLEMEADE RE 2025-1: DBRS Finalizes B Rating on Class B1 Notes
---------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the Mortgage
Insurance-Linked Notes, Series 2025-1 (the Notes) issued by
Bellemeade Re 2025-1 Ltd. (BMIR 2025-1 or the Issuer):
-- $39.9 million Class M-1A at BBB (low) (sf)
-- $59.8 million Class M-1B at BB (high) (sf)
-- $42.7 million Class M-1C at BB (low) (sf)
-- $37.0 million Class M-2 at B (high) (sf)
-- $19.9 million Class B-1 at B (sf)
The BBB (low) (sf) credit rating reflects 5.30% of credit
enhancement, provided by subordinated notes in the transaction. The
BB (high) (sf), BB (low) (sf), B (high) (sf), and B (sf) credit
ratings reflect 4.25%, 3.50%, 2.85%, and 2.50% of credit
enhancement, respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
BMIR 2025-1 is the 20th rated mortgage insurance (MI)-linked note
transaction for Arch Mortgage Insurance Company (Arch MI) and
United Guaranty Residential Insurance Company (UGRIC; collectively
the ceding insurers). The Notes are backed by reinsurance premiums,
eligible investments, and related account investment earnings, in
each case relating to a pool of MI policies linked to residential
loans. The Notes are exposed to the risk arising from losses the
ceding insurer pays to settle claims on the underlying MI policies.
This is the first rated MILN transaction where the target credit
enhancement (CE) is tied to PMIERs capital requirement.
As of the Cut-Off Date, the pool of insured mortgage loans consists
of 153,074 fully amortizing first-lien fixed- and variable-rate
mortgages. All loans have been underwritten to a full documentation
standard, all but two have original loan-to-value ratios (LTVs)
less than or equal to 100.0%, and none have ever been reported to
the ceding insurers as 60 or more days delinquent. As of the
Cut-Off Date, these loans have not been reported to be in a payment
forbearance plan. The mortgage loans have MI policies effective in
or after January 2024 and in or before September 2025.
Approximately 2.0% (by balance) of the underlying insured mortgage
loans in this transaction are not eligible to be acquired by
Freddie Mac and Fannie Mae (government-sponsored enterprises (GSEs)
or agencies).
All of the mortgage loans (by the Cut-Off Date) are insured under
the new master policy that was introduced on March 1, 2020, to
conform to the GSEs' revised rescission relief principles under the
Private Mortgage Insurer Eligibility Requirements (PMIERs)
guidelines (see the Representations and Warranties section of the
related report for more detail).
On the Closing Date, the Issuer will enter into the Reinsurance
Agreement with the ceding insurers. As per the agreement, the
ceding insurers will receive protection for the funded portion of
the MI losses. In exchange for this protection, the ceding insurers
will make premium payments related to the underlying insured
mortgage loans to the Issuer.
The Issuer is expected to use the proceeds from the sale of the
Notes to purchase certain eligible investments that will be held in
the reinsurance trust account. The eligible investments are
restricted to U.S. Treasury money-market funds and securities rated
at least Aaa-mf by Moody's or AAAm by S&P. Unlike other residential
mortgage-backed security (RMBS) transactions, cash flow from the
underlying loans will not be used to make any payments; rather, in
MI-linked Notes (MILN) transactions, a portion of the eligible
investments held in the reinsurance trust account will be
liquidated to make principal payments to the noteholders and to
make loss payments to the ceding insurers when claims are settled
with respect to the MI policy.
The Issuer will use the investment earnings on the eligible
investments, together with the ceding insurers' premium payments,
to pay interest to the noteholders.
The calculation of principal payments to the Notes will be based on
the reduction in aggregate exposed principal balance on the
underlying MI policy that is allocated to the Notes. The
subordinate Notes will receive principal payment if the non-senior
coverage level exceeds the target credit enhancement, which is tied
to required PMIERs capital amount. As of the Closing Date,
non-senior coverage level exceeds the target CE, thus allowing the
rated classes to receive principal payments from the first Payment
Date.
The required PMIERs capital amount is initially set based on
loan-level risk characteristics such as LTV, credit score, purpose,
documentation standard, debt-to-income ratio, amortization term,
etc. As the mortgage loan seasons, the required PMIERs capital
amount will adjust based on the underlying mortgage loan
performance. If the mortgage loan is current or less than 60-days
delinquent (the Performing Mortgage Loan), the required PMIERs
capital amount will be reduced based on loan age. However, if the
mortgage loan is more than or equal to 60-days delinquent
(including FC/BK/pending claims) (the Non-Performing Mortgage
Loan), the required PMIERs capital amount will be increased based
on the number of months of missed payments and status of the MI
claim. (See the Cash Flow Structure and Features section for more
details).
The coupon rates for the Notes are based on the Secured Overnight
Financing Rate (SOFR). There are replacement provisions in place in
the event that SOFR is no longer available; please see the Offering
Circular for more details. Morningstar DBRS did not run interest
rate stresses for this transaction as the interest is not linked to
the performance of the underlying loans. Instead, interest payments
are funded via (1) premium payments that the ceding insurers must
make under the reinsurance agreement and (2) earnings on eligible
investments.
On the Closing Date, the ceding insurers will establish a cash and
securities account, the premium deposit account. In case of the
ceding insurers' default in paying coverage premium payments to the
Issuer, the amount available in this account will be used to make
interest payments to the noteholders. The premium deposit account
will not be funded at closing. The ceding insurers will make a
deposit to this account up to the applicable target balance only
when one of the following Premium Deposit Events occur (please
refer to the related report for more detail).
The Notes are scheduled to mature in October 2035 but will be
subject to early redemption at the option of the ceding insurers
(1) for a 10% clean-up call or (2) on or following the payment date
in October 2030, among others. The Notes are also subject to
mandatory redemption before the scheduled maturity date upon the
termination of the Reinsurance Agreement. Additionally, there is a
provision for the ceding insurers to issue a tender offer to reduce
all or a portion of the outstanding Notes.
Arch MI and UGRIC, together, act as the ceding insurers. The Bank
of New York Mellon (rated AA (high) with a Stable trend by
Morningstar DBRS) will act as the Indenture Trustee, Paying Agent,
Note Registrar, and Reinsurance Trustee.
Notes: All figures are in U.S. dollars unless otherwise noted.
BENCHMARK 2018-B1: Fitch Lowers Rating on Class C Debt to 'BBsf'
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Fitch Ratings has downgraded six and affirmed seven classes of
Benchmark 2018-B1 Mortgage Trust (BMARK 2018-B1). Class C of BMARK
2018-B1, following the downgrade, was assigned a Negative Outlook.
The Rating Outlooks for affirmed classes A-M, B, X-A, and X-B
remain Negative.
Fitch has also affirmed all classes of Benchmark 2018-B2 Mortgage
Trust (BMARK 2018-B2). The Outlooks for affirmed classes A-S, B, C,
D, X-A, and X-D remain Negative.
Entity/Debt Rating Prior
----------- ------ -----
Benchmark 2018-B1
Mortgage Trust
A-4 08162PAW1 LT AAAsf Affirmed AAAsf
A-5 08162PAX9 LT AAAsf Affirmed AAAsf
A-M 08162PAZ4 LT AAAsf Affirmed AAAsf
A-SB 08162PAV3 LT AAAsf Affirmed AAAsf
B 08162PBA8 LT Asf Affirmed Asf
C 08162PBB6 LT BBsf Downgrade BBB-sf
D 08162PAG6 LT CCCsf Downgrade B-sf
E 08162PAJ0 LT CCsf Downgrade CCCsf
F-RR 08162PAL5 LT Csf Downgrade CCsf
X-A 08162PAY7 LT AAAsf Affirmed AAAsf
X-B 08162PAA9 LT Asf Affirmed Asf
X-D 08162PAC5 LT CCCsf Downgrade B-sf
X-E 08162PAE1 LT CCsf Downgrade CCCsf
Benchmark 2018-B2
A-3 08161CAC5 LT AAAsf Affirmed AAAsf
A-4 08161CAD3 LT AAAsf Affirmed AAAsf
A-5 08161CAE1 LT AAAsf Affirmed AAAsf
A-S 08161CAJ0 LT AA-sf Affirmed AA-sf
A-SB 08161CAF8 LT AAAsf Affirmed AAAsf
B 08161CAK7 LT A-sf Affirmed A-sf
C 08161CAL5 LT BBB-sf Affirmed BBB-sf
D 08161CAP6 LT BB-sf Affirmed BB-sf
E-RR 08161CAR2 LT CCCsf Affirmed CCCsf
F-RR 08161CAT8 LT CCsf Affirmed CCsf
G-RR 08161CAV3 LT Csf Affirmed Csf
X-A 08161CAG6 LT AA-sf Affirmed AA-sf
X-D 08161CAM3 LT BB-sf Affirmed BB-sf
KEY RATING DRIVERS
Increased 'Bsf' Loss Expectations: Deal-level 'Bsf' rating case
loss for the BMARK 2018-B1 increased to 14.8%, from 11.8% at
Fitch's prior rating action. Deal-level 'Bsf' rating case loss in
the BMARK 2018-B2 transaction were 11.4% compared to 11.3% at the
prior review. The BMARK 2018-B1 transaction has 12 Fitch Loans of
Concern (FLOCs; 43.4% of the pool), including six loans in special
servicing (22.8%). The BMARK 2018-B2 transaction has 15 FLOCs
(43.2%), including seven loans in special servicing (21.6%).
The downgrades in the BMARK 2018-B1 transaction primarily reflect
higher pool loss expectations on the three largest loans in the
transaction (20.9% of the pool) since the prior rating action.
Higher losses are driven by significantly lower updated appraisal
valuations for the specially serviced loans 90 Hudson (8.5%) and
Worldwide Plaza (6.1%), as well as continued performance
deterioration of Valencia Town Center (6.3%).
The Negative Outlooks in BMARK 2018-B1 reflect the pool's high
proportion of loans in special servicing (22.8%) and elevated
office concentration of 32.4%. Further downgrades are possible if
performance deteriorates beyond current expectations, most notably
for the largest three loans, property values decline further,
specially serviced loans experience extended workout periods, or
additional loans default at or prior to maturity.
The affirmations in the BMARK 2018-B2 transaction reflect increased
credit enhancement (CE) from scheduled amortization and relatively
stable deal expected losses due to better-than-expected recoveries
from liquidated loans.
Since the prior review, 220 Northwest 8th Avenue (1.7% balance at
prior review) and Village Green of Waterford (2.0%), previously the
third and fifth largest contributors to expected loss,
respectively, liquidated with realized losses of 70.0% and 10.0%
compared with expected losses of 73.3% and 38.8%, respectively.
The Negative Outlooks for classes A-S, B, C, D, X-A, and X-D in
BMARK 2018-B2 reflect a high office concentration of 43.2%, and the
potential for further downgrades should recovery prospects on
specially serviced loans/REO assets worsen and/or performance
continues to deteriorate beyond current expectations on the FLOCs
including specially serviced Central Park of Lisle (7.5%),
Worldwide Plaza (4.7%), Braddock Metro Center (4.0%), and 90 Hudson
(2.8%).
Largest Contributors to Loss: The largest increase in loss
expectations since the prior rating action in the BMARK 2018-B1
transaction and the second largest increase in loss expectations in
the BMARK 2018-B2 transaction is the 90 Hudson loan (8.5% in BMARK
2018-B1 and 2.8% in BMARK 2018-B2), secured by a 432,284-sf office
property located in Jersey City, NJ that was built in 1999.
The largest tenant at the property, Lord Abbett (60.5% of the NRA)
vacated at lease expiration in December 2024. The loan transferred
to special servicing in July 2025 for imminent payment default and
the servicer is proceeding with foreclosure. Colliers was appointed
as receiver in September 2025.
A cash sweep was activated in June 2023 after Lord Abbot did not
renew their lease; the October 2025 reserve balance was reported at
$7.1 million. The second largest tenant, Charles Komar & Sons
(36.9%), with lease expiration in December 2031 has listed 53,047
sf as available for sublease according to Costar. CoStar reports
that 326,093 sf (68.9% of the NRA) is listed as available for lease
in the building.
Fitch's loss expectations of 59.6% (prior to concentration add-ons)
considers the most recent appraisal value, which is approximately
75% below the issuance appraisal value, equating to a recovery
value of $125 psf.
The second largest contributor to loss expectations in the BMARK
2018-B1 transaction is the Valencia Town Center loan (6.3%), which
is secured by the leasehold interest in a 395,483-sf mixed-use
property located in Santa Clarita, CA. The ground lease expires in
2115 with no extension options. The fixed ground rent payment was
originally $2.6 million with 2% annual increases for the first 10
years, followed by a 3% increase each year from 2026 through 2045.
The payment remains at $5.7 million until 2066, after which it
increases 2% per year until the term expiration.
The largest tenant, Princess Cruise Lines (PCL) is in the process
of relocating its global headquarters to South Florida, a move
expected to be completed by 2028. The Valencia office is being
listed for sublease, and a significant portion of the company's
footprint will be reduced as the relocation progresses.
Out of the total 73.2% of NRA the tenant occupies, 38.1% (44.9% of
total rents) expires in March 2026 with the remaining 35.1% (41.4%)
expiring in December 2027. Occupancy is expected to drop to 46.9%
in 2026 from 85% and down to 3% in 2027 assuming no new leases are
signed. The PCL lease is guaranteed by their parent company,
Carnival Corporation.
As of YE 2024, NOI DSCR remained stable at 2.56x due to PCL's
continued rent payments. A cash flow sweep has been triggered, and
the October 2025 reserve balance was reported at $23 million.
Fitch's 'Bsf' rating case loss of 34.9% (prior to concentration
adjustments) reflects a value that incorporates a sum-of-the-parts
analysis to ascertain the aggregate individual values of the leased
fee and leasehold interests based on market occupancy and rental
rate assumptions to lease up the vacated office space. The loss
also factors in a higher probability of default given the continued
concerns with the large portion of dark space, lack of leasing
activity for the dark space, elevated availability rates in the
submarket, as well as the leasehold interest in the collateral with
escalating ground rent payments. The property has been listed for
sale by Colliers.
The largest increase in loss expectations in the BMARK 2018-B1
transaction and second largest increase in loss expectations in the
BMARK 2018-B2 transaction since the prior rating action is the
Worldwide Plaza loan (6.1% in BMARK 2018-B1 and 4.7% in BMARK
2018-B2), secured by a 2.0 million-sf office property located in
New York City on 8th Avenue between 49th and 50th streets. The loan
transferred to special servicing in September 2024 due to imminent
monetary default.
As of June 2025, occupancy declined to 63% from 91% at YE 2023,
primarily driven by the departure of the second largest tenant,
Cravath Swaine & Moore (30.0% of the NRA) vacating at lease
expiration in August 2024. In addition, largest tenant Nomura
(currently 34.3% of the NRA; lease expiration in Sept. 2032)
downsized from 40.0% of the NRA and extended its lease on the
reduced space through December 2046.
Fitch's loss expectations of 26% (prior to concentration add-ons)
reflects a 50% stress to the YE 2023 NOI due to the elevated
vacancy levels and is in line with the most recent appraisal value,
which is approximately 78% below the issuance appraisal value,
equating to a recovery value of $190 psf.
The largest contributor to expected losses in the pool in the BMARK
2018-B2 transaction is the REO asset, Central Park of Lisle (7.5%
of the pool and largest in the pool), which is a 693,606-sf office
complex located in Lisle, IL. The asset transferred to special
servicing in September 2022 for imminent maturity default and
became REO in February 2024.
Property performance continues to weaken, with the September 2025
occupancy falling to 51.2% from 68% at YE 2023. The decline in
occupancy reflects the downsizing of largest tenant, KONE, and the
departure of major tenants, Farmers Insurance (9.4% of the NRA) and
Kantar (5.8%) at their respective lease expirations in May 2024 and
January 2025.
Fitch's 'Bsf' rating case loss of 47.3% (prior to concentration
adjustments) reflects a 20% stress to the most recent appraisal
value which is approximately 61.2% below the issuance appraisal
equating to a recovery value of $60 psf.
The third largest increase in loss expectations since the prior
rating action in the BMARK 2018-B2 transaction is the Braddock
Metro Center loan (4.0%), which is secured by a three-property
office portfolio totaling 315,589 sf located in Alexandria, VA. The
loan transferred to special servicing in September 2024 for
non-monetary default.
Property occupancy declined to 79% as of October 2024 from 81% at
YE 2023 and 89% at YE 2022. As of June 2024, the servicer-reported
NOI DSCR fell to 1.01x from 1.25x at YE 2023 and 1.69x at YE 2022.
The property has 83,758 sf (21.5% of the NRA) of total available
space, of which 4,175 sf is from the space of the third largest
tenant, Cushman & Wakefield, according to CoStar.
Fitch's 'Bsf' rating case loss of 50.1% (prior to concentration
adjustments) considers the most recent appraisal value, equating to
a recovery value of $119 psf.
Increased Credit Enhancement (CE): As of the November 2025
distribution date, the aggregate balances of the BMARK 2018-B1 and
BMARK 2018-B2 transactions have been reduced by 29.6% and 29.3%,
respectively, since issuance.
Three loans (8.0% of the pool) in the BMARK 2018-B1 transaction are
fully defeased. Five loans (5.1%) in the BMARK 2018-B2 transaction
are fully defeased. The BMARK 2018-B1 transaction has 12 (55.4%)
full-term, interest-only (IO) loans and 26 (44.6%) loans that are
currently amortizing. The BMARK 2018-B2 transaction has 13 (49.1%)
full-term, interest-only (IO) loans and 29 (50.9%) loans that are
currently amortizing.
Cumulative interest shortfalls of $2.77 million are currently
impacting the non-rated Classes V-RR, and G-RR in the BMARK 2018-B1
transaction and $1.14 million impacting the G-RR and NR-RR classes
in the BMARK 2018-B2 transaction. Realized losses of $11.9 are
impacting the non-rated VRR and G-RR classes in the BMARK 2018-B1
transaction and $15.9 million impacting the non-rated NR-RR class
in the BMARK 2018-B2 transaction.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades to senior 'AAAsf' rated classes are not expected due to
the high CE, senior position in the capital structure and expected
continued amortization and loan repayments but may occur if
deal-level losses increase significantly and/or interest shortfalls
occur or are expected to occur.
Downgrades to classes rated in the 'AAsf' and 'Asf' categories
could occur if performance and/or valuation of the FLOCs/specially
serviced loans, most notably 90 Hudson, and Worldwide Plaza in both
transactions, Valencia Town Center in BMARK 2018-B1, and Central
Park of Lisle and Braddock Metro Center in BMARK 2018-B2,
deteriorate further or fail to stabilize or if more loans than
expected default at or prior to maturity.
Downgrades for the 'BBBsf', 'BBsf' and 'Bsf' categories are likely
with higher-than-expected losses from continued underperformance of
the FLOCs, particularly the loans with deteriorating performance
and/or with greater certainty of losses on the specially serviced
loans, or with prolonged workouts of the loans in special
servicing.
Downgrades to distressed ratings would occur should additional
loans be transferred to special servicing or default, as losses are
realized or become more certain.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades to classes rated in the 'AAsf' and 'Asf' category may be
possible with significantly increased CE from paydowns and/or
defeasance, coupled with stable-to-improved pool-level loss
expectations and stronger performance and/or valuation on the
FLOCs/specially serviced loans. This includes 90 Hudson, and
Worldwide Plaza in both transactions, Valencia Town Center in BMARK
2018-B1, and Central Park of Lisle and Braddock Metro Center in
BMARK 2018-B2. Classes would not be upgraded above 'AA+sf' if there
is likelihood for interest shortfalls.
Upgrades to the 'BBBsf' category rated classes would be limited
based on sensitivity to concentrations or the potential for future
concentration.
Upgrades to the 'BBsf' and 'Bsf' category rated classes are not
likely until the later years in a transaction and only if the
performance of the remaining pool is stable but are limited based
on sensitivity to adverse selection and concentrations to the FLOCs
and loans in special servicing.
Upgrades to distressed ratings are not expected and would only
occur with better-than-expected recoveries on specially serviced
loans and/or significantly higher values on FLOCs.
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.
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.
BLACK DIAMOND 2025-2: S&P Assigns BB- (sf) Rating on Class E Notes
------------------------------------------------------------------
S&P Global Ratings assigned its ratings to Black Diamond CLO 2025-2
Ltd./Black Diamond CLO 2025-2 LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by Black Diamond CLO 2025-2 Adviser
LLC.
The ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Ratings Assigned
Black Diamond CLO 2025-2 Ltd./Black Diamond CLO 2025-2 LLC
Class A-1, $244.00 million: AAA (sf)
Class A-2, $16.00 million: AAA (sf)
Class B, $44.00 million: AA (sf)
Class C (deferrable), $24.00 million: A (sf)
Class D-1 (deferrable), $24.00 million: BBB- (sf)
Class D-2 (deferrable), $4.00 million: BBB- (sf)
Class E (deferrable), $12.00 million: BB- (sf)
Subordinated notes, $37.05 million: NR
NR--Not rated.
BLP TRUST 2025-IND2: Moody's Assigns Ba2 Rating to Cl. E Certs
--------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to five classes of
CMBS securities, issued by BLP Trust 2025-IND2, Commercial Mortgage
Pass-Through Certificates, Series 2025-IND2:
Cl. A, Definitive Rating Assigned Aaa (sf)
Cl. B, Definitive Rating Assigned Aa2 (sf)
Cl. C, Definitive Rating Assigned A2 (sf)
Cl. D, Definitive Rating Assigned Baa3 (sf)
Cl. E, Definitive Rating Assigned Ba2 (sf)
RATINGS RATIONALE
The certificates are collateralized by a single, floating rate loan
collateralized by the borrower's fee simple interests in 20
industrial facilities encompassing 3,503,107 SF. Moody's ratings
are based on the credit quality of the loans and the strength of
the securitization structure.
The collateral consists of 20 properties located across 8
metropolitan statistical areas ("MSAs) in 7 states. The largest MSA
concentrations are Northern New Jersey (6 properties, 55.0% of ALA,
52.5% of in-place NCF), Inland Empire (3, 15.5%, 19.9%) and Boston
(4, 8.7%, 11.1%). The Portfolio's property-level and MSA level
Herfindahl scores are 5.05 and 2.95, respectively, based on ALA.
The top property, Monroe 8A Logistics Center, represents 41.6% of
ALA. No other single property represents more than 8.5% of ALA.
The facilities were built at various points between 1965 and 2024,
with a weighted average construction year of 1996 by ALA. Together,
they contain approximately 3,503,107 SF of aggregate rentable area.
Property size ranges between 328,754 SF and 1,281,000 SF, and
average approximately 125,111 SF. Excluding one property that is a
development site (2.2% of ALA). Maximum ceiling clear heights range
between 11 feet and 40 feet, and average approximately 33.0 feet.
Office space represents approximately 4.8% of the Portfolio NRA.
Dock high doors, a vital specification for warehouse distribution
centers, range from 2 to 222 total doors or 26 doors on average
portfolio wide.
As of October 2025, the Portfolio was 94.7% occupied tenanted by 25
unique tenants. Approximately 46.4% of the Portfolio's NRA is
leased to tenants Moody's rate investment grade.
Moody's approach to rating this transaction involved the
application of Moody's Large Loan and Single Asset/Single Borrower
Commercial Mortgage-backed Securitizations methodology. The rating
approach for securities backed by a single loan compares the credit
risk inherent in the underlying collateral with the credit
protection offered by the structure. The structure's credit
enhancement is quantified by the maximum deterioration in property
value that the securities are able to withstand under various
stress scenarios without causing an increase in the expected loss
for various rating levels. In assigning single borrower ratings,
Moody's also considers a range of qualitative issues as well as the
transaction's structural and legal aspects.
The credit risk of loans is determined primarily by two factors: 1)
Moody's assessments of the probability of default, which is largely
driven by each loan's DSCR, and 2) Moody's assessments of the
severity of loss upon a default, which is largely driven by each
loan's loan-to-value ratio, referred to as the Moody's LTV or MLTV.
As described in the CMBS methodology used to rate this transaction,
Moody's makes various adjustments to the MLTV. Moody's adjust the
MLTV for each loan using a value that reflects capitalization (cap)
rates that are between Moody's sustainable cap rates and market cap
rates. Moody's also uses an adjusted loan balance that reflects
each loan's amortization profile.
The Moody's first mortgage actual DSCR is 1.30X and Moody's first
mortgage actual stressed DSCR is 0.86X. Moody's DSCR is based on
Moody's stabilized net cash flow.
The loan first mortgage balance of $620,000,000 represents a
Moody's LTV ratio of 97.2% based on Moody's Value. Adjusted Moody's
LTV ratio for the first mortgage balance is 94.4% based on Moody's
Value using a cap rate adjusted for the current interest rate
environment.
Moody's also grade properties on a scale of 0 to 5 (best to worst)
and consider those grades when assessing the likelihood of debt
payment. The factors considered include property age, quality of
construction, location, market, and tenancy. The pool's weighted
average property quality grade is approximately 0.75.
Notable strengths of the transaction include: (i) proximity to
global gateway markets, (ii) infill locations, (iii) geographic
diversity, (iv) below market leases, (v) tenant profile, (vi)
multiple property pooling, and (vii) strong sponsorship.
Notable concerns of the transaction include: (i) rollover risk,
(ii) tenant concentration, (iii) cash out, floating-rate
interest-only loan profile, (iv) non-sequential prepayment
provision, and (v) credit negative legal features, (vi) credit
negative environmental features.
The principal methodology used in these ratings was "Large Loan and
Single Asset/Single Borrower Commercial Mortgage-backed
Securitizations" published in January 2025.
Moody's approach for single borrower and large loan multi-borrower
transactions evaluates credit enhancement levels based on an
aggregation of adjusted loan level proceeds derived from Moody's
loan level LTV ratios. Major adjustments to determining proceeds
include leverage, loan structure, and property type. These
aggregated proceeds are then further adjusted for any pooling
benefits associated with loan level diversity, other concentrations
and correlations.
Factors that would lead to an upgrade or downgrade of the ratings:
The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range may
indicate that the collateral's credit quality is stronger or weaker
than Moody's had previously anticipated. Factors that may cause an
upgrade of the ratings include significant loan pay downs or
amortization, an increase in the pool's share of defeasance or
overall improved pool performance. Factors that may cause a
downgrade of the ratings include a decline in the overall
performance of the pool, loan concentration, increased expected
losses from specially serviced and troubled loans or interest
shortfalls.
BUSINESS LOAN 2007-A: S&P Withdraws 'CC(sf)' rating on Cl. D Notes
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S&P Global Ratings withdrew its 'CC (sf)' rating on class D from
Business Loan Express Business Loan Trust 2007-A at the issuer's
request.
BX TRUST 2017-CQHP: Moody's Lowers Rating on Cl. B Certs to B1
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Moody's Ratings has downgraded the ratings on five classes and
affirmed the rating on one class in BX Trust 2017-CQHP, Commercial
Mortgage Pass-Through Certificates, Series 2017-CQHP as follows:
Cl. A, Downgraded to Ba1 (sf); previously on Jul 2, 2024 Downgraded
to Baa1 (sf)
Cl. B, Downgraded to B1 (sf); previously on Jul 2, 2024 Downgraded
to Ba1 (sf)
Cl. C, Downgraded to Caa1 (sf); previously on Jul 2, 2024
Downgraded to B3 (sf)
Cl. D, Downgraded to Caa3 (sf); previously on Jul 2, 2024
Downgraded to Caa2 (sf)
Cl. E, Downgraded to C (sf); previously on Jul 2, 2024 Downgraded
to Caa3 (sf)
Cl. F, Affirmed C (sf); previously on Jul 2, 2024 Downgraded to C
(sf)
RATINGS RATIONALE
The ratings on five P&I classes were downgraded primarily due to an
increase in Moody's loan-to-value (LTV) ratio driven by the
prolonged loan delinquency and sustained underperformance of the
remaining three assets. The action also takes into account the high
servicer advances, which have continued to rise following the
disposition of the Boston asset, as well as the lagging recovery in
the hotel market for the locations of the three remaining assets.
This floating rate loan has been in special servicing since June
2020 and one of the original assets, Club Quarters Hotel Boston,
was sold in December 2024 with the sale proceeds applied to
outstanding advances at that time and then to pay down a portion of
the loan principal balance. As of the October 2025 distribution
date, the loan was last paid through its April 2025 payment date
and there is approximately $10.0 million of loan advances, other
expenses and cumulative accrued unpaid advance interest
outstanding. Servicing advances are senior in the transaction
waterfall and are paid back prior to any principal recoveries which
may result in lower recovery to the total trust balance.
The loan is secured by three remaining hotels located in San
Francisco, CA, Chicago, IL and Philadelphia, PA and the downgrades
also reflect the potential for higher losses due to the uncertainty
around the timing and proceeds from the ultimate resolution of
these remaining assets. While their combined NOI reported for the
first eight months of 2025 has improved compared to the same period
in 2024, the combined NOI on the three hotels was approximately 68%
below their combined NOI in 2019 with each individual hotel
performing well below its related levels in 2019. Combined with the
significant increase in the floating interest rate since 2022, the
loan's NOI DSCR was below 0.60X based on the annualized NOI from
August 2025.
The rating on the P&I class, Cl. F, was affirmed because the rating
is consistent with Moody's expected loss.
In this credit rating action Moody's considered qualitative and
quantitative factors in relation to the senior-sequential structure
and quality of the asset, and Moody's analyzed multiple scenarios
to reflect various levels of stress in property values that could
impact loan proceeds at each rating level.
METHODOLOGY UNDERLYING THE RATING ACTION
The principal methodology used in these ratings was "Large Loan and
Single Asset/Single Borrower Commercial Mortgage-backed
Securitizations" published in January 2025.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:
The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or weaker
than Moody's had previously expected.
Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns, or a significant improvement
in the loan's performance.
Factors that could lead to a downgrade of the ratings include a
further decline in actual or expected performance of the loan
and/or an increase in realized and expected losses.
DEAL PERFORMANCE
As of the October 17th, 2025 distribution date, the transaction's
aggregate certificate balance was $240.7 million. The
securitization is backed by a single floating rate loan currently
secured by three Club Quarter hotels totaling 1,050 rooms and
located in San Francisco (346 rooms), Chicago Central Loop (429
rooms), and Philadelphia (275 rooms). The portfolio is encumbered
with $61.3 million of non-pooled mezzanine debt. The loan has been
in special servicing since June 2020 for monetary default and one
of the original assets, Club Quarters Hotel Boston (178 rooms), was
sold in December 2024. While the sale proceeds for the Boston asset
were above its original allocated loan amount and in-line with its
most recent appraisal value, the sale proceeds were first applied
to the significant outstanding advances (approximately $48 million
at Moody's last review) with the remaining balance to pay down the
loan. Furthermore, the Boston asset recognized the most significant
recovery since 2020 and was the only asset performing close to its
pre-COVID levels.
According to the update from the servicer, a foreclosure sale was
held for the Chicago asset in August 2025 and the trust was the
winning bid. The special servicer is also pursuing foreclosure of
the other two assets. As of the October 2025 distribution date, the
loan was last paid through its April 2025 payment date and there is
approximately $10.0 million of loan advances, other expenses and
cumulative accrued unpaid advance interest outstanding.
As of August 2025, the combined annualized NOI for the three
remaining assets increased to $8.5 million, up from their
annualized August 2024 NOI of $6.5 million. However, their NOI
remains significantly below historical levels, 66% and 68% lower
than their combined NOI in 2018 and 2019, respectively. Due to the
loan's floating interest rate exceeding 6.0%, the DSCR is below
0.60X based on the annualized August 2025 NOI. Furthermore, the
markets for the three remaining assets continue to experience a
prolonged recovery. According to the year-end 2024 STR Report, the
San Francisco/San Mateo MSA recorded the weakest performance among
the Top 25 MSAs, with RevPAR still down 32.4% compared to 2019. The
Chicago and Philadelphia MSAs posted RevPAR gains of 8.1% and 1.5%,
respectively, over their 2019 levels. However, both remain well
below the overall US RevPAR growth of 15.2% during the same
period.
Moody's analysis reflects the slow recovery and the first mortgage
balance of $240.7 million represents Moody's LTV of 222.4% (not
including outstanding advances). However, due to the delinquency
and low cash flow on the remaining three assets there are
outstanding loan advances and accrued unpaid interest totaling
approximately $10.0 million causing the aggregate loan exposure to
be $250.7 million as of the October 2025 remittance. There are
outstanding interest shortfalls totaling $144,387 impacting up to
Cl. F and no losses have been realized as of the current
distribution date.
BX TRUST 2025-DELC: DBRS Gives Prov. B(high) Rating on HRR Certs
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DBRS, Inc. assigned provisional credit ratings to the following
classes of Commercial Mortgage Pass-Through Certificates, Series
2025-DELC (the Certificates) to be issued by BX Trust 2025-DELC:
-- Class A at (P) AAA (sf)
-- Class B at (P) AAA (sf)
-- Class C at (P) AA (low) (sf)
-- Class D at (P) A (low) (sf)
-- Class E at (P) BBB (low) (sf)
-- Class F at (P) BB (low) (sf)
-- Class HRR at (P) B (high) (sf)
All trends are Stable.
The transaction is collateralized by the borrower's fee-simple and
leasehold interests in a portion of Hotel Del Coronado, a 938-key,
full-service luxury property and is a designated National Historic
Landmark in Coronado, California, across the bay from downtown San
Diego. Of the 938 keys, 718 keys are guest rooms and 220 are
condominiums across five distinct neighborhoods, including Shore
House and Beach Village (both condominiums) as well as The Views,
The Cabanas, and The Victorian Building (all hotels). Hotel Del
Coronado was built in 1887 and is known for its historical charm,
wood-frame construction, and vibrant decor reminiscent of the 19th
century. This makes Hotel Del Coronado one of the most recognizable
historic hotels in the U.S. USA Today and Smart Meetings rated
Hotel Del Coronado as the best waterfront resort in 2025.
Coronado's unique blend of exclusivity, scenic beaches, year-round
appeal, and, most importantly, lack of waterfront land make it a
premier market for luxury oceanfront resorts.
The hotel comprises a collection of buildings across an
approximately 30-acre site. The resort's original structure, the
three-story Victorian Building, contains approximately half of the
guest room inventory and serves as the architectural and
operational centerpiece of the property. The 220 condominiums are
third-party-owned units, but all participate in the revenue-sharing
program operated by the hotel. The 718 hotel rooms are branded
under Curio Collection by Hilton, while the third-party-owned units
within the Beach Village and Shore House neighborhoods are operated
under Hilton's LXR brand. The hotel offers high-end resort
amenities in line with a luxurious beachside resort, including
upscale dining outlets, a three-meal restaurant, a seafood
restaurant, a lounge, a poolside restaurant, two pool bars, a pizza
shop, a taco shack, a grab-and-go marketplace, and a dessert shop.
Additionally, the hotel offers 98,000 square feet (sf) of indoor
meeting and event space and approximately 146,500 sf of outdoor
event space, including historic ballrooms and a private beach.
Recreational amenities consist of three outdoor pools, a history
museum, a full-service spa with 18 treatment rooms, a fitness
center, and direct access to a private beach.
The transaction sponsor is an affiliate of Blackstone Inc., the
world's largest alternative asset manager with approximately $1.2
trillion in assets under management as of September 2025 and more
than 12,500 real estate assets. Since 2015, the sponsor has
invested $569.0 million ($606,568 per key) into the asset. The
renovation was focused on revitalizing Hotel Del Coronado to its
former glory as the most distinguished hotel in Coronado while
increasing the room count and adding food and beverage outlets. The
renovation ended in August 2025 with the $159.0 million renovation
of the historic Victorian Building. This renovation focused on
restoring the vintage-inspired chandelier, oak reception desk,
historic stained-glass windows in the front porch, etc.
Importantly, all guest rooms in the Victorian Building were
revamped with the latest technology, floral wall coverings, woven
vinyl raffia headboards, and blue Chinoiserie lamps. The hotel also
added the Nobu and Veranda restaurants to its robust oceanfront
dining area in early summer 2025.
The loan is a two-year, floating-rate interest-only mortgage loan
with three one-year extension options. The floating rate will be
based on the one-month Secured Overnight Financing Rate (SOFR) plus
the weighted-average mortgage loan component spread of 2.604%. The
borrower will enter into an interest rate agreement with an assumed
SOFR cap of 4.250% during the initial term. The subject was
previously securitized in the Morningstar DBRS-rated BX 2023-DELC
transaction, from which $950.0 million of debt was refinanced as a
result of this transaction. The transaction will represent
cash-neutral financing, with the sponsor retaining approximately
$630.0 million of equity remaining in the property.
Notes: All figures are in U.S. dollars unless otherwise noted.
CAFL 2025-RRTL2: DBRS Finalizes B(low) Rating on Class M2 Notes
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DBRS, Inc. finalized its provisional credit ratings on the
Mortgage-Backed Notes, Series 2025-RRTL2 (the Notes) issued by CAFL
2025-RRTL2 Issuer, LP (the Issuer) as follows:
-- $218.0 million Class A-1 at A (low) (sf)
-- $22.8 million Class A-2 at BBB (low) (sf)
-- $22.5 million Class M-1 at BB (low) (sf)
-- $21.8 million Class M-2 at B (low) (sf)
The A (low) (sf) credit rating reflects 27.35% of credit
enhancement (CE) provided by the subordinated notes and
overcollateralization. The BBB (low) (sf), BB (low) (sf), and B
(low) (sf) credit ratings reflect 19.75%, 12.25%, and 5.00% of CE,
respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
This transaction is a securitization of a two-year revolving
portfolio of residential transition loans (RTLs) funded by the
issuance of the Notes. As of the Initial Cut-Off Date, the Notes
are backed by:
-- 156 mortgage loans with a total unpaid principal balance (UPB)
of approximately $138,206,827
-- Approximately $161,793,172 in the Accumulation Account
-- Approximately $1,250,000 in the Pre-funding Interest Account.
Additional RTLs may be added to the revolving portfolio on future
additional transfer dates, subject to the transaction's eligibility
criteria.
CAFL 2025-RRTL2 represents the sixth RTL securitization issued from
the CAFL shelf. Founded in 2014 and acquired in 2019, CoreVest, a
wholly owned subsidiary of Redwood Trust, Inc. (Redwood Trust), is
a specialty real estate lending and asset management company which
specializes in business purpose loans (BPLs) to residential real
estate investors, including term loans on stabilized properties and
bridge loans. In the 24 months ending December 2024, CoreVest
originated $3.3 billion of business purpose loans (BPLs), including
$2.1 billion of RTLs.
The revolving portfolio consists of first lien, fixed- or
adjustable-rate, interest-only (IO) balloon RTL with original terms
to maturity primarily of 12 to 24 months. The loans may include
extension options, which can lengthen maturities beyond the
original terms. The characteristics of the revolving pool will be
subject to eligibility criteria specified in the transaction
documents and include:
-- A minimum non-zero weighted-average (NZ WA) FICO score of 745.
-- A maximum NZ WA Loan-to-Cost (LTC) ratio of 82.5%.
-- A maximum NZ WA As Is Loan-to-Value (AIV LTV) ratio of 70.0%.
-- A maximum NZ WA As Repaired Loan-to-Value (ARV LTV) ratio of
70.0%.
RTL Features
RTLs, also known as fix-and-flip mortgage loans, are short-term
bridge, construction, or renovation loans designed to help real
estate investors purchase and renovate residential or multifamily
5+ and mixed-use properties (the latter is limited to 5.0% of the
revolving portfolio), generally within 12 to 36 months. RTLs are
similar to traditional mortgages in many aspects but may differ
significantly in terms of initial property condition, construction
draws, and the timing and incentives by which borrowers repay
principal. For traditional residential mortgages, borrowers are
generally incentivized to pay principal monthly, so they can occupy
the properties while building equity in their homes. In the RTL
space, borrowers repay their entire loan amount when they (1) sell
the property with the goal to generate a profit or (2) refinance to
a term loan and rent out the property to earn income.
In general, RTLs are short-term IO balloon loans with the full
amount of principal (balloon payment) due at maturity. The
repayment of an RTL is mainly based on the ability to sell the
related mortgaged property or to convert it into a rental property.
In addition, many RTL lenders offer extension options, which
provide additional time for borrowers to repay their mortgage
beyond the original maturity date. For the loans in this
transaction, such extensions may be granted, subject to certain
conditions, at the direction of the Collateral Administrator.
In the CAFL 2025-RRTL2 revolving portfolio, collateral interests
may be:
Fully funded:
With no obligation of further advances to the borrower,
With a portion of the loan proceeds allocated to a rehabilitation
(rehab) escrow account for future disbursement to fund construction
and/or interest draw requests upon the satisfaction of certain
conditions, or
Partially funded:
With a commitment to fund borrower-requested draws for approved
rehab, construction, or repairs of the property or interest draws,
if applicable, upon the satisfaction of certain conditions,
With an uncommitted option to fund additional mortgaged
properties.
After completing certain construction/repairs using their own
funds, the borrower usually seeks reimbursement by making draw
requests. Generally, construction draws are disbursed only upon the
completion of approved construction/repairs and after a
satisfactory construction progress inspection. Based on the CAFL
2025-RRTL2 eligibility criteria, unfunded commitments are limited
to 35.0% of the portfolio by the assets of the Issuer (UPB plus
amounts in the Accumulation Account).
CoreVest Lines of Credit (LOC)
LOC is a product CoreVest offers to experienced RTL borrowers with
typically 10+ fix and flip transactions or rental properties. Such
LOC can be closed end or revolving and typically have lower
leverage points than CoreVest fix and flip loans. These LOC require
both an initial sponsor underwrite (UW), as well as a property UW
for each related project.
Generally, for revolving LOC, there is a replenishment period of 12
months and a total term of 18 to 24 months. During the
replenishment period, new properties/projects can be funded with
undrawn amounts available on the LOC. After the LOC replenishment
period, as properties/fundings get completed/paid down, the LOC
gets paid down as well. Like multiproperty blanket loans, there is
a collateral release premium so that the overall LOC LTV improves
as properties pay off and exit the LOC.
At LOC origination, Corevest conducts a full sponsor UW upfront,
which includes a complete review of the sponsor's business plan,
strategy, and creditworthiness. Based on this review, CoreVest will
approve a maximum LOC amount for the sponsor. During the
replenishment period of the LOC, for every additional
property/funding request by the sponsor, a full property UW is
completed, which includes a review of the appraisal, title,
insurance, and the project's alignment with the sponsor's business
plan. In addition, third-party due-diligence review (TPR) is
conducted. CoreVest has no obligation to fund new
properties/projects in a LOC, even if there is undrawn balance
available, and may decline a request, if warranted, based on its UW
review.
Within an RTL securitization, each individual funding within a
revolving LOC function similarly to adding an additional mortgage
loan during the revolving period of an RTL securitization. A
similar UW and TPR process would be applied to both an additional
property in a LOC and an additional loan in an RTL securitization.
Transaction eligibility criteria and concentration limits govern
the replenishment of LOC collateral in the same fashion as any
other RTL in the securitization. Even though LOC borrowers are
approved up to a certain line amount, there is no obligation by
CoreVest to fund additional fundings in a LOC, similar to how there
is no obligation by an RTL lender to a borrower to originate a new
RTL.
Once the RTL securitization reaches the end of the reinvestment
period, there exists the possibility that certain LOC may still be
within their replenishment periods. At that point, all amounts in
the securitization Accumulation Account would be released through
the waterfall and there would be no more replenishment of cash to
fund additional properties. If an LOC borrower requests a new
funding for a project during the securitization amortization
period, the Collateral Administrator (CoreVest) will advance funds
for such additional property. The additional funding would be
contributed to the Trust as collateral (adding to the credit
support of the securitization) and the Collateral Administrator
will reimburse itself for the funding from the cash flow waterfall,
only after all the rated notes have paid down to zero.
Collateral Participation
CoreVest may acquire Participations in the form of participation
interests in a mortgage loan where the acquired interest by the
Issuer (Collateral Participation) is pari passu with one or more
companion participations. Companion participations are only
interests in such mortgage loans and not acquired by the Issuer.
The rights and obligations of the holders of Collateral
Participation are governed by a participation agreement. Collateral
interests refer to Collateral Participations as well as the
mortgage loans.
Participation Interests with Committed Advances are not permitted
by the Acquisition Criteria.
Cash Flow Structure and Draw Funding
A failure to redeem the Notes in full by the Payment Date in
November 2029 (Mandatory Auction Trigger Date) will trigger a
mandatory auction of the underlying collateral interests. If the
auction fails to elicit sufficient proceeds to make-whole the
Notes, another auction will follow every four months for the first
year, and subsequent auctions will be carried out every six months.
If the Collateral Administrator fails to conduct the auction,
holders of more than 50% of the Class M-2 Notes will have the right
to appoint a different auction agent to conduct the auction.
The transaction employs a sequential-pay cash flow structure with
bullet pay features to Class A-2 and more subordinate notes on the
related Expected Redemption Date (ERD). During the reinvestment
period, the Notes will generally be IO. During and after the
reinvestment period, principal and interest collections will be
used to pay interest to the Notes, sequentially. After the
reinvestment period, available funds will be applied as principal
to pay down Class A-1, until reduced to zero. After Class A-1 is
paid in full and prior to the earliest of (1) an Event of Default
(EOD), or (2) the Mandatory Auction Trigger Date, any available
funds remaining will be deposited into the Redemption Account.
Class A-2 and more subordinate notes are not entitled to any
payments of principal until the earliest of (1) an optional
redemption date, (2) the Mandatory Auction Trigger Date, or (3) an
EOD. If the Issuer does not redeem the Notes by the payment date in
May 2028, the Class A-1 and A-2 fixed rates will step up by 1.000%
the following month.
The transaction incorporates a debt for tax structure and the
interest rates on the Notes are set at fixed rates, which are not
capped by the net weighted-average coupon (Net WAC) or available
funds. This feature, along with the bullet features, cause the
structure to have elevated subordination levels relative to a
comparable structure with fixed-capped interest rates and no bullet
feature because interest entitlements are generally higher, and
more principals may be needed to cover interest shortfalls.
Morningstar DBRS considered such nuanced features and incorporated
them in its cash flow analysis. The cash flow structure is
discussed in more detail in the Cash Flow Structure and Features
section of the related presale report.
There will be no advancing of delinquent (DQ) interest on any
mortgage by the Servicers or any other party to the transaction.
However, the Collateral Administrator or the Servicers are
obligated to fund Servicing Advances which include taxes, insurance
premiums, and reasonable costs incurred in the course of servicing
and disposing properties. The Collateral Administrator or the
Servicers, as applicable, will be entitled to reimbursements for
Servicing Advances from available funds prior to any payments on
the Notes.
The Collateral Administrator will satisfy Draw Requests by (1)
directing release of funds from the Rehab Escrow Account to the
applicable borrower for loans with funded commitments; or (2) for
loans with unfunded commitments, (a) advancing funds on behalf of
the Issuer or (b) directing the release of funds from the
Accumulation Account. The Collateral Administrator will be entitled
to reimbursements for such Draw Advances from the Accumulation
Account.
The Accumulation Account is replenished from the transaction cash
flow waterfall, after payment of interest to the Notes, to maintain
a minimum required funding balance. During the reinvestment period,
amounts held in the Accumulation Account, along with the mortgage
collateral, must be sufficient to maintain a minimum credit
enhancement (CE) of approximately 5.00% to the most subordinate
rated class. The structure maintains this CE through a Minimum
Credit Enhancement Test, which if breached, redirects available
funds (1) to pay down Class A-1 and then (2) to the Redemption
Account, prior to replenishing the Accumulation Account.
The transaction also employs the Expense Reserve Account, which
will be available to cover fees and expenses. The Expense Reserve
Account is replenished from the transaction cash flow waterfall,
before payment of interest to the Notes, to maintain a minimum
reserve balance.
A Pre-funding Interest Account is in place for the first two months
of the securitization to help cover one month of interest payment
to the Notes. Such account is funded upfront in an amount equal to
$1,250,000. On the payment dates occurring in December 2025 and
January 2026, the Note Administrator will withdraw a specified
amount to be included in the available funds.
Historically, CoreVest RTL originations have generated robust
mortgage repayments, which have exceeded unfunded commitments
within the same portfolio. In the RTL space, because of the lack of
amortization and the short-term nature of the loans, mortgage
repayments (paydowns and payoffs) tend to occur closer to or at the
related maturity dates when compared with traditional residential
mortgages. Morningstar DBRS considers paydowns to be unscheduled
voluntary balance reductions (generally repayments in full) that
occur prior to the maturity date of the loans, while payoffs are
scheduled balance reductions that occur on the maturity or extended
maturity date of the loans. In its cash flow analysis, Morningstar
DBRS evaluated CoreVest's historical mortgage repayments relative
to draw commitments and incorporated several stress scenarios where
paydowns may or may not sufficiently cover draw commitments. Please
see the Cash Flow Analysis section of the related presale report
for more details.
Other Transaction Features
Optional Redemption
On any date on or after the earlier of (1) the Payment Date
following the termination of the Reinvestment Period or (2) the
date on which the aggregate Note Amount falls to less than 25% of
the initial Note Amount, the Issuer, at its option, may purchase
all the outstanding Notes at par plus interest and fees.
Seller Repurchase Option
The Seller will have the option to repurchase any DQ or credit risk
collateral interest at the Repurchase Price, which is equal to par
plus interest and fees. However, such voluntary repurchases in
aggregate may not exceed 10.0% of the Closing Date UPB of the
collateral interests (as increased by any approved Draw Requests on
collateral interests with unfunded amounts, satisfied by the
Collateral Administrator after the Closing Date). During the
reinvestment period, if the Seller repurchases DQ or credit risk
collateral interests, this could potentially delay the natural
occurrence of an early amortization event based on the DQ or
default trigger. Morningstar DBRS' revolving structure analysis
assumes the repayment of Notes is reliant on the amortization of an
adverse pool regardless of whether it occurs early or not.
Loan Sales
-- The Issuer may sell a collateral interest under the following
circumstances:
-- The Sponsor is required to repurchase a loan because of a
material breach, a material diligence defect, or a material
document defect
-- The Seller elects to exercise its Seller Repurchase Option An
optional redemption or successful mandatory auction occurs.
U.S. Credit Risk Retention
As the Sponsor, Redwood Maple Mortgage Fund, LP, through itself and
a majority-owned affiliate (the Originator), will initially retain
an eligible horizontal residual interest comprising at least 5% of
the aggregate fair value of the securities to satisfy the credit
risk retention requirements.
Natural Disasters/Wildfires
The pool contains loans secured by mortgage properties that are
located within certain disaster areas. Although many RTLs have a
rehab component, the original scope of rehab may be affected by
such disasters. After a disaster, the Servicers follow a standard
protocol, which includes a review of the impacted area, borrower
outreach if necessary, and filing insurance claims as applicable.
Moreover, additional loans added to the trust must comply with R&W
specified in the transaction documents, including the damage R&W,
as well as the transaction eligibility criteria.
Notes: All figures are in U.S. dollars unless otherwise noted.
CARVANA AUTO 2025-P4: S&P Assigns BB- (sf) Rating on Class N Notes
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S&P Global Ratings assigned its ratings to Carvana Auto Receivables
Trust 2025-P4's automobile asset-backed notes.
The note issuance is an ABS securitization backed by prime auto
loan receivables.
The ratings reflect S&P's view of:
-- The availability of 16.95%, 13.57%, 9.88%, 6.53%, and 6.43%
credit support (hard credit enhancement and haircut to excess
spread) for the class A (classes A-1, A-2, A-3, and A-4,
collectively), B, C, D, and N notes, respectively, based on
stressed cash flow scenarios. These credit support levels provide
over 5.00x, 4.00x, 3.00x, 2.00x, and 1.43x coverage of S&P's
expected cumulative net loss of 2.85% for the class A, B, C, D, and
N notes, respectively.
-- The expectation that under a moderate ('BBB') stress scenario
(2.00x S&P's expected loss level), all else being equal, its 'AAA
(sf)', 'AA (sf)', 'A (sf)', 'BBB (sf)', and 'BB- (sf)' ratings on
the class A, B, C, D, and N notes, respectively, are within its
credit stability limits.
-- The timely interest and principal payments by the designated
legal final maturity dates under our stressed cash flow modeling
scenarios, which we believe are appropriate for the assigned
ratings.
-- The collateral characteristics of the series' prime automobile
loans, S&P's view of the credit risk of the collateral, and its
updated U.S. macroeconomic forecast and forward-looking view of the
auto finance sector.
-- The series' bank accounts at Wells Fargo Bank N.A., which do
not constrain the ratings.
-- S&P's operational risk assessment of Bridgecrest Credit Co. LLC
as servicer, as well as the backup servicing agreement with Vervent
Inc.
-- S&P's assessment of the transaction's potential exposure to
environmental, social, and governance credit factors, which are in
line with our sector benchmark.
-- The transaction's payment and legal structures.
Ratings Assigned
Carvana Auto Receivables Trust 2025-P4(i)
Class A-1, $103.000 million: A-1+ (sf)
Class A-2, $290.670 million: AAA (sf)
Class A-3, $290.670 million: AAA (sf)
Class A-4, $155.020 million: AAA (sf)
Class B, $36.920 million: AA (sf)
Class C, $35.050 million: A (sf)
Class D, $23.370 million: BBB (sf)
Class N(ii), $20.563 million: BB- (sf)
(i)Class XS notes (unrated) were issued at closing and may be
retained or sold in one or more private placements.
(ii)The class N notes will be paid to the extent funds are
available after the overcollateralization target is achieved, and
they will not provide any enhancement to the senior classes.
CBAMR 2019-11R: Fitch Assigns 'BB-(EXP)sf' Rating on Cl. E-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned expected ratings and Rating Outlooks to
CBAMR 2019-11R, Ltd. reset transaction.
Entity/Debt Rating
----------- ------
CBAMR 2019-11R,
Ltd.
X-R LT AAA(EXP)sf Expected Rating
A-1-R LT NR(EXP)sf Expected Rating
A-2-R LT AAA(EXP)sf Expected Rating
B-R LT AA(EXP)sf Expected Rating
C-R LT A(EXP)sf Expected Rating
D-1-R LT BBB-(EXP)sf Expected Rating
D-2-R LT BBB-(EXP)sf Expected Rating
E-R LT BB-(EXP)sf Expected Rating
Subordinated Notes LT NR(EXP)sf Expected Rating
Transaction Summary
CBAMR 2019-11R, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that is managed by CBAM CLO
Management, LLC. The transaction was originally rated by Fitch and
closed in November 2019 and was reset in November 2021, which Fitch
did not rate. Net proceeds from the issuance of the secured and
subordinated notes will provide financing on a portfolio of
approximately $500 million of primarily first lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+'/'B', which is in line with that of recent CLOs.
The weighted average rating factor (WARF) of the indicative
portfolio is 22.78, and will be managed to a WARF covenant from a
Fitch test matrix. Issuers rated in the 'B' rating category denote
a highly speculative credit quality; however, the notes benefit
from appropriate credit enhancement and standard U.S. CLO
structural features.
Asset Security: The indicative portfolio consists of 94.44%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 71.94% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 47.5% of the portfolio balance in aggregate while the top five
obligors can represent up to 10% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 5.1-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio is 12 months less
than the WAL covenant to account for structural and reinvestment
conditions after the reinvestment period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as 'AAAsf' for class X, between 'BBB+sf' and 'AA+sf' for
class A-2-R, between 'BB+sf' and 'A+sf' for class B-R, between
'Bsf' and 'BBB+sf' for class C-R, between less than 'B-sf' and
'BB+sf' for class D-1-R, and between less than 'B-sf' and 'BB+sf'
for class D-2-R and between less than 'B-sf' and 'B+sf' for class
E-R.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class X and class A-2-R
notes as these notes are in the highest rating category of
'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B-R, 'AAsf' for class C-R, 'A+sf'
for class D-1-R, and 'A-sf' for class D-2-R and 'BBB+sf' for class
E-R.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for CBAMR 2019-11R,
Ltd. 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.
CEDAR FUNDING VII: Fitch Assigns 'BB-sf' Rating on Class E-R2 Notes
-------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to the Cedar
Funding VII CLO, Ltd.'s 2025 reset transaction.
Entity/Debt Rating
----------- ------
Cedar Funding
VII CLO, Ltd.
X-R2 LT NRsf New Rating
A-R2 LT AAAsf New Rating
B-R2 LT NRsf New Rating
C-R2 LT NRsf New Rating
D-1R2 LT NRsf New Rating
D-2R2 LT NRsf New Rating
D-3R2 LT NRsf New Rating
E-R2 LT BB-sf New Rating
F-R2 LT NRsf New Rating
Subordinated Notes LT NRsf New Rating
Transaction Summary
Cedar Funding VII CLO, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) managed by Aegon USA
Investment Management, LLC that originally closed in March 2018 and
subsequently completed a partial refinancing in Aug. 2024. On Nov.
2025, 2025 (the 2025 reset date), the existing secured notes will
be redeemed in full with refinancing proceeds. Net proceeds from
the issuance of the refinancing obligations and the existing
subordinated notes will provide financing on a portfolio of
approximately $300 million of primarily first lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B/B-', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 24.8 and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 93.76%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 73.99% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 42.5% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The weighted average life (WAL) used for the transaction stress
portfolio and matrices analysis is 12 months less than the WAL
covenant to account for structural and reinvestment conditions
after the reinvestment period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-R2 and between
less than 'B-sf' and 'B+sf' for class E-R2.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-R2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates and could result in an
upgrade. Fitch evaluated the notes' sensitivity to potential
changes in such metrics; the minimum rating results under these
sensitivity scenarios are 'BBB-sf' for class E-R2.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Cedar Funding VII
CLO, Ltd. (2025 Reset). 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.
CHI COMMERCIAL 2025-110W: Fitch Gives BB-(EXP) Rating on HRR Certs
------------------------------------------------------------------
Fitch Ratings has assigned the following expected ratings and
Rating Outlooks to CHI Commercial Mortgage Trust 2025-110W,
Commercial Mortgage Pass Through Certificates, Series 2025-110W:
- $408,400,000 class A 'AAA(EXP)sf '; Outlook Stable;
- $68,700,000 class B 'AA-(EXP)sf'; Outlook Stable;
- $54,000,000 class C 'A-(EXP)sf'; Outlook Stable.
- $76,000,000 class D 'BBB-(EXP)sf'; Outlook Stable.
- $57,900,000 class E 'BB(EXP)sf'; Outlook Stable.
- $35,000,000a class HRR 'BB-(EXP)sf' ; Outlook Stable.
(a) Horizontal risk retention interest representing at least 5.0%
of the estimated fair value of all classes in aggregate.
Transaction Summary
The certificates represent the beneficial ownership interest in a
trust, which is expected to hold a $700.0 million, five-year,
fixed-rate, interest-only commercial mortgage whole loan. The
mortgage loan will be secured by the borrower's fee simple interest
in a 57-story, Class A, 1.5 million-sf, LEED Gold office
tower—110 North Wacker—located in the West loop, in Chicago,
Illinois.
Loan proceeds will be used to refinance $556.1 million of existing
debt; repay $129.8 million of preferred equity; pay $11.4 million
of closing costs; and fund $2.7 million of upfront reserves.
The loan sponsors are a joint venture of Oak Hill Advisors,
Callahan Capital Partners, and Affinius Capital LLC. The property
is managed by Callahan Property Management LLC and by CBRE as
sub-manager (with respect to both property management and
leasing).
The loan is expected to be co-originated by JPMorgan Chase Bank,
National Association, Bank of America, N.A., Wells Fargo Bank,
National Association, Goldman Sachs Bank USA, and Bank of Montreal.
The mortgage loan sellers are JPMorgan Chase Bank, National
Association, Bank of America, N.A., Wells Fargo Bank, National
Association, Goldman Sachs Mortgage Company (which will acquire
Goldman Sachs Bank USA's interest in the mortgage loan on or prior
to the closing date), and Bank of Montreal. Trimont LLC, will serve
as the servicer, and Situs Holdings, LLC will serve as the special
servicer.
Deutsche Bank National Trust Company, a national banking
association will act as the Trustee and Computershare Trust
Company, National Association will act as certificate
administrator. Pentalpha Surveillance LLC is expected to serve as
the operating advisor.
The certificates will follow a sequential-pay structure. The
transaction is scheduled to close on Dec. 15, 2025.
KEY RATING DRIVERS
Fitch Net Cash Flow: Fitch's stressed net cash flow (NCF) for the
property is estimated at $57.0 million. This is 15.9% lower than
the issuer's NCF and 11.3% lower than the year-end 2024 (YE 2024)
NCF. Fitch applied a 7.75% cap rate to derive a Fitch value of
$735.9 million.
High Fitch Leverage: The $700.0 million trust loan equates to debt
of $459.70 psf, with a Fitch debt service coverage ratio (DSCR) of
0.93x, loan-to-value ratio (LTV) of 95.1% and debt yield of 8.1%.
The loan represents about 69.5% of the appraiser concluded property
value of $1.007 billion.
Trophy Quality Asset: The loan is secured by 110 North Wacker, a
57-story, Class A office tower located at 110 North Wacker Drive in
Chicago, Illinois. Delivered in 2020 and designed by Goettsch
Partners, the property comprises approximately 1,522,732 sf of NRA,
with typical floorplates ranging from 28,000 to 31,000 sf. Situated
within Chicago's West Loop submarket, the asset benefits from
immediate access to major transportation hubs including Ogilvie
Station, Union Station, and multiple CTA "L" lines, as well as
riverfront positioning that provides enhanced connectivity to the
central business district and surrounding suburbs.
110 North Wacker is distinguished by its LEED Gold certification
and additional industry accolades, including WELL Platinum, Energy
Star, Wired Score Platinum, and Smart-Score Platinum
certifications. The building features energy-efficient
infrastructure such as 100% LED lighting, advanced HVAC systems
with variable frequency drives, a 15,000 sf green roof, biophilic
design elements, and was constructed with recycled and regionally
sourced materials.
Notable amenities include a state-of-the-art fitness and wellness
center, multiple dining options including Bar Mar and Bazaar Meat,
and a privately maintained riverfront promenade and public park
spanning approximately half an acre. Fitch inspected the property
and assigned the property a quality grade of "A".
Strong Tenant Profile; Limited Rollover: 110 North Wacker is
currently 97.8% leased to 38 distinct tenants, including firms
specializing in professional and legal services, financial
institutions, and multinational corporations. The property benefits
from a higher proportion of investment-grade or creditworthy
tenants compared to other multitenant office buildings rated by
Fitch, with 34.6% of Fitch base rent and 36.8% of NRA attributable
to creditworthy tenants such as Bank of America and Brookfield.
Near-term rollover risk is limited, with only 7.7% of Fitch base
rent and 8.3% of NRA scheduled to expire prior to the loan's
maturity in December 2030. Several tenants have demonstrated a
strong commitment to the asset by investing amounts in excess of
their contractual tenant improvement allowances, including Thoma
Bravo ($7.9 million), Linden ($6.8 million), Headlands ($6.1
million), Jones Day ($20.3 million), and Bank of America ($118.7
million).
Institutional Sponsorship: The sponsorship for 110 North Wacker is
provided by a joint venture between Callahan Capital Partners
(CCP), Oak Hill Advisors (OHA), and Affinius Capital LLC
(Affinius). CCP is responsible for day-to-day management and
leasing and brings property-type and market-specific expertise. CCP
has experience building and repositioning large platforms in the
real estate industry. Since acquiring the property in 2022, the
Loan Sponsor has increased occupancy from approximately 78.0% at
the time of acquisition to 97.8% as of October 2025 and invested
approximately $64.4 million to upgrade leasable area.
Following the origination of the mortgage loan, the Loan Sponsor is
expected to retain approximately $395.6 million in remaining cash
equity. The joint venture combines CCP's operational expertise with
the institutional investment and capital markets experience of OHA
and Affinius, offering broad experience in asset management and
office sector investment across major U.S. markets.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Declining cash flow decreases property value and capacity to meet
its debt service obligations. The table below indicates the
model-implied rating sensitivity to changes in one variable, Fitch
NCF:
- Original Rating: 'AAAsf' / AA-sf' /
'A-sf'/'BBB-sf'/'BBsf'/'BB-sf';
- 10% NCF Decline: 'AAsf' / 'A-sf' / 'BBB-sf'/ 'BBsf'/ 'B+sf'/
'Bsf'.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Improvement in cash flow increases property value and capacity to
meet its debt service obligations. The table below indicates the
model-implied rating sensitivity to changes to in one variable,
Fitch NCF:
- Original Rating: 'AAAsf' / AA-sf' /
'A-sf'/'BBB-sf'/'BBsf'/'BB-sf';
- 10% NCF Increase: 'AAAsf' / 'AA+sf' / 'A+sf'/ 'BBBsf'/ 'BBB-sf'/
'BB+sf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Ernst & Young LLP. The third-party due diligence
described in Form 15E focused on a comparison and re-computation of
certain characteristics with respect to the mortgage loan. Fitch
considered this information in its analysis and it did not have an
effect on Fitch's analysis or conclusions.
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.
CIFC FUNDING 2017-IV: Moody's Affirms Ba2 Rating on $34.3MM D Notes
-------------------------------------------------------------------
Moody's Ratings has upgraded the rating on the following notes
issued by CIFC Funding 2017-IV, Ltd.:
US$49.1M Class C-R Mezzanine Secured Deferrable Floating Rate
Notes, Upgraded to Aa3 (sf); previously on Jul 1, 2025 Upgraded to
A2 (sf)
Moody's have also affirmed the ratings on the following notes:
US$520M (Current outstanding balance US$80,928,012) Class A-1-R
Senior Secured Floating Rate Notes, Affirmed Aaa (sf); previously
on Jul 1, 2025 Affirmed Aaa (sf)
US$88M Class A-2-R Senior Secured Floating Rate Notes, Affirmed
Aaa (sf); previously on Jul 1, 2025 Affirmed Aaa (sf)
US$44.6M Class B-R Mezzanine Secured Deferrable Floating Rate
Notes, Affirmed Aaa (sf); previously on Jul 1, 2025 Upgraded to Aaa
(sf)
US$34.3M Class D Junior Secured Deferrable Floating Rate Notes,
Affirmed Ba2 (sf); previously on Jul 1, 2025 Upgraded to Ba2 (sf)
CIFC Funding 2017-IV, Ltd., issued in September 2017 and refinanced
in June 2021, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured US loans. The
portfolio is managed by CIFC CLO Management LLC. The transaction's
reinvestment period ended in October 2022.
RATINGS RATIONALE
The rating upgrade on the Class C-R notes is primarily a result of
the significant deleveraging of the Class A-1-R notes following
amortisation of the underlying portfolio since the last rating
action in July 2025.
The affirmations on the ratings on the Class A-1-R, A-2-R, B-R and
Class D 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-1-R notes have paid down by approximately USD79.2
million (15%) since the last rating action in July 2025. As a
result of the deleveraging, over-collateralisation (OC) has
increased across the capital structure. According to the trustee
report dated October 2025[1] the Class A, Class B, Class C and
Class D OC ratios are reported at 170.24%, 142.00%, 120.04% and
108.35% compared to May 2025[2] levels of 163.67%, 138.75%, 118.81%
and 107.98%, respectively. Moody's notes that the October 2025
principal payments are not reflected in the reported OC ratios.
The deleveraging and OC improvements primarily resulted from high
prepayment rates of leveraged loans in the underlying portfolio.
Most of the prepaid proceeds have been applied to amortise the
liabilities. All else held equal, such deleveraging is generally a
positive credit driver for the CLO's rated liabilities.
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: USD327.4 million
Diversity Score: 50
Weighted Average Rating Factor (WARF): 2780
Weighted Average Life (WAL): 2.5 years
Weighted Average Spread (WAS) (before accounting for reference rate
floors): 2.7%
Weighted Average Recovery Rate (WARR): 46.7%
Par haircut in OC tests and interest diversion test: none
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 October 2025.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, 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.
-- Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation risk
on those assets. Moody's assumes that, at transaction maturity, the
liquidation value of such an asset will depend on the nature of the
asset as well as the extent to which the asset's maturity lags that
of the liabilities. Liquidation values higher than Moody's
expectations would have a positive impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
CIFC FUNDING 2025-VII: Fitch Assigns 'BB-(EXP)sf' Rating on E Notes
-------------------------------------------------------------------
Fitch Ratings has assigned expected ratings and Rating Outlooks to
CIFC Funding 2025-VII, Ltd.
Entity/Debt Rating
----------- ------
CIFC Funding
2025-VII, Ltd.
A-1 LT NR(EXP)sf Expected Rating
A-2 LT AAA(EXP)sf Expected Rating
B LT AA(EXP)sf Expected Rating
C-1 LT A(EXP)sf Expected Rating
C-2 LT A(EXP)sf Expected Rating
D-1 LT BBB-(EXP)sf Expected Rating
D-2 LT BBB-(EXP)sf Expected Rating
E LT BB-(EXP)sf Expected Rating
Subordinated LT NR(EXP)sf Expected Rating
Transaction Summary
CIFC Funding 2025-VII, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by CIFC
Asset Management LLC. Net proceeds from the issuance of the secured
and subordinated notes will provide financing on a portfolio of
approximately $500 million of primarily first lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 24.32, and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 100%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.08% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 44% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 5.1-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2, between
'BB+sf' and 'A+sf' for class B, between 'Bsf' and 'BBB+sf' for
class C, between less than 'B-sf' and 'BB+sf' for class D-1, and
between less than 'B-sf' and 'BB+sf' for class D-2 and between less
than 'B-sf' and 'BB-sf' for class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B, 'AA+sf' for class C, 'A+sf' for
class D-1, and 'Asf' for class D-2 and 'BBB+sf' for class E.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for CIFC Funding
2025-VII, Ltd.
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.
CIFC FUNDING 2025-VIII: Fitch Assigns BB-(EXP)sf Rating on E Notes
------------------------------------------------------------------
Fitch Ratings has assigned expected ratings and Rating Outlooks to
CIFC Funding 2025-VIII, Ltd.
Entity/Debt Rating
----------- ------
CIFC Funding
2025-VIII, Ltd.
A-1 LT NR(EXP)sf Expected Rating
A-2 LT AAA(EXP)sf Expected Rating
B LT AA(EXP)sf Expected Rating
C LT A(EXP)sf Expected Rating
D-1 LT BBB+(EXP)sf Expected Rating
D-2 LT BBB-(EXP)sf Expected Rating
D-3 LT BBB-(EXP)sf Expected Rating
E LT BB-(EXP)sf Expected Rating
Subordinated Notes LT NR(EXP)sf Expected Rating
Transaction Summary
CIFC Funding 2025-VIII, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by CIFC
Asset Management LLC. Net proceeds from the issuance of the secured
and subordinated notes will provide financing on a portfolio of
approximately $500 million of primarily first lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.89, and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 100%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.8% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 45% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 5.1-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2, between
'BB+sf' and 'A+sf' for class B, between 'B+sf' and 'BBB+sf' for
class C, between less than 'B-sf' and 'BBB-sf' for class D-1,
between less than 'B-sf' and 'BB+sf' for class D-2, and between
less than 'B-sf' and 'BB+sf' for class D-3 and between less than
'B-sf' and 'BB-sf' for class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B, 'AAsf' for class C, 'A+sf' for
class D-1, 'Asf' for class D-2, and 'A-sf' for class D-3 and
'BBB+sf' for class E.
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.
Overall, Fitch's assessment of the asset pool information relied
upon for its rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for CIFC Funding
2025-VIII, Ltd. 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 in the key
rating drivers any ESG factor which has a significant impact on the
rating on an individual basis.
CITIGROUP 2015-GC31: DBRS Confirms C Rating on 2 Classes
--------------------------------------------------------
DBRS, Inc. downgraded its credit ratings on five classes of
Commercial Mortgage Pass-Through Certificates, Series 2015-GC31
issued by Citigroup Commercial Mortgage Trust 2015-GC31 as
follows:
-- Class A-S to CCC (sf) from A (high) (sf)
-- Class B to C (sf) from B (sf)
-- Class C to C (sf) from CCC (sf)
-- Class X-A to CCC (sf) AA (low) (sf)
-- Class PEZ to C (sf) from CCC (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class D at C (sf)
-- Class E at C (sf)
Morningstar DBRS placed Class A-4 Under Review with Negative
Implications. All other classes have credit ratings that do not
typically carry trends in commercial mortgage-backed securities
(CMBS) transactions.
The credit rating downgrades reflect Morningstar DBRS' increased
loss projections for the five remaining loans in the pool, all of
which are specially serviced as of the October 2025 reporting. In
June 2025, Morningstar DBRS downgraded its credit ratings on
Classes F and G after the transaction incurred a loss of $20.8
million, which wiped out Class G, the unrated Class H, and eroded
into Class F. The loss was tied to the reimbursement of
nonrecoverable advances to the servicer for the 135 South LaSalle
loan (Prospectus ID#1, 44.4% of the pool). With this review, based
on a recoverability analysis, which incorporates conservative
haircuts to the most recent appraised values for individual
properties, servicer advances, and additional projected expenses,
implied losses total nearly $131.1 million, eroding approximately
15.0% of the Class A-S certificate balance, supporting the credit
rating downgrades.
As of the October 2025 remittance, cumulative interest shortfalls
total $8.5 million with the entirety of interest due on Class A-S
being shorted. While the servicer is receiving approximately
$420,000 in monthly interest, it appears to be allocating $300,000
toward a trust fund expense. Morningstar DBRS is gathering
information from the servicer to evaluate the likelihood that the
outstanding shortfalls will be repaid and/or if shortfalls are
expected to continue to grow and will closely monitor the
transaction level reporting in accordance with its surveillance
process during the Under Review period. Given the uncertain
disposition timeline for the remaining assets and the makeup of the
remaining collateral, there is continued increased risk for
interest shortfalls to increase further, supporting the placement
of Class A-4 Under Review-Negative. Should interest shortfalls
persist past Morningstar DBRS tolerance levels as loans remain
unresolved, future credit rating actions may be warranted.
The largest loan in the pool, 135 South LaSalle, (Prospectus ID#1;
44.4% of the current pool balance), is secured by a Class A office
property commonly known as the Field Building, in Chicago's central
business district. The loan transferred to special servicing in
November 2021 for payment default after the former largest tenant,
Bank of America (previously 62.3% of the net rentable area),
vacated the majority of its space at the July 2021 lease
expiration, bringing the occupancy rate down to just under 20.0%.
The subject property was selected as one of five finalists for the
LaSalle Corridor Revitalization project, which is geared toward
transforming dated office space into residential housing. Since the
last credit rating action in May 2025, the redevelopment plans have
been approved with $98.0 million of public financing secured. While
the future redevelopment remains promising, the timing and extent
to which funding will be available remains unclear. An updated
appraisal dated November 2024 valued the subject at $44.5 million,
down from the January 2024 value of $67.7 million, the $90.0
million value in January 2023, and the issuance value of $330.0
million. Morningstar DBRS' analysis for this loan included a
liquidation scenario based on a 30% haircut to the November 2024
appraised value, in addition to outstanding advances and expected
servicer expenses, resulting in a $31.2 million value. This
analysis suggested a projected loss severity over 75.0% or
approximately $77.0 million.
The second-largest loan in special servicing is the Selig Office
Portfolio (Prospectus ID#2; 32.0% of the current pool balance),
which is secured by a portfolio of nine office buildings totaling
1.6 million square feet throughout Seattle. The subject loan of
$72.0 million represents a pari passu portion of a $379.1 million
whole loan, with the additional senior notes secured in the
Morningstar DBRS-rated BMARK 2021-B23 and GSMS 2015-GC30
transactions and the non-Morningstar DBRS-rated CGCMT 2015-GC29 and
GSMS 2015-GC32 transactions. The loan transferred to the special
servicer in December 2024 after the borrower indicated it would be
unable to pay off the loan at its scheduled maturity in April 2025.
According to the most recent servicer commentary, the borrower and
special servicer are discussing a potential loan extension;
however, nothing has been finalized. Occupancy has been declining
in recent years and was most recently reported at 63.0% for as of
June 2025, compared with the issuance occupancy rate of 92.3%.
According to Q2 2025 reporting, the loan reported a debt service
coverage ratio of 1.59 times (x) below the issuance figure of
2.22x. While loan modification discussions are generally noted to
be relatively positive developments, Morningstar DBRS remains
concerned about the subject's occupancy and cash flow declines as
well as the softening submarket fundamentals in recent years.
Morningstar DBRS believes the borrower's inability to refinance the
loan is a direct result of these factors, with no significant
improvement expected in the near to moderate term. As such, the
sponsor's willingness to commit additional capital and/or otherwise
support the loan could be limited. In August 2025, an updated
appraisal valued the portfolio at $341.2 million, a 37.3% decline
from the $544.5 million issuance appraisal. Given these factors,
the loan was analyzed with a liquidation scenario based on a
stressed value analysis. Morningstar DBRS applied a 25.0% haircut
to the August 2025 value in the liquidation analysis, resulting in
a $255.9 million value and loss severity approaching 40.0%.
Notes: All figures are in U.S. dollars unless otherwise noted.
CITIGROUP 2016-P6: Fitch Lowers Rating on Two Tranches to 'B-sf'
----------------------------------------------------------------
Fitch Ratings has downgraded five and affirmed seven classes of
Citigroup Commercial Mortgage Trust 2016-P6 (CGCMT 2016-P6). The
Rating Outlooks were revised to Stable from Negative for two
affirmed classes. Fitch has also assigned a Negative Outlook to
three classes following their downgrades. The Outlooks are Negative
for two affirmed classes.
Fitch has also affirmed 15 classes of Citigroup Commercial Mortgage
Trust 2016-C2 (CGCMT 2016-C2). The Outlooks are Negative for five
affirmed classes.
Entity/Debt Rating Prior
----------- ------ -----
CGCMT 2016-P6
A-4 17291EAV3 LT AAAsf Affirmed AAAsf
A-5 17291EAW1 LT AAAsf Affirmed AAAsf
A-AB 17291EAX9 LT AAAsf Affirmed AAAsf
A-S 17291EAY7 LT AAAsf Affirmed AAAsf
B 17291EAZ4 LT AA-sf Affirmed AA-sf
C 17291EBA8 LT BBB-sf Downgrade A-sf
D 17291EAA9 LT B-sf Downgrade BB-sf
E 17291EAC5 LT CCsf Downgrade CCCsf
F 17291EAE1 LT Csf Downgrade CCCsf
X-A 17291EBB6 LT AAAsf Affirmed AAAsf
X-B 17291EBC4 LT AA-sf Affirmed AA-sf
X-D 17291EAL5 LT B-sf Downgrade BB-sf
CGCMT 2016-C2
A-3 17291CBQ7 LT AAAsf Affirmed AAAsf
A-4 17291CBR5 LT AAAsf Affirmed AAAsf
A-AB 17291CBS3 LT AAAsf Affirmed AAAsf
A-S 17291CBT1 LT AAAsf Affirmed AAAsf
B 17291CBU8 LT AA-sf Affirmed AA-sf
C 17291CBV6 LT A-sf Affirmed A-sf
D 17291CAA3 LT BBB-sf Affirmed BBB-sf
E 17291CAG0 LT BB-sf Affirmed BB-sf
E-1 17291CAC9 LT BB+sf Affirmed BB+sf
E-2 17291CAE5 LT BB-sf Affirmed BB-sf
EF 17291CBC8 LT CCCsf Affirmed CCCsf
F 17291CAN5 LT CCCsf Affirmed CCCsf
X-A 17291CBW4 LT AAAsf Affirmed AAAsf
X-B 17291CBX2 LT A-sf Affirmed A-sf
X-D 17291CBG9 LT BBB-sf Affirmed BBB-sf
KEY RATING DRIVERS
'Bsf' Loss Expectations; Upcoming Maturities: Deal-level 'Bsf'
rating case loss increased since Fitch's prior rating action to
11.1% in CGCMT 2016-P6 and slightly decreased to 4.5% in CGCMT
2016-C2, from 9.2% and 4.6%, respectively, at the prior rating
action. The CGCMT 2016-P6 transaction has 11 Fitch Loans of Concern
(FLOCs; 44.7% of the pool), including eight loans (14.3%) in
special servicing, six (3.5%) of which were transferred for
non-monetary default related to the same sponsor and guarantor. The
CGCMT 2016-C2 transaction has four FLOCs (17.7%), including one
loan (2.6%) in special servicing. These pools have significant
upcoming maturities as the majority of the loans are scheduled to
mature in 2026.
Fitch also performed a liquidation analysis that grouped the
remaining loans based on their current status, collateral quality,
and their perceived likelihood of repayment and/or loss
expectation; the rating actions also incorporate this analysis.
CGCMT 2016-P6: The downgrades reflect the higher pool loss
expectations since the prior rating action, driven primarily by two
FLOCs, the 681 Fifth Avenue loan (8.5%), which transferred to
special servicing in September 2023 and is showing sustained
performance deterioration and 925 La Brea Avenue (4.0%), due to
elevated vacancy and refinance risk. In addition, the Georgetown
Plaza FLOC (3.5%) is exhibiting high loss expectations due to
anticipated refinance concerns from upcoming rollover risk.
The Negative Outlooks reflect the potential for downgrades if
performance on the aforementioned FLOCs does not stabilize and/or
the workout of the specially serviced 681 Fifth Avenue loan is
prolonged, with additional value degradation and/or increasing
exposure, leading to higher-than-expected losses. Further
downgrades are also possible with additional value declines, or if
loans currently expected to refinance default on or before their
maturity dates.
CGCMT 2016-C2: The affirmations reflect generally stable pool
performance and loss expectations since the prior rating action. As
of the November 2025 remittance, the Marriott - Livonia at Laurel
Park loan (2.6%), which transferred to special servicing in March
2020, was liquidated with a loss severity of approximately 89%,
with the losses contained to the non-rated Class H.
The Negative Outlooks reflect the potential for downgrades with
further performance deterioration and/or lack of stabilization on
FLOCs, and the significant upcoming maturities in the pool,
including Opry Mills (11.6%) and refinance and upcoming rollover
concerns on the Crocker Park Phase One & Two (10.8%) FLOC.
Largest Increases in Loss Expectations/Largest Loss Contributors:
The largest increase in loss since the prior rating action and the
largest contributor to overall loss expectations in the CGCMT
2016-P6 transaction is the 681 Fifth Avenue loan, which is secured
by a mixed-use retail and office property located in the Manhattan
Plaza District in New York, NY. The loan transferred to special
servicing in September 2023 due to payment default. The loan has
been 90+ days delinquent since March 2024, with foreclosure
litigation ongoing and a receiver in place.
The majority of the property's rental income (78% of total base
rents) came from the dark retail tenant, Tommy Hilfiger (27.3% of
the NRA), that vacated in April 2019 but continued to pay rent
until its lease expiration in May 2023. As of June 2025, occupancy
was 52%, unchanged since office tenant Apex (7.2% of the NRA)
vacated at its March 2023 lease expiration, but down from 59% at YE
2022 and 86% at YE 2018. The servicer-reported June 2025 NOI DSCR
was 0.11x compared with 0.08x at YE 2024.
Fitch's 'Bsf' rating case loss of 72.0% (prior to concentration
add-ons) reflects a discount to the latest appraisal value provided
by the servicer and a 76% value decline from the appraised value at
issuance.
The second largest increase in loss since the prior rating action
and the second largest contributor to overall pool loss
expectations in CGCMT 2016-P6 is the 925 La Brea Avenue loan, which
is secured by a mixed-use (office/retail) property in West
Hollywood, CA. This FLOC was flagged for declining property
performance and elevated vacancy.
According to the June 2025 rent roll the property was 73% occupied,
in line with YE 2024 but down from 100% at YE 2020. The previous
largest tenant, WeWork, vacated 75% of the NRA ahead of its June
2029 lease expiration and stopped paying rent in Q2 2021.
The current largest tenants include Regus (49.0% of NRA through
July 2032) and Burke Williams Spa (24.3%, August 2026), which
occupies the ground floor retail space. Regus assumed a portion of
the former WeWork space (49% of NRA) in July 2022, with the
remaining 26% of the NRA still vacant.
The servicer-reported June 2025 NOI DSCR was 0.97x, compared with
0.68x at YE 2024, 0.50x at YE 2023, -0.02x at YE 2022, and -0.46x
at YE 2021.
Fitch's 'Bsf' rating case loss of 36.7% (prior to concentration
add-ons) reflects a 9% cap rate, a 7.5% stress to the YE 2024 NOI,
and an increased probability of default to account for elevated
vacancy and refinance risk.
The third largest increase in loss since the prior rating action
and the third largest contributor to overall pool loss expectations
in CGCMT 2016-P6 is the Georgetown Plaza loan, which is secured by
a mixed-use (office/retail) property in the Glover Park
neighborhood of Washington, DC. This FLOC was flagged for rollover
and refinance risk.
As of June 2025, the property was 81% occupied, in line with YE
2024 and YE 2023. According to the January 2025 rent roll, the
current largest tenants include MedStar-Georgetown (19.9%, February
2033), MedStar-Georgetown Medical (12.9%, through October 2024),
and Cantoni, LLC (7.6%, through April 2035). The second largest
tenant, MedStar-Georgetown Medical, appears to continue to operate
at the property based on online searches, although a leasing update
was not provided.
The servicer-reported June 2025 NOI DSCR was 1.08x, compared with
1.38x at YE 2024, 1.35x at YE 2023, 0.76x at YE 2022, and 1.20x at
YE 2021.
Fitch's 'Bsf' rating case loss of 21.9% (prior to concentration
add-ons) reflects a 10.5% cap rate, a 20% stress to the YE 2024
NOI, and an increased probability of default to account for
rollover and refinance risk.
After the disposition of the Marriott - Livonia at Laurel Park, the
largest contributor to overall loss expectations in CGCMT 2016-C2
is Crocker Park Phase One and Two loan, which is secured by a
615,062-sf mixed use (retail/office) property built in 2004 and
located in Westlake, OH in the Cleveland metro area. Office
accounts for about 18% of the collateral NRA. This loan is a FLOC
due to anticipated refinance concerns and rollover risk. The loan
matures in August 2026.
According to the April 2025 rent roll, occupancy was 92%, down from
99% at March 2024 and June 2023, and down from 97% at YE 2021 and
98% at issuance. Upcoming rollover includes 19.9% of the NRA in
2025, which includes Dick's Sporting Goods (15.5% of the NRA,
through May 2025), and 8.6% of the NRA in 2026. A leasing update
was not provided for Dick's Sporting Goods.
The largest retail tenants include Fitness & Sports Clubs (6.5%
NRA; February 2032), Barnes & Noble (4.7% NRA; which renewed its
lease to March 2035 from March 2025), and Regal Cinemas Crocker
Park 16 (4.0% NRA; January 2029).
The largest office tenants include Wells Fargo (2.8% NRA; August
2029) and Key Bank (2.4%; August 2028). The servicer-reported June
2025 NOI DSCR was 1.59x compared with 1.49x at YE 2024, 1.37x at YE
2023 and 1.28x at YE 2022.
Fitch's 'Bsf' rating case loss of 3.2% (prior to concentration
add-ons) reflects an 8.75% cap rate and a 20% stress to the YE 2024
NOI due to upcoming rollover concerns.
The second largest contributor to overall loss expectations in
CGCMT 2016-C2 is the Opry Mills loan, which is secured by a 1.2
million sf super-regional mall located in Nashville, TN,
approximately seven miles from downtown Nashville. The property is
located adjacent to the Gaylord Opryland Resort & Convention
Center, the largest non-gaming hotel and convention facility. The
loan matures in July 2026.
The largest tenant Bass Pro Shops (11.1% NRA) renewed its lease to
April 2030 from April 2025. The mall was 95% occupied in June 2025,
with a June 2025 NOI DSCR of 3.33x compared with 3.18x at YE 2024.
Fitch's 'Bsf' rating case loss of 2.1% (prior to concentration
add-ons) reflects a 12% cap rate and a 7.5% stress to the YE 2024
NOI.
Change in Credit Enhancement (CE): As of the October 2025
distribution date, the pool's aggregate balance for CGCMT 2016-P6
has been reduced by 25.5% to $680.5 million from $913.4 million at
issuance. Five loans (4.0% of pool) have been defeased.
As of the October 2025 distribution date, the pool's aggregate
balance for CGCMT 2016-C2 has been reduced by 14.7% to $519.6
million from $609.2 million at issuance. Eight loans (11.2% of
pool) have been defeased.
Undercollateralization: The CGCMT 2016-P6 transaction is
undercollateralized by approximately $530,607 due to a WODRA on the
Sheraton Portland Airport loan, which was reflected in the August
2021 remittance report.
In addition, the CGCMT 2016-C2 transaction is undercollateralized
by approximately $754,400 due to a WODRA on Crocker Park Phase One
and Two and Hyatt Regency Huntington Beach Resort loans, which was
reflected in the June 2022 remittance report.
Investment-Grade Credit Opinion Loan At issuance; Payoff Expected:
The Vertex Pharmaceuticals loan (11.6%), which was assigned an
investment-grade credit opinion of 'BBB-sf' on a standalone basis
at issuance, continues to exhibit investment-grade credit
characteristics. This loan is expected to pay off as of the
December 2025 remittance.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Downgrades to 'AAAsf' rated classes are not expected due to the
position in the capital structure and expected continued
amortization and loan repayments, but may occur if deal-level
losses increase significantly and/or interest shortfalls occur or
are expected to occur.
- Downgrades to 'AAsf' and 'Asf' category rated classes could occur
should performance of the FLOCs, most notably 681 Fifth Avenue, 925
La Brea Avenue, and Georgetown Plaza in CGCMT 2016-P6 and Opry
Mills and Crocker Park Phase One and Two in CGCMT 2016-C2,
deteriorate further or if more loans than expected default at or
prior to maturity;
- Downgrades to the 'BBBsf', 'BBsf', and 'Bsf' category rated
classes are likely with higher than expected losses from continued
underperformance of the FLOCs, particularly the aforementioned
FLOCs with deteriorating performance and with greater certainty of
losses on the specially serviced loans or other FLOCs.
- Downgrades to 'CCCsf', 'CCsf' and 'Csf' rated classes would occur
should additional loans transfer to special servicing and/or
default, or as losses become realized or more certain.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Upgrades to 'AAsf' and 'Asf' category rated classes are possible
with significantly increased CE from paydowns, coupled with
improved pool-level loss expectations and performance stabilization
of FLOCs, including 681 Fifth Avenue, 925 La Brea Avenue, and
Georgetown Plaza in CGCMT 2016-P6 and Opry Mills, and Crocker Park
Phase One and Two in CGCMT 2016-C2.
- Upgrades to the 'BBBsf' category rated classes would be limited
based on sensitivity to concentrations or the potential for future
concentration. Classes would not be upgraded above 'AA+sf' if there
is likelihood for interest shortfalls;
- Upgrades to 'BBsf' and 'Bsf' category rated classes are not
likely until the later years in a transaction and only if the
performance of the remaining pool is stable, recoveries on the
FLOCs are better than expected and there is sufficient CE to the
classes;
- Upgrades to 'CCCsf', 'CCsf' and 'Csf' rated classes are not
likely, but may be possible with better than expected recoveries on
specially serviced loans and/or significantly higher values on
FLOCs.
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.
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.
COMM 2013-CCRE6: DBRS Confirms C Rating on Class F Certs
--------------------------------------------------------
DBRS Limited downgraded the credit rating on one class of the
Commercial Mortgage Pass-Through Certificates, Series 2013-CCRE6
issued by COMM 2013-CCRE6 Mortgage Trust as follows:
-- Class E to C (sf) from B (low) (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class B at AAA (sf)
-- Class X-B at AA (high) (sf)
-- Class C at AA (sf)
-- Class PEZ at AA (sf)
-- Class D at BB (low) (sf)
-- Class F at C (sf)
Morningstar DBRS changed the trend on Class D to Negative from
Stable. The trends on all other classes are Stable except for
Classes E and F, which have credit ratings that do not typically
carry a trend in commercial mortgage-backed securities (CMBS)
credit ratings.
Morningstar DBRS downgraded Classes D and E as part of its prior
credit rating action in December 2024, primarily as a result of the
projected loss expectations tied to the two remaining loans in the
pool, Federal Center Plaza (Prospectus ID#1, 56.5% of the current
pool balance) and The Avenues (Prospectus ID#3, 43.5% of the
current pool balance). Since that time, the Federal Center Plaza
loan transferred to special servicing. According to the February
2025 appraisal, the property's value has deteriorated more
significantly than originally expected. Morningstar DBRS analyzed
both remaining loans in the pool with liquidation scenarios,
resulting in a projected cumulative loss amount of $43.6 million.
Those projected losses would erode the entirety of the Class G
certificate balance, and approximately 90.0% of the Class F
certificate balance, a primary consideration for the credit rating
downgrade to C (sf) from B (low) (sf) on the Class E certificate.
The Negative trend on the Class D certificate reflects the
potential for further value deterioration for the underlying
collateral backing the two remaining loans. Both assets have
experienced a sustained decline in operating performance and/or no
meaningful leasing traction, a factor that is further exacerbated
by the loans' near-term maturity dates. Morningstar DBRS'
conservative liquidation scenarios for the remaining loans suggest
that the Class B and C certificates remain well insulated from
projected liquidated losses and will ultimately be recovered,
supporting their Stable trends. Although the Class B, C, D, E, and
F certificates continue to receive full interest due, the
transaction has an increased propensity for interest shortfalls.
Should the workout period for the specially serviced loan continue
to extend and/or should the as-is values for the underlying
collateral backing the remaining loans deteriorate further, the
aforementioned certificates may be more susceptible to interest
shortfalls because of accumulating appraisal subordination
entitlement reduction amounts, outstanding advances, and other
expenses/fees. In the event of unforeseen circumstances that result
in interest shortfalls accruing at a higher rate than expected,
Morningstar DBRS notes that it could change trends and/or further
downgrade the credit rating, as applicable.
The largest remaining loan in the pool, Federal Center Plaza, is
secured by the borrower's fee-simple interest in two adjoining
eight-story office buildings, in Washington, D.C. Both buildings
were built to suit for two federal government tenants in the early
1980s and have been continuously occupied by government tenants
ever since; however, downsizings have occurred over the past
several years. The loan was modified in November 2023. The terms
included a maturity extension to February 2025, subject to certain
requirements, with an additional one-year extension option to
February 2026. The loan transferred to special servicing for a
second time in November 2024 after the borrower was unable to meet
the requirements of the loan extension. The borrower and lender
have agreed to a 12-month forbearance that depends on the renewal
of the largest tenant's (The Federal Emergency Management Agency
(FEMA)) lease. The tenant currently occupies 64.3% of total net
rentable area (NRA) across the property on a lease that extends
through August 2027. In December 2023,, FEMA announced it would be
relocating two blocks from the subject to a renovated and federally
owned facility at 301 7th Street SW in 2027. However, according to
various media outlets, market conditions and federal cost-cutting
have halted those plans. According to the June 2025 rent roll,
total property occupancy was 74.4% with an average in-place rental
rate of $42.7 per square foot (psf). In comparison, Q2 2025 Reis
data reported an average vacancy rate of 10.8% and average rental
rate of $53.3 psf for the Southwest submarket of Washington, D.C.
The YE2024 net cash flow (NCF) of $13.5 million (a debt service
coverage ratio (DSCR) of 2.47 times (x)), remains 27.0% below the
$18.4 million Morningstar DBRS NCF derived at issuance. As of the
October 2025 remittance, there were $26.2 million in total
reserves, of which $8.3 million was being held in tenant reserves.
The collateral was re-appraised in June 2025 for $170.0 million, a
28.3% decline from the February 2023 appraised value of $237.0
million, and a 45.0% decline from the issuance appraised value of
$309.0 million. The $130.0 million trust loan balance implies a
loan-to-value ratio (LTV) of 76.5%, compared with the LTV of 42.1%
at issuance. Given the uncertainty with the upcoming FEMA lease
expiration in early 2027 and precipitous value decline from
issuance, Morningstar DBRS analyzed the loan with a conservative
liquidation scenario, based on a 35.0% haircut to the June 2025
appraisal, resulting in a total implied loss of $26.6 million and a
loss severity of 20.0%.
The Avenues loan is secured by a 599,030-square-foot (sf) component
of in-line space within a larger 1.1 million-sf regional mall in
Jacksonville, Florida. The loan was modified in April 2023; the
terms included a maturity extension to February 2026 and the
activation of a cash trap with excess funds held in a lockbox
reserve. As of the October 2025 reporting, the reserve balance was
$12.1 million, $11.4 million of which was held in other reserves.
Noncollateral anchors are Dillard's, Belk, and JCPenney. One
collateral anchor is the vacant former Sears box totaling 20.2% of
the NRA that closed in 2019. The other was Forever 21 (19.4% of
NRA), but the company filed for Chapter 11 bankruptcy in May 2025
and subsequently closed all remaining U.S. stores. As such, the
tenant vacated the subject in May 2025 prior to its January 2026
lease expiration. Morningstar DBRS has reached out to the servicer
for a leasing update and awaits a response; however, local
reporting indicates that Elev8 Fun has purchased the former Forever
21 anchor parcel with a planned conversion that was slated to begin
in August 2025. The property is considered inferior to another mall
in the area, St. Johns Town Center, which shares common sponsorship
in Simon Property Group. The collateral's occupancy rate as of the
June 2025 rent roll was 66.0%, down from 91.3% at issuance. Given
the low occupancy rate, the loan remains on the servicer's
watchlist. According to the annualized June 2025 financials, NCF
was $11.5 million, reflecting a DSCR of 3.15x, 28.1% below the
Morningstar DBRS NCF of $16.0 million derived at issuance. The
collateral was re-appraised for $166.0 million in April 2023, a
32.0% decline from the issuance appraised value of $244.0 million.
The April 2023 value reflects an LTV of 66.0% when compared with
the issuance LTV of 45.0%. Given the sustained performance declines
in part because of the departure of Forever 21, increased
competition, and likely value decline as a result, Morningstar DBRS
liquidated the loan based on a conservative 50% haircut to the
April 2023 appraised value, resulting in a projected loss of $17.0
million and a loss severity approaching 20.0%.
Notes: All figures are in U.S. dollars unless otherwise noted.
COMM 2014-UBS3: DBRS Cuts 2 Classes Certs Rating to D
-----------------------------------------------------
DBRS Limited downgraded the credit ratings on three classes across
two transactions as follows:
COMM 2014-UBS3 Mortgage Trust (COMM 2014-UBS3)
-- Class F to D (sf) from C (sf)
-- Class G to D (sf) from C (sf)
DBJPM 2016-C1 Mortgage Trust (DBJPM 2016-C1)
-- Class G to D (sf) from C (sf)
Following the credit rating downgrades, Morningstar DBRS will
subsequently discontinue and withdraw its credit ratings on all
three classes.
The credit ratings downgrades were due to a loss to the respective
trusts that was reflected with the October 2025 remittances. The
COMM 2014-UBS3 transaction incurred a loss of $41.0 million, wiping
out Class G and the unrated Class H and eroding $2.1 million of
Class F. The loss was tied to the liquidation of the 1100 Superior
Avenue loan (Prospectus ID#6). The loan-level loss was in line with
Morningstar DBRS' expectation of $44.5 million at the last review.
The DBJPM 2016-C1 transaction incurred a loss of $7.0 million,
wiping out the remainder of the unrated Class H and eroding $3.4
million of Class G. The loss was tied to non-recoverable advances
for the Sheraton North Houston loan (Prospectus ID#4, 5.5% of the
pool). At the last review, Morningstar DBRS analyzed this loan with
a liquidation scenario, with implied losses totaling $34.4 million
(100% loss severity).
Notes: All figures are in U.S. dollars unless otherwise noted.
CORNHUSKER FUNDING 1A: DBRS Confirms B Rating on Class C Notes
--------------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, and the Class C Notes (collectively, the Notes)
issued by Cornhusker Funding 1A LLC (the Issuer), pursuant to the
terms of the Indenture, dated as of April 22, 2022, between the
Issuer and U.S. Bank Trust Company, National Association as
follows:
-- Class A Notes confirmed at BBB (sf)
-- Class B Notes confirmed at BB (sf)
-- Class C Notes confirmed at B (sf)
The credit ratings on the Class A Notes, the Class B Notes, and the
Class C Notes address the ultimate payment of interest and ultimate
return of principal on or before the Stated Maturity of September
15, 2036.
The Notes are collateralized primarily by a portfolio of U.S.
middle-market corporate loans. The Issuer is managed by Mount Logan
Management, LLC (Mount Logan), which is a subsidiary of Mount Logan
Capital Inc. Morningstar DBRS considers Mount Logan to be an
acceptable collateralized loan obligation (CLO) manager.
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' annual
surveillance review of the transaction performance and application
of the Global Methodology for Rating CLOs and Corporate CDOs (the
CLO Methodology; November 10, 2025). The Reinvestment Period end
date is April 22, 2030. The Stated Maturity is September 15, 2036.
Morningstar DBRS monitors transaction performance metrics based on
the periodicity of the transaction's reporting. The performance
metrics include Collateral Quality Tests, Coverage Tests,
Concentration Limitations, and Performing Collateral Par. As of
September 30, 2025, several performance metrics were failing. As a
result, the Level II surveillance approach in the CLO Methodology
was applied, and a Current Profile analysis was incorporated into
the review of the transaction.
Specifically, the transaction is failing the Maximum DBRS Risk
Score Test (current 35.04% vs threshold 33.70%), Senior Secured
Loans concentration limitation (current 91.5% vs minimum threshold
95.0%) and 3rd Largest DBRS Industry Classification concentration
limitation (current 12.9% vs maximum threshold 12.5%). Morningstar
DBRS considered these failures in its analysis. As of September 30,
2025, a total par amount of defaulted obligations registered in the
Portfolio is $2,419,143.
In its review, Morningstar DBRS considered the following aspects of
the transaction:
(1) The transaction's capital structure and the form and
sufficiency of available credit enhancement.
(2) Relevant credit enhancement in the form of subordination and
excess spread.
(3) The ability of the Notes to withstand projected collateral loss
rates under various cash flow stress scenarios.
(4) The credit quality of the underlying collateral and the ability
of the transaction to reinvest Principal Proceeds into new
Collateral Obligations, subject to the Eligibility Criteria, which
include testing the Concentration Limitations, Collateral Quality
Tests, and Coverage Tests.
(5) Morningstar DBRS' assessment of the origination, servicing, and
CLO management capabilities of Mount Logan Management, LLC.
(6) The legal structure as well as legal opinions addressing
certain matters of the Borrower and the consistency with the
Morningstar DBRS "Legal Criteria for U.S. Structured Finance"
methodology.
Under the Current Profile analysis, Morningstar DBRS analyzed the
actual obligations in the pool, as reported in the trustee report
as of September 30, 2025. Morningstar DBRS analyzed each loan in
the pool separately by inputting its credit rating, seniority,
country of origin, and industry, among other factors, into the
Morningstar DBRS CLO Insight Model. The performance metrics that
Morningstar DBRS modelled in during its analysis are presented
below:
Collateral Quality Tests
Minimum Weighted Average Spread: Subject to Collateral Quality
Matrix; currently 5.281%; threshold 4.90%
Maximum Weighted Average Life: currently 3.59; threshold 8.00
Maximum Risk Score: Subject to Collateral Quality Matrix; currently
35.04; threshold 33.70
Minimum Weighted Average Recovery Rate Test: Subject to Collateral
Quality Matrix; currently 65.53%; threshold 64.30%
Minimum Diversity Score Test; Subject to Collateral Quality Matrix;
currently 21.12; required 21.00
Coverage Tests
Class A Overcollateralization (OC): Actual 135.33%; threshold
124.50%
Class B OC: Actual 125.37%; threshold 116.80%
Class C OC: Actual 120.92%; threshold 113.40%
Class A Interest Coverage (IC): Actual 168.55%; threshold 115.00%
Class B IC: Actual 147.25%; threshold 110.00%
Class C IC: Actual 136.74%; threshold 105.00%
Some particular strengths of the transaction are (1) collateral
quality which consists mostly of senior-secured middle market-loans
and (2) adequate diversification of the portfolio of collateral
obligations (matrix-driven Diversity Score).
Some challenges were identified in that (1) up to 5% of the
portfolio pool may consist of long-dated assets, and (2) the
underlying collateral portfolio may be insufficient to redeem the
Notes in an Event of Default.
Morningstar DBRS analyzed the transaction using the Morningstar
DBRS CLO Insight Model and its proprietary cash flow engine, which
incorporated assumptions regarding principal amortization,
principal prepayment, amount of interest generated, principal
prepayments, default timings, and recovery rates, among other
credit considerations referenced in the CLO Methodology. The
model-based analysis supported the credit rating actions on the
Notes. In the Level II surveillance process, the predictive model
is utilized to determine if the current rating is passing or
failing.
To assess portfolio credit quality, Morningstar DBRS provides a
credit estimate or internal assessment for each nonfinancial
corporate obligor in the portfolio not rated by Morningstar DBRS.
Credit estimates are not ratings; rather, they represent a
model-driven default probability for each obligor that Morningstar
DBRS uses when rating the Notes.
Notes: All figures are in U.S. dollars unless otherwise noted.
CORNHUSKER FUNDING 1B: DBRS Confirms B Rating on Class C Notes
--------------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, and the Class C Notes (collectively, the Notes)
issued by Cornhusker Funding 1B LLC (the Issuer), pursuant to the
terms of the Indenture, dated as of April 22, 2022, between the
Issuer and U.S. Bank Trust Company, National Association as
follows:
-- Class A Notes confirmed at BBB (sf)
-- Class B Notes confirmed at BB (sf)
-- Class C Notes confirmed at B (sf)
The credit ratings on the Class A Notes, the Class B Notes, and the
Class C Notes address the ultimate payment of interest and ultimate
return of principal on or before the Stated Maturity of September
15, 2036.
The Notes are collateralized primarily by a portfolio of U.S.
middle-market corporate loans. The Issuer is managed by Mount Logan
Management, LLC (Mount Logan), which is a subsidiary of Mount Logan
Capital Inc. Morningstar DBRS considers Mount Logan to be an
acceptable collateralized loan obligation (CLO) manager.
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' annual
surveillance review of the transaction performance and application
of the Global Methodology for Rating CLOs and Corporate CDOs (the
CLO Methodology; November 10, 2025). The Reinvestment Period end
date is April 22, 2030. The Stated Maturity is September 15, 2036.
Morningstar DBRS monitors transaction performance metrics based on
the periodicity of the transaction's reporting. The performance
metrics include Collateral Quality Tests, Coverage Tests,
Concentration Limitations, and Performing Collateral Par. As of
September 30, 2025, several performance metrics were failing. As a
result, the Level II surveillance approach in the CLO Methodology
was applied, and a Current Profile analysis was incorporated into
the review of the transaction.
Specifically, the transaction is failing the Maximum DBRS Risk
Score Test (current 34.39% vs threshold 33.70%), 2nd Largest DBRS
Industry Classification concentration limitation (current 16.9% vs
maximum threshold 15.0%) and 3rd Largest DBRS Industry
Classification concentration limitation (current 16.4% vs maximum
threshold 12.5%). Morningstar DBRS considered these failures in its
analysis. As of September 30, 2025, a total par amount of defaulted
obligations registered in the Portfolio is $2,419,143.
In its review, Morningstar DBRS considered the following aspects of
the transaction:
(1) The transaction's capital structure and the form and
sufficiency of available credit enhancement.
(2) Relevant credit enhancement in the form of subordination and
excess spread.
(3) The ability of the Notes to withstand projected collateral loss
rates under various cash flow stress scenarios.
(4) The credit quality of the underlying collateral and the ability
of the transaction to reinvest Principal Proceeds into new
Collateral Obligations, subject to the Eligibility Criteria, which
include testing the Concentration Limitations, Collateral Quality
Tests, and Coverage Tests.
(5) Morningstar DBRS' assessment of the origination, servicing, and
CLO management capabilities of Mount Logan Management, LLC.
(6) The legal structure as well as legal opinions addressing
certain matters of the Borrower and the consistency with the
Morningstar DBRS "Legal Criteria for U.S. Structured Finance"
methodology.
Under the Current Profile analysis, Morningstar DBRS analyzed the
actual obligations in the pool, as reported in the trustee report
as of September 30, 2025. Morningstar DBRS analyzed each loan in
the pool separately by inputting its credit rating, seniority,
country of origin, and industry, among other factors, into the
Morningstar DBRS CLO Insight Model. The performance metrics that
Morningstar DBRS modelled in during its analysis are presented
below:
Collateral Quality Tests
Minimum Weighted Average Spread: Subject to Collateral Quality
Matrix; currently 5.167%; threshold 4.90%
Maximum Weighted Average Life: currently 3.99; threshold 8.00
Maximum Risk Score: Subject to Collateral Quality Matrix; currently
34.39; threshold 33.70
Minimum Weighted Average Recovery Rate Test: Subject to Collateral
Quality Matrix; currently 65.55%; threshold 64.30%
Minimum Diversity Score Test; Subject to Collateral Quality Matrix;
currently 23.00; required 21.00
Coverage Tests
Class A Overcollateralization (OC): Actual 134.44%; threshold
124.50%
Class B OC: Actual 124.54%; threshold 116.80%
Class C OC: Actual 120.12%; threshold 113.40%
Class A Interest Coverage (IC): Actual 163.69%; threshold 115.00%
Class B IC: Actual 143.00%; threshold 110.00%
Class C IC: Actual 132.79%; threshold 105.00%
Some particular strengths of the transaction are (1) collateral
quality that consists of at least 95% senior-secured middle
market-loans and (2) adequate diversification of the portfolio of
collateral obligations (matrix-driven Diversity Score).
Some challenges were identified in that (1) up to 5% of the
portfolio pool may consist of long-dated assets, and (2) the
underlying collateral portfolio may be insufficient to redeem the
Notes in an Event of Default.
Morningstar DBRS analyzed the transaction using the Morningstar
DBRS CLO Insight Model and its proprietary cash flow engine, which
incorporated assumptions regarding principal amortization,
principal prepayment, amount of interest generated, principal
prepayments, default timings, and recovery rates, among other
credit considerations referenced in the CLO Methodology. The
model-based analysis supported the credit rating actions on the
Notes. In the Level II surveillance process, the predictive model
is utilized to determine if the current rating is passing or
failing.
To assess portfolio credit quality, Morningstar DBRS provides a
credit estimate or internal assessment for each nonfinancial
corporate obligor in the portfolio not rated by Morningstar DBRS.
Credit estimates are not ratings; rather, they represent a
model-driven default probability for each obligor that Morningstar
DBRS uses when rating the Notes.
Notes: All figures are in U.S. dollars unless otherwise noted.
CORNHUSKER FUNDING 1C: DBRS Confirms B Rating on Class C Notes
--------------------------------------------------------------
DBRS, Inc. confirmed its credit ratings as follows on the Class X
Notes, Class A Notes, Class B Notes, Class C Notes (together, the
Secured Notes), issued by Cornhusker Funding 1C LLC (the Issuer),
pursuant to the terms of the Indenture, dated as of April 22, 2022,
between the Issuer and U.S. Bank Trust Company, National
Association as follows :
-- Class X Notes confirmed at AAA (sf)
-- Class A Notes confirmed at BBB (sf)
-- Class B Notes confirmed at BB (sf)
-- Class C Notes confirmed at B (sf)
The credit ratings on the Class X Notes address the timely payment
of interest and ultimate return of principal. The credit ratings on
the Class A Notes, the Class B Notes, and the Class C Notes address
the ultimate payment of interest and ultimate return of principal
on or before the Stated Maturity of September 15, 2036.
The Notes are collateralized primarily by a portfolio of U.S.
middle-market corporate loans. The Issuer is managed by Mount Logan
Management, LLC (Mount Logan), which is a subsidiary of Mount Logan
Capital Inc. Morningstar DBRS considers Mount Logan to be an
acceptable collateralized loan obligation (CLO) manager.
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' annual
surveillance review of the transaction performance and application
of the Global Methodology for Rating CLOs and Corporate CDOs (the
CLO Methodology; November 10, 2025). The Reinvestment Period end
date is April 22, 2030. The Stated Maturity is September 15, 2036.
Morningstar DBRS monitors transaction performance metrics based on
the periodicity of the transaction's reporting. The performance
metrics include Collateral Quality Tests, Coverage Tests,
Concentration Limitations, and Performing Collateral Par. As of
September 30, 2025, the transaction is in compliance with all
performance metrics, and the performing collateral par is greater
than the reinvestment target par. The current transaction
performance is within Morningstar DBRS' expectations, which
supports the credit rating confirmation on the Notes, as per the
Level I surveillance approach in the CLO Methodology. No model was
applied in this review.
In its review, Morningstar DBRS considered the following aspects of
the transaction:
(1) The transaction's capital structure and the form and
sufficiency of available credit enhancement.
(2) Relevant credit enhancement in the form of subordination and
excess spread.
(3) The ability of the Notes to withstand projected collateral loss
rates under various cash flow stress scenarios.
(4) The credit quality of the underlying collateral and the ability
of the transaction to reinvest Principal Proceeds into new
Collateral Obligations, subject to the Eligibility Criteria, which
include testing the Concentration Limitations, Collateral Quality
Tests, and Coverage Tests.
(5) Morningstar DBRS' assessment of the origination, servicing, and
CLO management capabilities of Mount Logan Management, LLC.
(6) The legal structure as well as legal opinions addressing
certain matters of the Borrower and the consistency with the
Morningstar DBRS "Legal Criteria for U.S. Structured Finance"
methodology.
Some of the performance metrics that Morningstar DBRS reviewed are
listed below:
Collateral Quality Tests
Minimum Weighted Average Spread: Subject to Collateral Quality
Matrix; currently 5.205%; threshold 4.90%
Maximum Weighted Average Life: currently 3.69; threshold 8.00
Maximum Risk Score: Subject to Collateral Quality Matrix; currently
31.15; threshold 33.70
Minimum Weighted Average Recovery Rate Test: Subject to Collateral
Quality Matrix; currently 66.00%; threshold 64.30%
Minimum Diversity Score Test; Subject to Collateral Quality Matrix;
currently 23.60; required 21.00
Coverage Tests
Class A Overcollateralization (OC): Actual 136.21%; threshold
124.50%
Class B OC: Actual 126.18%; threshold 116.80%
Class C OC: Actual 121.70%; threshold 113.40%
Class A Interest Coverage (IC): Actual 181.38%; threshold 115.00%
Class B IC: Actual 147.25%; threshold 110.00%
Class C IC: Actual 147.14%; threshold 105.00%
Some particular strengths of the transaction are (1) collateral
quality that consists of at least 95% senior-secured middle
market-loans and (2) adequate diversification of the portfolio of
collateral obligations (matrix-driven Diversity Score).
Some challenges were identified in that (1) up to 5% of the
portfolio pool may consist of long-dated assets, and (2) the
underlying collateral portfolio may be insufficient to redeem the
Notes in an Event of Default.
As of September 30, 2025, the transaction is in compliance with all
the Eligibility Criteria, coverage tests and collateral quality
tests. As of September 30, 2025, a total par amount of defaulted
obligations registered in the Portfolio is $972,292.21.
To assess portfolio credit quality, Morningstar DBRS provides a
credit estimate or internal assessment for each nonfinancial
corporate obligor in the portfolio not rated by Morningstar DBRS.
Credit estimates are not ratings; rather, they represent a
model-driven default probability for each obligor that Morningstar
DBRS uses when rating the Notes.
Notes: All figures are in U.S. dollars unless otherwise noted.
CQS US 5: Fitch Assigns BB-sf Rating on Cl. E Notes, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to CQS US
CLO 5, Ltd.
Entity/Debt Rating
----------- ------
CQS US CLO 5, Ltd.
A-1 LT NRsf New Rating
A-2 LT AAAsf New Rating
B LT AAsf New Rating
C LT Asf New Rating
D-1 LT BBBsf New Rating
D-2 LT BBB-sf New Rating
E LT BB-sf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
CQS US CLO 5, Ltd (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by CQS
(US), LLC. Net proceeds from the issuance of the secured and
subordinated notes will provide financing on a portfolio of
approximately $400 million of primarily first-lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+/B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.14, and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 100%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.79% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 45% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 5.2-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The weighted average life (WAL) used for the transaction stress
portfolio and matrices analysis is up to 12 months less than the
WAL covenant to account for structural and reinvestment conditions
after the reinvestment period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2, between
'BBB-sf' and 'A+sf' for class B, between 'BB-sf' and 'BBB+sf' for
class C, between less than 'B-sf' and 'BBB-sf' for class D-1, and
between less than 'B-sf' and 'BB+sf' for class D-2 and between less
than 'B-sf' and 'B+sf' for class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the Class A-2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for Class B, 'AAsf' for Class C, 'A+sf' for
Class D-1, and 'A-sf' for Class D-2 and 'BBBsf' for Class E.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for CQS US CLO 5, Ltd.
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.
DEEPHAVEN RESIDENTIAL 2025-CES1: DBRS Rates Class B2 Notes 'Bsf'
----------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on Deephaven
Residential Mortgage Trust 2025-CES1 (DRMT 2025-CES1 or the Trust)
as follows:
-- $154.3 million Class A-1A at AAA (sf)
-- $24.7 million Class A-1B at AAA (sf)
-- $178.9 million Class A-1 at AAA (sf)
-- $12.8 million Class A-2 at AA (sf)
-- $12.2 million Class A-3 at A (sf)
-- $14.1 million Class M-1 at BBB (sf)
-- $12.6 million Class B-1 at BB (sf)
-- $8.0 million Class B-2 at B (sf)
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
The AAA (sf) credit rating on the Notes reflects 27.45% of credit
enhancement provided by subordinate Notes. The AA (sf), A (sf), BBB
(sf), BB (sf), and B (sf) credit ratings reflect 22.25%, 17.30%,
11.60%, 6.50%, and 3.25% of credit enhancement, respectively.
This transaction is a securitization of a portfolio of fixed,
prime, expanded-prime, closed-end second-lien (CES) residential
mortgages funded by the issuance of the Asset-Backed Securities,
Series 2025-CES1 (the Notes). The Notes are backed by 1,044
mortgage loans with a total principal balance of $246,624,443 as of
the Cut-Off Date (September 30, 2025).
The portfolio, on average, is four months seasoned, though
seasoning ranges from zero to 38 months. Borrowers in the pool
represent prime and expanded-prime credit quality--weighted-average
(WA) Morningstar DBRS-calculated FICO score of 733, Issuer-provided
original combined loan-to-value ratio (CLTV) of 67.6%.
As of the Cut-Off Date, 99.6% of the pool was current and 0.4% of
the pool was 30 days delinquent under the Mortgage Bankers
Association (MBA) delinquency method. Additionally, none of the
borrowers are in active bankruptcy.
DRMT 2025-CES1 represents the first CES securitization sponsored by
Sutton Funding LLC (Sutton). Deephaven Mortgage, LLC (66.2%),
Oaktree Funding Corporation (13.8%), are the top originators for
the mortgage pool. The remaining originators each comprise less
than 10.0% of the mortgage loans.
Selene Finance LP (Selene; 100.0%) is the Servicer of all the loans
in this transaction.
Citibank, N.A. (rated AA (low) with a Stable trend by Morningstar
DBRS) will act as the Indenture Trustee, Paying Agent, Note
Registrar, Certificate Registrar, and Owner Trustee. U.S. Bank
National Association and Computershare Trust Company, N.A. will act
as the Custodians. Citicorp Trust Delaware, National Association
will act as the Delaware Trustee.
As Sponsor, Sutton, through one or more majority-owned affiliates,
will acquire and retain a 5% eligible vertical interest in each
class of securities to be issued (other than any residual
certificates) to satisfy the credit risk retention requirements.
On or after the earlier of (1) the Payment Date occurring in
November 2028 or (2) the date when the aggregate stated principal
balance of the mortgage loans is reduced to 30% of the Cut-Off Date
balance, the Controlling Holder (majority holder of the Class XS
Notes; initially expected to be affiliate of the Sponsor), may
terminate the Issuer at a price equal to the greater of (A) the
note amounts of the related Notes plus accrued and unpaid interest,
including any Net WAC Shortfalls, servicing advances, fees,
expenses, and indemnification amounts. The Controlling Holder must
complete a qualified liquidation, which requires (1) a complete
liquidation of assets within the Trust and (2) proceeds to be
distributed to the appropriate holders of regular or residual
interests.
The Controlling Holder will have the option, but not the
obligation, to repurchase any mortgage loan (other than loans under
forbearance plan as of the Closing Date) that becomes 90 or more
days delinquent at the repurchase price (par plus interest),
provided that such repurchases in aggregate do not exceed 10% of
the total principal balance as of the Cut-Off Date.
Although the majority of the mortgage loans were originated to
satisfy the Consumer Financial Protection Bureau's (CFPB)
Ability-to-Repay (ATR) rules, they were made to borrowers who
generally do not qualify for agency, government, or private-label
nonagency prime jumbo products for various reasons. In accordance
with the Qualified Mortgage (QM)/ATR rules, 80.9% of the loans are
designated as non-QM, 0.2% are designated as QM Rebuttable
Presumption, and 4.3% are designated as QM Safe Harbor.
Approximately 14.6% of the mortgages are loans were not subject to
the QM/ATR rules as they are made to investors for business
purposes.
There will not be any advancing of delinquent principal or interest
on any mortgages by the Servicer or any other party to the
transaction. In addition, the related servicer is not obligated to
make advances in respect of homeowner association fees, taxes, and
insurance, installment payments on energy improvement liens, and
reasonable costs and expenses incurred in the course of servicing
and disposing of properties unless a determination is made that
there will be material recoveries.
For this transaction, any loan that becomes 180 days delinquent
under the MBA delinquency method, upon review by the related
Servicer, may be considered a Charged Off Loan. With respect to a
Charged Off Loan, the total unpaid principal balance will be
considered a realized loss and will be allocated reverse
sequentially to the Noteholders. If there are any subsequent
recoveries for such Charged Off Loans, the recoveries will be
included in the principal remittance amount and applied in
accordance with the principal distribution waterfall; in addition,
any class principal balances of Notes that have been previously
reduced by allocation of such realized losses may be increased by
such recoveries sequentially in order of seniority. Morningstar
DBRS' analysis assumes reduced recoveries upon default on loans in
this pool.
This transaction employs a sequential-pay cash flow structure with
pro rata principal payment among the senior A-1A and A-1B tranches.
Principal proceeds and excess interest can be used to cover
interest shortfall on the Notes, but such interest shortfalls on
Class A-2 and more subordinate bonds will not be paid from
principal proceeds until the Class A-1A and A-1B Notes are retired.
For this transaction, the Class A-1A, A-1B, A-2, and A-3 fixed
rates step-up by 100 basis points on and after the payment date in
November 2029.
Notes: All figures are in U.S. dollars unless otherwise noted.
EFMT 2025-RTL1: DBRS Finalizes B(low) Rating on Class M2 Notes
--------------------------------------------------------------
DBRS, Inc. finalized provisional credit ratings on the
Mortgage-Backed Notes, Series 2025-RTL1 (the Notes) to be issued by
EFMT 2025-RTL1 (the Issuer) as follows:
-- $211.4 million Class A1 at A (low) (sf)
-- $24.3 million Class A2 at BBB (low) (sf)
-- $21.2 million Class M1 at BB (low) (sf)
-- $28.2 million Class M2 at B (low) (sf)
The A (low) (sf) credit rating reflects 29.55% of credit
enhancement (CE) provided by the subordinated notes and
overcollateralization. The BBB (low) (sf), BB (low) (sf), and B
(low) (sf) credit ratings reflect 21.45%, 14.40%, and 5.00% of CE,
respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
This transaction is a securitization of a two-year revolving
portfolio of residential transition loans (RTLs) funded by the
issuance of the Notes. As of the Initial Cut-Off Date, the Notes
are backed by:
-- 410 mortgage loans with a total principal balance of
approximately $119,222,387,
-- Approximately $119,000,000 in the Accumulation Account
-- Approximately $61,777,613 in the RP Accumulation Account, and
-- Approximately $1,000,000 in the Pre-Funding Interest Account.
Additional RTLs may be added to the revolving portfolio on future
additional transfer dates, subject to the transaction's eligibility
criteria.
EFMT 2025-RTL1 represents the first RTL securitization issued by
the Sponsor, EF Holdco WRE Assets LLC. The Sponsor is an affiliate
of Ellington Financial Inc. (Ellington), which was originally
formed as a Delaware limited liability company in 2007 and
converted to a Real Estate Investment Trust (REIT) in 2019. The
company invests in financial assets including residential and
commercial mortgage loans, mortgage-backed securities, reverse
mortgage loans, mortgage servicing rights and related investments,
consumer loans, asset-backed securities, collateralized loan
obligations, and other strategic investments.
The revolving portfolio generally consists of first-lien,
fixed-rate, interest-only (IO) balloon RTLs with original terms to
maturity of 6 to 36 months. The loans may be extended, which can
lengthen maturities beyond the original terms. The characteristics
of the revolving pool will be subject to eligibility criteria
specified in the transaction documents and include, but are not
limited to:
-- A minimum non-zero weighted-average (NZ WA) FICO score of 725.
-- A maximum NZ WA Loan-to-Cost ratio (LTC) of 82.5% excluding
ground-up construction (GUC) loans.
-- A maximum NZ WA LTC of 80.0% for GUC loans.
-- A maximum NZ WA As Repaired Loan-to-Value ratio (ARV LTV) of
67.5% excluding GUC loans
-- A maximum NZ WA ARV LTV of 62.5% for GUC loans.
-- A maximum NZ WA As-Is Loan-to-Value (AIV LTV) ratio of 70%.
RTL Features
RTLs, also known as fix-and-flip mortgage loans, are short-term
bridge, construction, or renovation loans designed to help real
estate investors purchase and renovate residential or multifamily
5+ and mixed used properties (the latter is limited to 2.5% of the
revolving portfolio), generally within 12 to 36 months. RTLs are
similar to traditional mortgages in many aspects but may differ
significantly in terms of initial property condition, construction
draws, and the timing and incentives by which borrowers repay
principal. For traditional residential mortgages, borrowers are
generally incentivized to pay principal monthly, so they can occupy
the properties while building equity in their homes. In the RTL
space, borrowers repay their entire loan amount when they (1) sell
the property with the goal to generate a profit or (2) refinance to
a term loan and rent out the property to earn income.
In general, RTLs are short-term IO balloon loans with the full
amount of principal (balloon payment) due at maturity. The
repayment of an RTL is mainly based on the ability to sell the
related mortgaged property or to convert it into a rental property.
In addition, many RTL lenders offer extension options, which
provide additional time for borrowers to repay their mortgage
beyond the original maturity date. For the loans in this
transaction, such extensions may be granted, subject to certain
conditions, at the direction of the Collateral Manager.
In the EFMT 2025-RTL1 revolving portfolio, RTLs may be:
-- Fully funded:
-- With no obligation of further advances to the borrower, or
-- With a portion of the loan proceeds allocated to a
rehabilitation (rehab) escrow account established by each Servicer
for future disbursement to fund draw requests for construction,
rehabilitation, or repair on the mortgaged property (Rehabilitation
Disbursement Requests) upon the satisfaction of certain
conditions.
-- With a portion of the loan proceeds held back by the Servicers
for future disbursement to fund interest draw requests upon the
satisfaction of certain conditions.
-- Partially funded:
-- With a commitment to fund borrower-requested draws for approved
Rehabilitation Disbursement Requests upon the satisfaction of
certain conditions.
After completing certain construction/repairs using their own
funds, the borrower usually seeks reimbursement by making draw
requests. Generally, construction draws are disbursed only upon the
completion of approved construction/repairs and after a
satisfactory construction progress inspection. Based on the EFMT
2025-RTL1 eligibility criteria, unfunded commitments are limited to
40.0% of the assets of the issuer, which includes (1) the unpaid
principal balance (UPB) of the mortgage loans and (2) amounts in
the Accumulation Account, RP Accumulation Account and Payment
Account.
Cash Flow Structure and Draw Funding
The transaction employs a sequential-pay cash flow structure.
During the reinvestment period, the Notes will generally be IO.
After the reinvestment period, principal will be applied to pay
down the Notes, sequentially. If the Issuer does not redeem the
Notes on or prior to the payment date in May 2028, the Class A1 and
A2 fixed rates listed in the Credit Ratings table will step up by
1.000% the following month.
There will be no advancing of delinquent (DQ) interest on any
mortgage by the Servicers or any other party to the transaction.
However, the Servicers are obligated to fund Servicing Advances
which include taxes, insurance premiums, and reasonable costs
incurred in the course of servicing and disposing properties. The
Servicers will be entitled to reimburse itself for Servicing
Advances from available funds prior to any payments on the Notes.
The related Servicer or Asset Manager will satisfy Rehabilitation
Disbursement Requests by, (1) for loans with funded commitments,
releasing funds from the related Rehab Escrow Account to the
applicable borrower; or (2) for loans with unfunded commitments,
either (A) advancing funds on behalf of the Issuer (Rehabilitation
Advance) or (B) requesting the Collateral Manager direct the
release of funds from the Accumulation Account and RP Accumulation
Account. The related Servicer or Asset Manager, as applicable, will
be entitled to reimburse itself for Rehabilitation Disbursement
Requests from time to time from the Accumulation Account, RP
Accumulation Account and from the transaction cash flow waterfall,
after payment of interest to the notes.
The Accumulation Account is replenished from the transaction cash
flow waterfall, after payment of interest to the Notes, to maintain
a minimum required funding balance. During the reinvestment period,
amounts held in the Accumulation Account and RP Accumulation
Account, along with the mortgage collateral, must be sufficient to
maintain a minimum credit enhancement (CE) of approximately 5.0% to
the most subordinate rated class. The transaction incorporates a
Minimum Credit Enhancement Test during the reinvestment period,
which if breached, redirects available funds to pay down the Notes,
sequentially, prior to replenishing the Accumulation Account, to
maintain the minimum CE for the rated Notes.
The transaction also employs the Expense Reserve Account, which
will be available to cover fees and expenses. The Expense Reserve
Account is replenished from the transaction cash flow waterfall,
before payment of interest to the Notes, to maintain a minimum
reserve balance.
A Pre-funding Interest Account is in place to help cover three
months of interest payments to the Notes. Such account is funded
upfront in an amount equal to $1,000,000. On the payment dates
occurring in December 2025, January 2026, and February 2026, the
Paying Agent will withdraw a specified amount to be included in the
available funds.
Historically, RTL originations reviewed by Morningstar DBRS have
generated robust mortgage repayments, which have been able to cover
unfunded commitments in securitizations. In the RTL space, because
of the lack of amortization and the short-term nature of the loans,
mortgage repayments (paydowns and payoffs) tend to occur closer to
or at the related maturity dates when compared with traditional
residential mortgages. Morningstar DBRS considers paydowns to be
unscheduled voluntary balance reductions (generally repayments in
full) that occur prior to the maturity date of the loans, while
payoffs are scheduled balance reductions that occur on the maturity
or extended maturity date of the loans. In its cash flow analysis,
Morningstar DBRS evaluated mortgage repayments relative to draw
commitments for Ellington's historical aggregations and
incorporated several stress scenarios where paydowns may or may not
sufficiently cover draw commitments. Please see the Cash Flow
Analysis section of this report for more details.
Other Transaction Features
Optional Redemption
On any date on or after the earlier of (1) the Payment Date
following the termination of the Reinvestment Period or (2) the
date on which the aggregate Note Amount falls to 25% or less of the
initial Closing Date Note Amount, the Issuer, at its option, may
purchase all of the outstanding Notes at price equal to par plus
interest and fees.
Repurchase Option
The Sponsor will have the option to repurchase any DQ or defaulted
mortgage loan at the Repurchase Price, which is equal to par plus
interest and fees. However, such voluntary repurchases may not
exceed 7.5% of the cumulative UPB of the mortgage loans as of the
Initial Cut-Off Date. During the reinvestment period, if the
Sponsor repurchases DQ or defaulted loans, this could potentially
delay the natural occurrence of an early amortization event based
on the DQ or default trigger. Morningstar DBRS' revolving structure
analysis assumes the repayment of Notes is reliant on the
amortization of an adverse pool regardless of whether it occurs
early or not.
Repurchases
A mortgage loan may be repurchased under the following
circumstances:
-- There is a material R&W breach, a material document defect, or
a diligence defect that the Sponsor is unable to cure,
-- The Sponsor elects to exercise its Repurchase Option, or
-- An optional redemption occurs.
U.S. Credit Risk Retention
The Sponsor, or a majority-owned affiliate, will initially retain
an eligible horizontal residual interest comprising at least 5% of
the aggregate fair value of the securities (the Class XS Notes) to
satisfy the credit risk retention requirements.
Natural Disasters/Wildfires
The pool may contain loans secured by properties that are located
within certain disaster areas. Although many RTLs already have a
rehab component, the original scope of rehab may be affected by
such disasters. After a disaster, the Servicer follows standard
protocol, which includes a review of the impacted area, borrower
outreach, and filing insurance claims as applicable. Moreover,
additional loans added to the trust must comply with R&W specified
in the transaction documents, including the damage R&W, as well as
the transaction eligibility criteria.
Notes: All figures are in U.S. dollars unless otherwise noted.
ELP COMMERCIAL 2025-ELP: Fitch Rates Class HRR Certs 'B+sf'
-----------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to ELP
Commercial Mortgage Trust 2025-ELP commercial mortgage pass-through
certificates, series 2025-ELP as follows:
- $465,500,000 class A 'AAAsf'; Outlook Stable;
- $88,900,000 class B 'AA-sf'; Outlook Stable;
- $60,000,000 class C 'A-sf'; Outlook Stable;
- $83,700,000 class D 'BBB-sf'; Outlook Stable;
- $117,900,000 class E 'BB-sf'; Outlook Stable;
- $43,000,000(a) class HRR 'B+sf'; Outlook Stable.
(a) Horizontal risk retention.
Transaction Summary
The certificates represent the beneficial ownership interest in a
trust that holds a $859.0 million five-year, fixed-rate,
interest-only (IO) commercial mortgage loan. The loan is secured by
the borrower's fee simple and leasehold interests in a portfolio of
60 properties, including 59 industrial facilities and one
industrial service facility comprising approximately 14.8 million
sf located in nine states and eight markets. The properties were
acquired by affiliates of EQT Real Estate Holdings US Inc., which
will act as borrower sponsor, in a series of acquisitions from 2007
to 2020. The portfolio has a weighted-average year built of 2003
with weighted-average clear heights of 30' and a limited office
concentration equal to 6.9% of NRA.
Loan proceeds were used to refinance approximately $836.2 million
of existing debt, pay $10.7 million in closing costs and fund
working capital of approximately $12.1 million. The certificates
follow a pro rata paydown in connection with voluntary prepayments
and property releases up to the initial 30% of the loan amount and
a standard senior sequential paydown thereafter.
The loan is originated by Wells Fargo Bank, National Association,
Citi Real Estate Funding Inc., Bank of America, N.A., and Societe
Generale Financial Corporation. KeyBank National Association is the
servicer and special servicer. Computershare Trust Company, N.A. is
the certificate administrator. Deutsche Bank National Trust Company
is the trustee. Park Bridge Lender Services LLC is the operating
advisor.
KEY RATING DRIVERS
Fitch Net Cash Flow: Fitch Ratings estimates stressed net cash flow
(NCF) for the portfolio at $60.7 million. This is 6.6% lower than
the issuer's NCF. Fitch applied a 7.50% cap rate to derive a Fitch
value of approximately $809.3 million.
High Fitch Leverage: The $859.0 million whole loan equates to debt
of approximately $59 psf with a Fitch stressed debt service
coverage ratio (DSCR), loan-to-value ratio (LTV) and debt yield of
0.83x, 106.1% and 7.1%, respectively. The loan represents
approximately 66.0% of the aggregate of the individual as-is
appraisal values of $1.36 billion. Fitch's stressed NCF of
approximately $60.7 million represents a 6.6% haircut to the
issuer's underwritten figure.
Geographic and Tenant Diversity: The portfolio exhibits strong
geographic diversity, with 60 properties (14.6 million sf) located
across nine states, eight MSAs and 17 submarkets, per CoStar. The
three largest MSAs (by allocated loan amount [ALA]) are Louisville
(22.1% of net rentable area [NRA]; 20.9% ALA), Indianapolis (16.9%
of NRA; 18.2% ALA) and Memphis (25.1% of NRA; 17.6% of ALA). The
Fitch effective MSA count for the pool is 6.7. The portfolio also
exhibits significant tenant diversity, as it features over 124
distinct tenants The largest tenant, PetSmart, accounts for 9.7% of
Fitch base rent. No other tenant accounts for more than 6.2% of
Fitch base rent.
Institutional Sponsorship and Management: The loan is sponsored by
an affiliate of EQT Real Estate, a global real estate investment
manager based in Stockholm, Sweden with U.S.-based operations
headquartered in Radnor, PA. EQT Real Estate resulted from a 2021
merger between EQT AB and Exeter Property Group. Its portfolio
consists of 2,000 properties totaling over 400 million sf across
five continents.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Original Rating: 'AAAsf'/'AA-sf'/'A-sf'/'BBB-sf'/'BB-sf'/'B+sf';
- 10% NCF Decline: 'AAsf'/'BBB+sf'/'BBB-sf'/'BBsf'/'Bsf'/'B-sf'.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Original Rating: 'AAAsf'/'AA-sf'/'A-sf'/'BBB-sf'/'BB-sf'/'B+sf';
- 10% NCF Increase:
'AAAsf'/'AA+sf'/'A+sf'/'BBB+sf'/'BBsf'/'BB-sf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by KPMG LLP. The third-party due diligence described in
Form 15E focused on a comparison and re-computation of certain
characteristics with respect to each of the mortgage loans. Fitch
considered this information in its analysis, and it did not have an
effect on Fitch's analysis or conclusions.
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.
FHF ISSUER 2025-2: DBRS Gives Prov. BB Rating on Class E Notes
--------------------------------------------------------------
DBRS, Inc. assigned provisional credit ratings to the classes of
Notes to be issued by FHF Issuer Trust 2025-2 (FHF 2025-2 or the
Issuer) as follows:
-- $45,000,000 Class A-1 Notes at (P) R-1 (high) (sf)
-- $194,568,000 Class A-2 Notes at (P) AAA (sf)
-- $18,032,000 Class B Notes at (P) AA (sf)
-- $25,116,000 Class C Notes at (P) A (sf)
-- $10,143,000 Class D Notes at (P) BBB (sf)
-- $23,506,000 Class E Notes at (P) BB (sf)
CREDIT RATING RATIONALE/DESCRIPTION
The provisional credit ratings are based on Morningstar DBRS'
review of the following analytical considerations:
(1) The transaction capital structure, proposed credit ratings, and
form and sufficiency of available credit enhancement.
-- Credit enhancement is in the form of OC, subordination, amounts
held in the reserve fund, and available excess spread. Credit
enhancement levels are sufficient to support the Morningstar
DBRS-projected expected cumulative net loss (CNL) assumption under
various stress scenarios.
(2) The ability of the transaction to withstand stressed cash flow
assumptions and repay investors according to the terms under which
they have invested. For this transaction, the credit rating
addresses the payment of timely interest on a monthly basis and the
payment of principal by the legal final maturity date.
(3) The historical static pool data for FHF originations and
performance of the FHF auto loan portfolio.
(4) The credit quality of the collateral and performance of FHF's
auto loan portfolio, as of the Statistical Calculation Date:
-- The pool will include 96.84% of receivables originated by
franchise dealers with a weighted-average (WA) mileage of 42,262
miles.
-- The loans in the pool will have a non-zero WA credit score of
663 and a WA annual percentage rate of 17.44%. Approximately 36% of
the borrowers in the pool do not have a credit score; however,
approximately 70% of the pool have an Individual Taxpayer
Identification Number (ITIN).
-- The WA loan-to-value ratio (LTV) is 111.11%.
-- The Morningstar DBRS CNL assumption is 9.45% based on the
Statistical Calculation Date pool composition and expected final
pool composition.
(5) The capabilities of FHF with regard to originations,
underwriting, and servicing.
-- Morningstar DBRS has performed an operational review of FHF and
considers the entity to be an acceptable originator and servicer of
subprime automobile loan contracts.
-- The consistent operational history of FHF and the overall
strength of the Company and its management team.
-- The FHF senior management team has experience within the auto
finance industry, with very limited turnover in the senior and
mid-level management team.
(6) The backup servicer, Vervent, will receive monthly pool data,
confirm that such data is readable and perform certain operations
and tests with respect to such data on the monthly servicer
reports.
(7) All certificates of title of the financed vehicles are held
with a third party.
(8) The transaction assumptions consider Morningstar DBRS' baseline
macroeconomic scenarios for rated sovereign economies, available in
its commentary, Baseline Macroeconomic Scenarios for Rated
Sovereigns September 2025 Update, published on September 30, 2025.
These baseline macroeconomic scenarios replace Morningstar DBRS'
moderate and adverse COVID-19 pandemic scenarios, which were first
published in April 2020.
(9) The legal structure and presence of legal opinions that are
expected to address the true sale of the assets to the Issuer, the
nonconsolidation of the special-purpose vehicle with FHF, that the
trust has a valid first-priority security interest in the assets,
and the consistency with the Morningstar DBRS Legal Criteria for
U.S. Structured Finance.
Notes: All figures are in U.S. dollars unless otherwise noted.
FINANCE OF AMERICA 2025-HB1: DBRS Finalizes BB Rating on M4 Notes
-----------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Asset-Backed Notes, Series 2025-HB1 (the Notes) issued by Finance
of America HECM Buyout 2025-HB1:
-- $297.0 million Class A at AAA (sf)
-- $43.2 million Class M1 at AA (low) (sf)
-- $30.3 million Class M2 at A (low) (sf)
-- $19.8 million Class M3 at BBB (low) (sf)
-- $30.0 million Class M4 at BB (sf)
-- $10.1 million Class M5 at BB (low) (sf)
The AAA (sf) credit rating reflects 28.3% of credit enhancement.
The AA (low) (sf), A (low) (sf), BBB (low) (sf), BB (sf), and BB
(low) (sf) credit ratings reflect 17.8%, 10.5%, 5.7%, -1.5%, and
-4.0% of credit enhancement, respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes that may be issued in this transaction.
Lenders typically offer reverse mortgage loans to people who are at
least 62 years old. Through reverse mortgage loans, borrowers have
access to home equity through a lump sum amount or a stream of
payments without periodically repaying principal or interest,
allowing the loan balance to accumulate over a period of time until
a maturity event occurs. Loan repayment is required (1) if the
borrower dies, (2) if the borrower sells the related residence, (3)
if the borrower no longer occupies the related residence for a
period (usually a year), (4) if it is no longer the borrower's
primary residence, (5) if a tax or insurance default occurs, or (6)
if the borrower fails to properly maintain the related residence.
In addition, borrowers must be current on any homeowners
association (HOA) dues if applicable. Reverse mortgages are
typically nonrecourse; borrowers do not have to provide additional
assets in cases where the outstanding loan amount exceeds the
property's value (the crossover point). As a result, liquidation
proceeds will fall below the loan amount in cases where the
outstanding balance reaches the crossover point, contributing to
higher loss severities for these loans.
As of the cut-off date, September 30, 2025, the collateral consists
of approximately $413.99 million in unpaid principal balance (UPB)
from 1,376 performing and nonperforming HECM reverse mortgage loans
secured by first liens typically on single-family residential
properties, condominiums, multifamily (two- to four-family)
properties, manufactured homes, and planned unit developments. Of
the total loans, 289 have a fixed-rate interest (21.35% of the
balance) with a weighted-average coupon (WAC) of 4.969%. The
remaining 1,087 loans are adjustable rate (78.65% of the balance)
with a WAC of 7.308%, bringing the entire collateral pool to a WAC
of 6.808%.
The transaction uses a sequential structure. No subordinate note
shall receive any principal payments until the senior notes (Class
A) have been reduced to zero. This structure provides credit
enhancement in the form of subordinate classes and reduces the
effect of realized losses. These features increase the likelihood
that holders of the most senior class of notes will receive regular
distributions of interest and/or principal. All note classes have
available funds caps.
The Class M Notes are not entitled to any payments of principal
prior to the earlier of any Redemption Date (including an Auction
Proceeds Redemption Date) and the next succeeding Payment Date
following the date on which an Acceleration Event occurs. Prior to
the earlier of any Redemption Date (including an Auction Proceeds
Redemption Date) and the next succeeding Payment Date following the
date on which an Acceleration Event, if any, has occurred,
Available Funds that would otherwise be available to pay principal
on the Class M Notes after the Class A Notes have been paid in full
will instead be deposited into the Redemption Account, until the
amount on deposit therein is equal to the Redemption Account
Required Amount. Amounts will be deposited to and withdrawn from
the Redemption Account and paid in accordance with the priority
described in the definition of "Redemption Account" below and in
the Priority of Payments.
Notes: All figures are in U.S. dollars unless otherwise noted.
FREDDIE MAC 2025-MN12: Fitch Assigns BB-sf Rating on Cl. M-2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned the following ratings and Ratings
Outlooks for the Freddie Mac Multifamily Structured Credit Risk
(MSCR) Notes, Series 2025-MN12.
- $125,659,000b class M-1 'BBB-sf'; Outlook Stable;
- $56,900,000b class M-2 'BB-sf'; Outlook Stable;
Fitch does not rate the following classes:
- $19,896,101,535a class A-H;
- $188,489,971a class M-1H;
- $231,069,891a class M-2H;
- $141,367,000b class B-1;
- $94,244,729a class B-1H;
- $209,432,648a class B-2H.
(a) Class A-H, M-1H, M-2H, B-1H and B-2H are reference tranches and
will not have corresponding notes. Reference tranches will be
referenced only in connection with making calculations of principal
payments required to be made on the notes, and reductions and
increases in the class balances of the notes.
(b) Class M-1, M-2 and B-1 will have corresponding reference
tranches for the purpose of making calculations of principal
payments required to be made by the trust, and reductions and
increases in the class balances of the notes.
Since Fitch published the presale report, the class balance of M-2
changed to $56,900,000 from $172,781,000; and the class balance of
M-2H changed to $231,069,891 from $115,188,891. The aggregate
amount for the Class M-2 and Class M-2H reference tranches is
unchanged.
Transaction Summary
MSCR 2025-MN12 serves as a credit risk transfer (CRT) mechanism,
where the credit risk of a reference pool of loans held and/or
guaranteed by Freddie Mac are transferred to the notes' investors.
The reference pool consists of 890 obligations totaling $20.9
billion. The reference pool loans were originated in connection
with Freddie Mac's Multi PC (398; 56.0%), K Series (280; 38.5%),
Targeted Affordable Housing Bond Credit Enhancement (TAH BCE; 7;
2.8%) and small balance loan (205; 2.7%) programs. When a first-
and second-lien loan are both included in the reference pool, Fitch
modeled them as one loan; therefore, loan counts may vary slightly
from those in offering documents.
Notes' proceeds will be used by the trust to purchase eligible
investments (EIs), as defined under the transaction documents. On
each payment date, the trust will use earnings from EIs to pay
interest due, with Freddie Mac (rated AA+ by Fitch) acting as a
backstop to provide any additional funds to when earnings from the
EIs are insufficient to pay amounts due.
The transaction is intended to mimic traditional CMBS cash flows
for investors. On each payment date, noteholders will receive
interest payment based on the note's interest rate and outstanding
notional balance. The notional balance can be reduced by losses to
the trust from liquidations or modifications. Noteholders will also
be entitled to principal paydowns from corresponding principal
payments on the reference pool.
On the closing date, the issuer will enter into a collateral
administration agreement (CAA) and capital contribution agreement
(CCA) with the trust, which will provide credit protection to
Freddie Mac on the reference loan pool. According to the CAA, the
trust is required to pay the issuer based on credit events and
modification events, as defined under the transaction documents.
KEY RATING DRIVERS
Fitch Property Cash Flow: Fitch performed cash flow analyses on 82
loans totaling 16.95% of the pool by balance. Fitch's resulting net
cash flow (NCF) of $1.7 billion represents a 10.1% decline from the
issuer's underwritten NCF of $1.855 billion.
GSE Multifamily Programs Historical Performance: Historical losses
under GSE multifamily programs are much lower than those of conduit
transactions. This is the 12th issuance under Freddie's MSCR
series, and as of August 2025, the delinquency rate for the series
was 0.1%, with 27 of approximately 3,377 loans in special
servicing. Under its seven multifamily issuance programs, aggregate
issuance was about $840 billion, with aggregate losses of about
$195 million (0.02%).
Loan Diversity: The pool's loan concentration is highly diverse. It
has an effective loan count of 253.6, materially higher than the
average for 2025 YTD Fitch-rated 10-year Freddie Mac transactions
(K Series) of 18.6. The top 10 loans represent 10.8% of the pool,
compared with 2025 YTD Fitch-rated 10-year Freddie Mac
transactions' (K Series) 60.9%. The pool is also more
geographically diverse, with an effective geographic count of 27.8,
compared with the 2025 YTD Fitch-rated 10-year Freddie Mac
transactions' (K Series) 13.9. Fitch applied QRS of '1', instead of
'3', to most of the loans in the pool, reflecting the additional
benefit of the diversity of the pool and strong historical Freddie
Mac loan performance.
Ratings Cap: The ratings are capped at the lower of the credit
protection buyer (Freddie Mac, rated AA+ by Fitch) and account
holder of the charged assets (U.S. Bank National Association, rated
A+ by Fitch). Although the current ratings are not constrained by a
rating cap, a downgrade of either party may affect the ratings, and
upgrades due to improvement in underlying asset performance may be
limited based on the caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Declining cash flow decreases property value and capacity to meet
its debt service obligations. The table below indicates the
model-implied rating sensitivity to changes in one variable, Fitch
NCF:
- Original Rating: 'BBB-sf'/'BB-sf'
- 10% NCF Decline: 'BB-sf'/'B-sf'.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Improvement in cash flow increases property value and capacity to
meet its debt service obligations. The table below indicates the
model-implied rating sensitivity to changes to in one variable,
Fitch NCF:
- Original Rating: 'BBB-sf'/'BB-sf'
- 10% NCF Increase: 'BBB-sf'/'BB-sf
CRITERIA VARIATION
The loan term was capped at 13 years, consistent with early payoff
data provided by a frequent issuer.
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.
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.
GALAXY 36 CLO: S&P Assigns Prelim BB- (sf) Rating on Class E Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Galaxy 36
CLO Ltd./Galaxy 36 CLO LLC's floating- and fixed-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by PineBridge Investments LLC.
The preliminary ratings are based on information as of Nov. 21,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Preliminary Ratings Assigned
Galaxy 36 CLO Ltd./Galaxy 36 CLO LLC
Class A-1, $279.00 million: AAA (sf)
Class A-2, $13.50 million: AAA (sf)
Class B, $49.50 million: AA (sf)
Class C (deferrable), $27.00 million: A (sf)
Class D-1 (deferrable), $27.00 million: BBB- (sf)
Class D-2 (deferrable), $4.50 million: BBB- (sf)
Class E (deferrable), $13.50 million: BB- (sf)
Subordinated notes, $42.50 million: NR
NR--Not rated.
GCAT 2025-NQM7: Moody's Assigns (P)B2 Rating to Cl. B-2 Certs
-------------------------------------------------------------
Moody's Ratings has assigned provisional ratings to eight classes
of residential mortgage-backed securities (RMBS) to be issued by
GCAT 2025-NQM7 Trust, and sponsored by Blue River Mortgage VI LLC.
The securities are backed by a pool of prime and non-prime quality,
non-qualified (non-QM) and investor residential mortgages
aggregated by GCAT 2025-34, LLC and GCAT 2025-35, LLC, originated
by multiple entities and serviced by NewRez LLC d/b/a Shellpoint
Mortgage Servicing.
The complete rating actions are as follows:
Issuer: GCAT 2025-NQM7 Trust
Cl. A-1, Assigned (P)Aaa (sf)
Cl. A-1A, Assigned (P)Aaa (sf)
Cl. A-1B, Assigned (P)Aaa (sf)
Cl. A-2, Assigned (P)Aa2(sf)
Cl. A-3, Assigned (P)A1 (sf)
Cl. M-1, Assigned (P)Baa3 (sf)
Cl. B-1, Assigned (P)Ba2 (sf)
Cl. B-2, Assigned (P)B2 (sf)
RATINGS RATIONALE
The ratings are based on the credit quality of the mortgage loans,
the structural features of the transaction, the origination quality
and the servicing arrangement, the third-party review, and the
representations and warranties framework.
Moody's expected loss for this pool in a baseline scenario-mean is
1.72%, in a baseline scenario-median is 1.13% and reaches 18.57% at
a stress level consistent with Moody's Aaa ratings.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was "US Residential
Mortgage-backed Securitizations" published in August 2025.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings up. Losses could decline from Moody's original
expectations as a result of a lower number of obligor defaults or
appreciation in the value of the mortgaged property securing an
obligor's promise of payment. Transaction performance also depends
greatly on the US macro economy and housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's original expectations
as a result of a higher number of obligor defaults or deterioration
in the value of the mortgaged property securing an obligor's
promise of payment. Transaction performance also depends greatly on
the US macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
GREENSKY HOME 2025-3: Fitch Assigns 'BBsf' Rating on Class E Debt
-----------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to GreenSky
Home Improvement Issuer Trust 2025-3 (GSKY 2025-3).
Entity/Debt Rating Prior
----------- ------ -----
GreenSky Home
Improvement Issuer
Trust 2025-3
A1 LT AAAsf New Rating AAA(EXP)sf
A2 LT AAAsf New Rating AAA(EXP)sf
A3 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C LT Asf New Rating A(EXP)sf
D LT BBBsf New Rating BBB(EXP)sf
E LT BBsf New Rating BB(EXP)sf
KEY RATING DRIVERS
Consistent Receivable Quality: GSKY 2025-3 is backed by economic
participations in an asset pool of fixed-rate unsecured home
improvement loans, including advances made on the loans after the
closing date (see the next Key Rating Driver), extended mainly to
prime obligors (FICO scores below 700 account for 4.2% of IPB) in
the U.S. originated by Goldman Sachs Bank USA and Synovus Bank
through the GreenSky Program.
The GreenSky Program offers three core loan products: reduced rate
loans, zero-interest loans and deferred interest loans, as further
described in this Rating Action Commentary. Loan proceeds are
earmarked for heating, ventilation and air conditioning (HVAC)
systems; kitchens and bathrooms; basement projects; and windows,
solar/energy efficiency products and other home improvement
products and services.
The characteristics of the initial asset pool are generally in line
with those of prior GreenSky transactions as well as peer home
improvement lenders. The weighted average (WA) FICO score of the
asset pool is 783. The WA original term of the asset pool is 119
months and WA loan seasoning is four months.
Loans with Future Advances: As of the statistical asset pool cutoff
date of Sept. 7, 2025, around 10.0% of the initial asset pool was
composed of participations in open purchase window loans (OPWLs).
OPWLs have a remaining purchase window during which the borrower
can draw additional funds, increasing the loan amount up to a
contractual maximum, to cover additional expenses or purchases
related to home improvement projects with the merchant.
Participations in loans in the initial asset pool feature a
remaining purchase window of up to six months from the final cutoff
date. The issuer commits to purchasing all remaining draws on OPWLs
up to a maximum drawable amount of approximately $97.6 million
through a part of periodic available collections on the asset pool
and funding provided by the funding interest.
Fitch assigned a 'AAAsf' rating-case default multiple that was
0.25x higher than that for other loans to account for OPWLs'
possible performance volatility in the event that the related home
improvement project is not complete as of the closing date and the
risk that the additional funding may not be provided to the
borrower upon insolvency of Synovus Bank, as the originator partner
funding the loan to the borrower, or the funding interest holder,
which (together with the Retained Interest Holder) provides the
funding required by the transaction to purchase participations in
the additional draws to the extent there are insufficient available
funds in the issuer's account.
Asset Pool Assumptions: Fitch's WA lifetime base-case default rate
assumption is 5.9% for the initial pool, based on the mix of
product type and FICO scores. Given the open loans' mechanism, pool
composition may change slightly over the initial six months after
the final cutoff, possibly leading to a maximum base case default
rate of 6.0%. Fitch assumed a WA rating case default multiple of
5.24x at the 'AAAsf' rating level, assessed at the median-high end
of the range of Fitch's applicable rating criteria. It primarily
reflects the limited origination-specific performance data history.
Consequently, the assumed lifetime default rate for the asset pool
is 31.5% at the 'AAAsf' rating level.
Fitch applied an 18% base case recovery rate on defaulted loans,
based on historical recoveries and forward-looking expectations.
Fitch applies a rating-dependent recovery haircut at the higher end
of the range provided by Fitch's consumer ABS rating criteria,
equal to 60% at 'AAAsf', resulting in an assumed recovery rate at
'AAAsf' of 7.2%.
In its analysis, Fitch differentiated prepayment rates according to
product type, as the deferred products feature a promotional period
during which either no principal or interest is due or just no
interest, depending on the type of product. The assumed base-case
WA prepayment rate is 20.2% per annum (pa) during the promotional
period and 16.1% pa thereafter, also based on the mix of FICO
scores in the asset pool. All other asset pool and cash flow
modeling assumptions are as described in Fitch's applicable rating
criteria and throughout this report.
Transaction Structure: GSKY 2025-3 financed the purchase of the
participations in the asset pool via seven classes of rated notes
(Class A-1, A-2, A-3 [together the Class A notes], B, C, D, and E
notes; together, the notes). The notes pay a monthly fixed interest
rate set at closing, with the first payment date in December 2025.
Credit enhancement (CE) to the notes is provided by
overcollateralization (OC; initially equal to 5.5% of 95% of the
asset pool at closing), OC via the subordination of more junior
notes, a fully funded non-amortizing reserve fund sized at 0.50% of
the initial note balance over 95%, as well as excess spread to the
extent generated by the asset pool (initially estimated at 7.2%
pa).
The structure envisages an OC build-up to a target of 6.0% of 95%
of the outstanding asset pool, with a floor of 0.50% of 95% of the
initial asset pool. Additionally, the target OC for Class A is
36.5%. Total hard CE at closing (as a percentage of 95% of the
initial asset pool, including reserve fund and excluding excess
spread) is 30.8%, 21.3%, 16.3%, 10.7% and 6.0% for Class A, B, C,
D, and E notes, respectively.
Funding Interest and Unhedged Interest Rate Risk: The transaction
includes a funding interest, serving as a variable funding note
(VFN), to fund the portion of the purchase price for participations
in future advances made on the loans after the closing date (the
OPWLs) that is not funded via collections received by the issuer
with respect to the asset pool. As of the cutoff date, the
aggregate amount of potential future advances on OPWLs is equal to
approximately $97.6 million. Interest on funded amounts under the
funding interest will carry a variable-interest rate equal to
one-month term SOFR plus a margin, payable in priority to class A
interest payments.
As the loans in the asset pool pay a fixed interest rate; the
variable-rate interest on the funding interest exposes the
transaction to interest rate risk, which Fitch considered a
residual risk given the funding interest can represent no more than
13% of the rated bonds (11.25% of the asset pool, assuming all
OPWLs are fully funded) and the repayment of the funding interest
is due to occur by no later than month seven from closing in
Fitch's modeling of rating-case scenarios. Fitch applied interest
rate stresses under its "Structured Finance and Covered Bonds
Interest Rate Stresses Rating Criteria."
Adequate Servicing Capabilities: Under the transaction structure,
Synovus Bank will hold the legal title and servicing rights to the
underlying home improvement loans. GreenSky, together with its
subsidiary, GreenSky Servicing, LLC and other affiliates will act
servicer for the transaction; Systems & Services Technologies, Inc.
(SST), will act as backup servicer for the transaction upon closing
and on behalf of and as agent for the origination partner (Synovus
Bank).
The servicer causes collections from the asset pool to be
transferred to an origination partner designated account within two
business days of receipt, and then to the payment account held with
Wilmington Trust, National Association (classified as a transaction
account bank under Fitch's counterparty criteria) on the following
business day. Fitch reviewed the potential commingling exposure of
three days of collections, sized at about 20 bps of the initial
asset pool, and considered the exposure immaterial in light of the
credit protection available to the notes. Minimum counterparty
ratings as well as replacement and other counterparty-related
provisions in the transaction documents are in line with Fitch's
counterparty criteria. Fitch views backup servicing arrangements
and mitigants to servicer disruption risk as in line with ratings
up to 'AAAsf'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
For its sensitivity analysis, Fitch examined the magnitude of the
multiplier compression by projecting expected cash flows and loss
coverage levels over the life of investments under default
assumptions that are higher than, and recovery assumptions that are
lower than, the initial base case.
An increase in base case defaults by 50% may lead to downgrades up
to -2 notches.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Stable to improved asset performance driven by reduced
delinquencies and defaults would lead to increasing CE levels and
consideration for potential upgrades.
A decrease in base case defaults by 50% may lead to upgrades up to
three categories.
CRITERIA VARIATION
In its analysis of the transaction, Fitch applied a criteria
variation to its "Consumer ABS Rating Criteria," which stipulates a
maximum of one-notch deviation between the model implied rating
(MIR)derived under Fitch's cash flow modeling (via Fitch's Solar
Loans ABS Cash Flow Model) and assigned ratings, when assigning
ratings to a new ABS issuance. For Class C, D and E notes, Fitch
assigned ratings below the MIR in excess of one notch (ranging
between two and three notches), given the subordinate position of
these tranches and resulting reliance on excess spread generated by
the structure, as well as the increased sensitivity of the default
trigger to its default assumptions and default timing.
For Class C, D and E notes, Fitch assigned ratings below the MIR in
excess of one notch (up to three notches), given the additional
risk arising from the funding interest structure, the reliance of
the structure to the cumulative net loss trigger, and related
sensitivity of the model implied ratings to default timing
assumptions.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Deloitte & Touche LLP. The third-party due diligence
described in Form 15E focused on a comparison and recalculation of
certain characteristics with respect to 155 randomly selected
statistical receivables. Fitch considered this information in its
analysis, and the findings did not have an impact on its analysis.
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.
GS MORTGAGE 2021-ROSS: DBRS Confirms C Rating on 3 Classes
----------------------------------------------------------
DBRS Limited downgraded its credit ratings on seven classes of the
Commercial Mortgage Pass-Through Certificates issued by GS Mortgage
Securities Corporation Trust 2021-ROSS as follows:
-- Class A to A (low) (sf) from AA (low) (sf)
-- Class A-Y to A (low) (sf) from AA (low) (sf)
-- Class A-Z to A (low) (sf) from AA (low) (sf)
-- Class A-IO to A (low) (sf) from AA (low) (sf)
-- Class B to BB (low) (sf) from A (low) (sf)
-- Class C to CCC (sf) from BB (low) (sf)
-- Class D to C (sf) from CCC (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class E at C (sf)
-- Class F at C (sf)
-- Class G at C (sf)
Morningstar DBRS maintained the Negative trends on Classes A, A-Y,
A-Z, A-IO, and B. Classes C, D, E, F, and G have credit ratings
that do not typically carry a trend in commercial mortgage-backed
securities (CMBS) credit ratings. The Class A, A-Y, A-Z, and A-IO
certificates (the CAST certificates) can be exchanged for other
classes of CAST certificates and vice versa, as described in the
offering memorandum.
The $691.0 million loan is secured by the fee-simple interest in
seven Class A/Class B office properties totaling approximately 2.1
million square feet in Arlington, Virginia. The credit rating
downgrades and Negative trends reflect Morningstar DBRS' increased
loss expectations for the underlying loan. Despite the execution of
a loan modification and the loan's return to the master servicer
since last review, Morningstar DBRS' opinion continues to hold that
the loan will be resolved with a significant loss to the trust. As
such, the liquidation analysis was updated with this review to
incorporate changes commensurate with the terms of the loan
modification, which Morningstar DBRS anticipates will increase
total loan exposure by final disposition, as further outlined
below.
At the last review, Morningstar DBRS liquidated the loan based on a
25.0% haircut to the January 2024 appraised value of $682.7
million. Inclusive of a 1.0% liquidation fee, an additional year of
principal and interest advances, and all outstanding advances at
the time of the review, Morningstar DBRS' previous liquidation
scenario indicated a total trust exposure of nearly $800.0 million
and implied losses exceeding $285.0 million, which would erode into
Class E, supporting the downgrades to all classes.
In January 2025, the loan was modified to extend the maturity date
to December 2027, with two one-year extension options, and to
change the loan's interest rate from its original floating-rate
structure to a fixed-rate, pay-and-accrue structure. Based on the
terms of the agreement, the loan will pay interest at 6.0%, with
3.0% paid current and the remaining 3.0% accruing. During the
extension terms, the pay rate will increase to 3.5%. To facilitate
the modification, the borrower guaranteed $50.0 million of new
equity, of which, $20.0 million was funded in cash with $7.5
million used to pay down outstanding advances. As of the October
2025 remittance, outstanding servicer advances made prior to the
loan modification were reported at $32.5 million and accrued
interest was estimated at approximately $17.3 million, with
interest shortfalls totaling $28.6 million, affecting Class D and
below.
In the analysis for this review, Morningstar DBRS applied a 30.0%
haircut to the January 2024 appraised value to account for the soft
submarket and the potential for further value decline, resulting in
a liquidation value of $477.9 million (loan-to-value ratio (LTV) of
144.6%). Inclusive of a 1.0% liquidation fee, all outstanding
servicer advances made prior to the loan modification, all current
deferred interest, and projected deferred interest through the
loan's final extended maturity, Morningstar DBRS' liquidation
scenario indicates the total trust exposure could reach nearly
$830.0 million.
The implied losses based on the outlined liquidation scenario
exceed $340.0 million, which would erode into Class D, supporting
the downgrade to C (sf). Although the results of the liquidation
scenario suggest that Classes A, B, and C are insulated from loss
at this point in time, the implied LTV for each of those classes,
based on the estimated amount of proceeds that would be received
upon liquidation, has increased beyond the LTV Sizing Benchmarks at
each of the respective prior credit rating categories, supporting
the credit rating downgrades to those classes with this review.
As of June 2025, the collateral was 74.7% occupied, in line with
the Rosslyn/Courthouse submarket, which reported an occupancy rate
of 73.0%, according to Reis. Reis projects submarket vacancy to
marginally improve in the next five years but expects vacancy to
remain higher than 20.0%, suggesting that significant improvements
to the portfolio's performance are unlikely. The portfolio's
largest tenant is the U.S. Department of State (16.1% of the
portfolio's net rentable area (NRA)), with a lease expiration in
2034. Inclusive of other government tenants, U.S. General Services
Administration comprise 20.9% of the portfolio NRA. No other single
tenant occupies more than 6.0% of the portfolio's NRA or represents
more than 8.0% of the gross rents.
Because of a change in property management occurring in 2024,
consolidated YE2024 financials were not provided. According to the
annualized trailing nine-month (T-9) financials ended September 30,
2024, the portfolio reported a net cash flow (NCF) of $53.9
million. While T-6 financials are being reported for the period
ended June 30, 2025, Morningstar DBRS believes they may be
inflated, as provided operating statements for the same period
report $5.6 million of pre-paid rent and $755,000 of termination
fee income. When excluding these figures, the annualized T-6 ended
June 30, 2025, NCF is approximately $53.8 million, in line with the
Q3 2024 NCF and implying a capitalization rate of 11.3% based on
the Morningstar DBRS liquidation value of $477.9 million.
Notes: All figures are in U.S. dollars unless otherwise noted.
GS MORTGAGE 2025-NQM6: Fitch Assigns B(EXP) Rating on Cl. B-2 Certs
-------------------------------------------------------------------
Fitch Ratings has assigned expected ratings to the residential
mortgage-backed certificates issued by GS Mortgage-Backed
Securities Trust 2025-NQM6 (GSMBS 2025-NQM6 Trust).
Entity/Debt Rating
----------- ------
GSMBS 2025-NQM6
A-1A LT AAA(EXP)sf Expected Rating
A-1B LT AAA(EXP)sf Expected Rating
A-1 LT AAA(EXP)sf Expected Rating
A-2 LT AA(EXP)sf Expected Rating
A-3 LT A(EXP)sf Expected Rating
M-1 LT BBB(EXP)sf Expected Rating
B-1 LT BB(EXP)sf Expected Rating
B-2 LT B(EXP)sf Expected Rating
B-3 LT NR(EXP)sf Expected Rating
PT LT NR(EXP)sf Expected Rating
R LT NR(EXP)sf Expected Rating
RISKRETEN LT NR(EXP)sf Expected Rating
SA LT NR(EXP)sf Expected Rating
X LT NR(EXP)sf Expected Rating
Transaction Summary
The certificates are supported by 848 nonprime loans originated by
various entities and have a total balance of approximately $324
million, as of the cut-off date. The transaction is scheduled to
close on or about Nov. 26, 2025.
KEY RATING DRIVERS
Credit Risk of Mortgage Assets (Positive): RMBS transactions are
directly affected by the performance of the underlying residential
mortgages or mortgage-related assets. Fitch analyzes loan-level
attributes and macroeconomic factors to assess the credit risk and
expected losses. GSMBS 2025-NQM6 has a final probability of default
(PD) of 38.38% in the 'AAAsf' rating stress. Fitch's final loss
severity in the 'AAAsf' rating stress is 44.6%. The expected loss
in the 'AAAsf' rating stress is 17.11%.
Structural Analysis (Positive): The structure distributes principal
pro rata among the senior certificates while shutting out the
subordinate bonds from principal until all senior classes are
reduced to zero. If a cumulative loss trigger event or delinquency
trigger event occurs in a given period, principal will be
distributed sequentially to the class A-1A, A-1B, A-2 and A-3
certificates until they are reduced to zero.
The structure has a step-up coupon for the senior classes (A-1A,
A-1B, A-2 and A-3). After four years, the senior classes pay the
lower of a 100-bp increase to the fixed coupon or the net weighted
average coupon (WAC) rate. The unrated class B-3 interest
allocation goes toward the senior cap carryover amount on any date
for as long as there is an unpaid cap carryover amount for any of
the senior classes. This increases the principal and interest (P&I)
allocation for the senior classes as long as the B-3 class is not
written down.
Fitch analyzes the capital structure to determine the adequacy of
the transaction's credit enhancement (CE) to support payments on
the securities under multiple scenarios incorporating Fitch's loss
projections derived from the asset analysis. Fitch applies its
assumptions for defaults, prepayments, delinquencies and interest
rate scenarios. The CE for all ratings was sufficient for the given
rating levels. The CE for a given rating exceeded the expected
losses of that rating stress to address the structure's recoupment
of advances and leakage of principal to more subordinate classes
(see Cash Flow Analysis section for more details).
Operational Risk Analysis (Positive): Fitch considers originator
and servicer capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 100.0% of the loans in the transaction. Fitch applies
a 5-bp reduction for loans fully reviewed by a third-party review
(TPR) firm that has a final grade of either "A" or "B".
Counterparty and Legal Analysis (Neutral): Fitch expects all
relevant transaction parties to conform with the requirements
described in its Global Structured Finance Rating Criteria.
Relevant parties are those whose failure to perform could have a
material outcome on the performance of the transaction.
Additionally, all legal requirements should be satisfied to fully
de-link the transaction from any other entities. Fitch expects
GSMBS 2025-NQM6 to be fully de-linked and a bankruptcy remote
special purpose vehicle (SPV). All transaction parties and triggers
align with Fitch's expectations.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper market value declines (MVDs) than
assumed at the MSA level. Sensitivity analysis was conducted at the
state and national levels to assess the effect of higher MVDs for
the subject pool as well as lower MVDs, illustrated by a gain in
home prices.
This defined negative rating sensitivity analysis demonstrates how
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0% and 30.0%, in addition to the
model-projected 37.5%, at 'AAA'. The analysis indicates some
potential rating migration, with higher MVDs for all rated classes
compared with the model projection. Specifically, a 10% additional
decline in home prices would lower all rated classes by one full
category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analysis was conducted at the state and national levels
to assess the effect of higher MVDs for the subject pool as well as
lower MVDs, illustrated by a gain in home prices.
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those being assigned ratings of
'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) for
SitusAMC, Consolidated Analytics, Selene, Opus, and Evolve; all
assessed as 'Acceptable' TPR firms by Fitch. The third-party due
diligence described in Form 15E focused on three areas: compliance
review, credit review and valuation review. Third-party due
diligence was performed on 100.0% of the loans in the transaction,
and all reviewed loans were graded "A" or "B".
Fitch considered this information in its analysis and, as a result,
Fitch applies an approximate 5-bp origination PD credit for loans
fully reviewed by the TPR firm and have a final grade of either "A"
or "B.
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.
HARVEST SBA 2024-1: DBRS Confirms BB Rating on Class C Notes
------------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the classes of notes
issued by Harvest SBA Loan Trust 2024-1.
Debt Rating Action
---- ------ ------
Class A Notes A (low) (sf) Confirmed
Class B Notes BBB (low) (sf) Confirmed
Class C Notes BB (sf) Confirmed
The credit rating confirmations are based on the following
analytical considerations:
-- The transaction's capital structure and available credit
enhancement (CE), which has increased since inception.
-- CE consists of overcollateralization, subordination, cash held
in the Reserve Account, and available excess spread. Credit
enhancement levels are sufficient to support Morningstar DBRS
stresses.
-- Collateral performance for the most part is within expectations.
The Default Trigger was breached as of the October 2025
distribution date, changing the priority of payments from pro rata
to sequential. This trigger is curable if defaults fall below the
trigger threshold.
-- The transaction parties' capabilities with respect to
originating, underwriting, and servicing of SBA 7(a) loans.
-- The transaction features a full turbo structure to the Notes.
-- The transaction assumptions consider Morningstar DBRS' baseline
macroeconomic scenarios for rated sovereign economies, available in
its commentary, "Baseline Macroeconomic Scenarios for Rated
Sovereigns September 2025 Update," published on September 30, 2025.
These baseline macroeconomic scenarios replace Morningstar DBRS'
moderate and adverse coronavirus pandemic scenarios, which were
first published in April 2020.
Morningstar DBRS' credit ratings on the applicable classes address
the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
Where applicable, a description of these financial obligations can
be found in the transactions' respective press releases at
issuance.
Notes: All figures are in U.S. dollars unless otherwise noted.
HERTZ VEHICLE III: DBRS Confirms Credit Ratings on 28 Securities
----------------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on 28 securities issued by
seven Hertz Vehicle Financing III LLC transactions as detailed in
the summary chart below.
The Affected Ratings are available at https://tinyurl.com/4htuayc2
The Issuers are:
Hertz Vehicle Financing III LLC, Series 2021-2
Hertz Vehicle Financing III LLC, Series 2024-2
Hertz Vehicle Financing III LLC, Series 2024-1
Hertz Vehicle Financing III LLC, Series 2023-3
Hertz Vehicle Financing III LLC, Series 2023-1
Hertz Vehicle Financing III LLC, Series 2023-2
Hertz Vehicle Financing III LLC, Series 2023-4
The credit rating confirmations are based on the following
analytical considerations:
-- Transaction's capital structure, current rating, and sufficient
credit enhancement (CE) levels. Current CE has remained stable
relative to initial levels and at the required levels for each
class of notes.
-- The fleet mix remains stable and strong, with a high portion of
vehicles from investment grade manufacturers.
-- Gains above book value remain consistently strong, with
residual gains well over 100% in recent months.
-- Collateral performance is within expectations. The master trust
is in compliance with respect to the key concentration limits and
all performance related triggers.
-- The transaction assumptions consider Morningstar DBRS' baseline
macroeconomic scenarios for rated sovereign economies, available in
its commentary, "Baseline Macroeconomic Scenarios for Rated
Sovereigns September 2025 Update," published on September 30, 2025.
These baseline macroeconomic scenarios replace Morningstar DBRS'
moderate and adverse coronavirus pandemic scenarios, which were
first published in April 2020.
Notes: The principal methodology applicable to the credit ratings
is Morningstar DBRS Master U.S. ABS Surveillance (June 17, 2025).
HERTZ VEHICLE III: Moody's Assigns (P)Ba2 Rating to 2025-5 D Notes
------------------------------------------------------------------
Moody's Ratings has assigned provisional ratings to the series
2025-5 and series 2025-6 rental car asset-backed notes to be issued
by Hertz Vehicle Financing III LLC (HVF III, or the issuer), which
is Hertz's rental car ABS master trust facility.
The series 2025-5 notes and the series 2025-6 notes will have an
expected final payment date in three and five years, respectively.
HVF III is a Delaware limited liability company, a
bankruptcy-remote special purpose entity, and a direct subsidiary
of The Hertz Corporation (Hertz, B2 negative). The collateral
backing the notes consists of a fleet of vehicles and a single
operating lease of the fleet to Hertz for use in its rental car
business, as well as certain manufacturer and incentive rebate
receivables owed to the issuer by the original equipment
manufacturers (OEMs).
The complete rating actions are as follows:
Issuer: Hertz Vehicle Financing III LLC
Series 2025-5 Rental Car Asset Backed Notes, Class A, Assigned
(P)Aaa (sf)
Series 2025-5 Rental Car Asset Backed Notes, Class B, Assigned
(P)A1 (sf)
Series 2025-5 Rental Car Asset Backed Notes, Class C, Assigned
(P)Baa3 (sf)
Series 2025-5 Rental Car Asset Backed Notes, Class D, Assigned
(P)Ba2 (sf)
Series 2025-6 Rental Car Asset Backed Notes, Class A, Assigned
(P)Aaa (sf)
Series 2025-6 Rental Car Asset Backed Notes, Class B, Assigned
(P)A1 (sf)
Series 2025-6 Rental Car Asset Backed Notes, Class C, Assigned
(P)Baa3 (sf)
Series 2025-6 Rental Car Asset Backed Notes, Class D, Assigned
(P)Ba2 (sf)
RATINGS RATIONALE
The provisional ratings of the notes are based on (1) the credit
quality of the collateral in the form of rental fleet vehicles,
which The Hertz Corporation (Hertz) uses to operate its rental car
business, (2) the credit quality of Hertz, which has a corporate
family rating of B2 with a negative outlook, as the primary lessee
and guarantor under the single operating lease, (3) the experience
and expertise of Hertz as sponsor and administrator, (4)
consideration of the rental car market conditions, (5) the
available credit enhancement, which consists of subordination and
over-collateralization, (6) the required minimum liquidity in the
form of cash and/or a letter of credit, and (7) the transaction's
legal structure, including standard bankruptcy remoteness and
security interest provisions.
In addition, the assumptions Moody's applied in the analysis of
this transaction are the same as those applied in the analysis of
the series 2025-3 and series 2025-4 transactions, except for the
share of program vehicles. Moody's increased program vehicle
percentage to 7.1% from 4.8% due to the recent increase in the
concentration of program vehicles in the fleet and the sponsor's
2026 forecast. Some of the key assumptions Moody's applied in its
quantitative analysis of these transactions are provided in the
Hertz Vehicle Financing III LLC, Series 2025-5 and Series 2025-6
pre-sale report. Detailed application of the assumptions is
provided in the methodology.
The required credit enhancement for the series 2025-5 and series
2025-6 notes will be a blended rate, which is a function of Moody's
ratings on the vehicle manufacturers and defined asset categories.
The actual required amount of credit enhancement will fluctuate
based on the mix of vehicles in the securitized fleet. Consistent
with prior transactions, the series will be subject to a credit
enhancement floor of 11.05% in the form of over-collateralization,
regardless of fleet composition. The series 2025-5 and 2025-6 class
A, B, and C notes will also benefit from subordination of 31.5%,
21.5%, and 8.0% of the outstanding balance of each series,
respectively. The minimum liquidity enhancement amount will be
around 3.50% of the outstanding note balance for the series 2025-5
notes and 3.75% for the series 2025-6 notes, sized to cover six
months of interest plus 50 basis points.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was "Rental Vehicle
Securitizations" published in June 2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Moody's could upgrade the ratings of the series 2025-5 and 2025-6
subordinated notes if (1) the credit quality of the lessee
improves, (2) assumptions of the credit quality of the pool of
vehicles collateralizing the transaction were to improve, as
reflected by a stronger mix of program and non-program vehicles and
stronger credit quality of vehicle manufacturers, or (3) the
residual values of the non-program vehicles collateralizing the
transaction were to increase materially relative to Moody's
expectations.
Down
Moody's could downgrade the ratings of the series 2025-5 and 2025-6
notes if (1) the credit quality of the lessee deteriorates or a
corporate liquidation of the lessee were to occur and introduce
operational complexity in the liquidation of the fleet or other
risks, (2) assumptions of the credit quality of the pool of
vehicles collateralizing the transaction were to weaken, as
reflected by a weaker mix of program and non-program vehicles and
weaker credit quality of vehicle manufacturers, or (3) reduced
demand for used vehicles results in lower sales volumes and sharp
declines in used vehicle prices above Moody's assumed depreciation.
HOMES 2025-AFC4: S&P Assigns B (sf) Rating on Class B-2 Notes
-------------------------------------------------------------
S&P Global Ratings assigned its ratings to HOMES 2025-AFC4 Trust's
series 2025-AFC4 mortgage-backed notes.
The note issuance is an RMBS securitization backed by a pool of
first-lien, fixed- and adjustable-rate, fully amortizing
residential mortgage loans (some with interest-only periods) to
both prime and nonprime borrowers. The loans are primarily secured
by single-family residential properties, townhomes, planned-unit
developments, condominiums, and two- to four-family residential
properties. The pool consists of 1,098 loans, comprising qualified
mortgage (QM) safe harbor (average prime offer rate), QM rebuttable
presumption, non-QM/ability-to-repay (ATR) compliant, and
ATR-exempt loans.
The ratings reflect S&P's view of:
-- The pool's collateral composition;
-- The transaction's credit enhancement, associated structural
mechanics, representation and warranty framework, and geographic
concentration;
-- The mortgage originator, AmWest Funding Corp.;
-- The 100% due diligence results consistent with represented loan
characteristics; and
-- S&P's U.S. economic outlook, which considers its current
projections for economic growth, unemployment rates, and interest
rates, as well as its view of housing fundamentals, and is updated,
if necessary, when these projections change materially.
Ratings Assigned(i)
HOMES 2025-AFC4 Trust
Class A-1A, $299,986,000: AAA (sf)
Class A-1B, $46,152,000: AAA (sf)
Class A-1, $346,138,000: AAA (sf)
Class A-2, $39,921,000: AA (sf)
Class A-3, $44,998,000: A (sf)
Class M-1, $12,461,000: BBB (sf)
Class B-1, $8,307,000: BB (sf)
Class B-2, $5,769,000: B (sf)
Class B-3, $3,923,656: NR
Class A-IO-S, notional(ii): NR
Class XS, notional(ii): NR
Class R, N/A: NR
(i)The ratings address the ultimate payment of interest and
principal.
(ii)The notional amount is initially $461,517,656 and will equal
the aggregate stated principal balance of the mortgage loans as of
the first day of the related due period.
N/A--Not applicable.
NR--Not rated.
HPS LOAN 15-2019: Fitch Assigns 'BB-sf' Rating on Class E-R2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to HPS Loan
Management 15-2019, Ltd. reset transaction.
Entity/Debt Rating Prior
----------- ------ -----
HPS Loan Management
15-2019, Ltd.
X-R2 LT AAAsf New Rating
A-1R2 LT AAAsf New Rating
A-2-R 40439DAQ1 LT PIFsf Paid In Full AAAsf
A-2R2 LT AAAsf New Rating
B-R 40439DAS7 LT PIFsf Paid In Full AAsf
B-R2 LT AAsf New Rating
C-R 40439DAU2 LT PIFsf Paid In Full Asf
C-R2 LT Asf New Rating
D-1R2 LT BBB-sf New Rating
D-2R2 LT BBB-sf New Rating
D-R 40439DAW8 LT PIFsf Paid In Full BBB-sf
E-R2 LT BB-sf New Rating
Transaction Summary
HPS Loan Management 15-2019, Ltd. (the issuer) is an arbitrage cash
flow collateralized loan obligation (CLO) that will be managed by
HPS Investment Partners CLO (UK) LLP. The transaction originally
closed in 2019 and was first refinanced in March 2022. On the first
refinancing date, all the notes, except the subordinated notes will
be refinanced in whole. Net proceeds from the issuance of the
secured and subordinated notes will provide financing on a
portfolio of approximately $499 million of primarily first lien
senior secured leveraged loans (excluding defaults).
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+'/'B', which is in line with that of recent CLOs.
The weighted average rating factor (WARF) of the indicative
portfolio is 22.69 and will be managed to a WARF covenant from a
Fitch test matrix. Issuers rated in the 'B' rating category denote
a highly speculative credit quality; however, the notes benefit
from appropriate credit enhancement and standard U.S. CLO
structural features.
Asset Security: The indicative portfolio consists of 97.98% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.01% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 42.5% of the portfolio balance in aggregate while the top five
obligors can represent up to 7.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as 'AAAsf' for class X-R2, between 'A-sf' and 'AA+sf' for
class A-1R2, between 'BBB+sf' and 'AA+sf' for class A-2R2, between
'BBB-sf' and 'A+sf' for class B-R2, between 'BB-sf' and 'BBB+sf'
for class C-R2, between less than 'B-sf' and 'BB+sf' for class
D-1R2, between less than 'B-sf' and 'BB+sf' for class D-2R2, and
between less than 'B-sf' and 'B+sf' for class E-R2.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class X-R2, class A-1R2
and class A-2R2 notes as these notes are in the highest rating
category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B-R2, 'AAsf' for class C-R2, 'A-sf'
for class D-1R2, 'BBB+sf' for class D-2R2, and 'BBBsf' for class
E-R2.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for HPS Loan Management
15-2019, Ltd.
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.
ICG US 2018-1: Moody's Affirms Ba3 Rating on $18MM Class D Notes
----------------------------------------------------------------
Moody's Ratings has upgraded the rating on the following notes
issued by ICG US CLO 2018-1, Ltd.:
US$22M Class C Senior Secured Deferrable Floating Rate Notes,
Upgraded to Aa3 (sf); previously on Mar 17, 2025 Upgraded to Baa1
(sf)
Moody's have also affirmed the ratings on the following notes:
US$48M (Current outstanding amount US$26,680,587) Class A-2 Senior
Secured Floating Rate Notes, Affirmed Aaa (sf); previously on Mar
17, 2025 Upgraded to Aaa (sf)
US$24M Class B Senior Secured Deferrable Floating Rate Notes,
Affirmed Aaa (sf); previously on Mar 17, 2025 Upgraded to Aaa (sf)
US$18M Class D Senior Secured Deferrable Floating Rate Notes,
Affirmed Ba3 (sf); previously on Oct 8, 2020 Confirmed at Ba3 (sf)
ICG US CLO 2018-1, Ltd., issued in March 2018, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured US loans. The portfolio is managed by ICG Debt
Advisors LLC - Manager Series. The transaction's reinvestment
period ended in April 2023.
RATINGS RATIONALE
The rating upgrade on the Class C notes is primarily a result of
the deleveraging of the senior notes following amortisation of the
underlying portfolio since the last rating action in March 2025.
The affirmations on the ratings on the Class A-2, B and D 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.
Since the last rating action, the USD64.1 million remaining balance
of the class A-1 notes were fully repaid and subsequently the Class
A-2 notes were also paid down by an additional USD21.3 million
(44.4%). Cumulatively, USD277.3 million has been repaid since
closing. As a result of the deleveraging, over-collateralisation
(OC) has increased. According to the trustee report dated October
2025[1] the Class A, Class B, Class C and Class D OC ratios are
reported at 209.03%, 151.25%, 120.67% and 103.55% compared to
February 2025[2] levels of 163.99%, 135.07%, 116.28% and 104.39%,
respectively. Moody's notes that the October 2025 principal
payments are not reflected in the reported OC ratios.
The deleveraging and OC improvements primarily resulted from high
prepayment rates of leveraged loans in the underlying portfolio.
Most of the prepaid proceeds have been applied to amortise the
liabilities. All else held equal, such deleveraging is generally a
positive credit driver for the CLO's rated liabilities.
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: USD98.4m
Defaulted Securities: USD3.5m
Diversity Score: 32
Weighted Average Rating Factor (WARF): 3458
Weighted Average Life (WAL): 2.87 years
Weighted Average Spread (WAS): 3.33%
Weighted Average Recovery Rate (WARR): 46.56%
Par haircut in OC tests and interest diversion test: 5.72%
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 October 2025.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, 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.
ICG US CLO 2025-2: S&P Assigns Prelim BB-(sf) Rating on Cl. E Notes
-------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to ICG US CLO
2025-2 Ltd./ICG US CLO 2025-2 LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by ICG Debt Advisors LLC – Manager
Series, an affiliate of Intermediate Capital Group PLC.
The preliminary ratings are based on information as of Nov. 24,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Preliminary Ratings Assigned
ICG US CLO 2025-2 Ltd./ICG US CLO 2025-2 LLC
Class A, $252.000 million: AAA (sf)
Class B, $52.000 million: AA (sf)
Class C (deferrable), $24.000 million: A (sf)
Class D-1 (deferrable), $20.000 million: BBB- (sf)
Class D-2 (deferrable), $4.000 million: BBB- (sf)
Class E (deferrable), $14.000 million: BB- (sf)
Subordinated notes, $36.725 million: NR
NR--Not rated.
INVESCO US 2025-3: Fitch Assigns 'BB-sf' Rating on Class E Notes
----------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Invesco
U.S. CLO 2025-3, Ltd.
Entity/Debt Rating
----------- ------
Invesco U.S.
CLO 2025-3, Ltd.
A-1 LT NRsf New Rating
A-2 LT AAAsf New Rating
B LT AAsf New Rating
C LT Asf New Rating
D-1 LT BBB-sf New Rating
D-2 LT BBB-sf New Rating
E LT BB-sf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
Invesco U.S. CLO 2025-3, Ltd. (the issuer) is an arbitrage cash
flow collateralized loan obligation (CLO) that will be managed by
Invesco CLO Equity Fund 5, L.P. Net proceeds from the issuance of
the secured and subordinated notes will provide financing on a
portfolio of approximately $500 million of primarily first lien
senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.49, and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 98.35% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.45% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 43% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with that of other
recent CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2 notes, between
'BB+sf' and 'A+sf' for class B notes, between 'B+sf' and 'BBB+sf'
for class C notes, between less than 'B-sf' and 'BB+sf' for class
D-1 notes, between less than 'B-sf' and 'BB+sf' for class D-2
notes, and between less than 'B-sf' and 'B+sf' for class E notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B notes, 'AAsf' for class C notes,
'Asf' for class D-1 notes, 'A-sf' for class D-2 notes, and 'BBB+sf'
for class E 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.
ESG Considerations
Fitch does not provide ESG relevance scores for Invesco U.S. CLO
2025-3, Ltd.
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.
JP MORGAN 2021-410T: DBRS Confirms B Rating on Class D Certs
------------------------------------------------------------
DBRS Limited confirmed its credit ratings on all classes of
Commercial Mortgage Pass-Through Certificates, Series 2021-410T
issued by J.P. Morgan Chase Commercial Mortgage Securities Trust
2021-410T as follows:
-- Class A at AA (sf)
-- Class B at BBB (sf)
-- Class X-A at BBB (high) (sf)
-- Class C at BB (sf)
-- Class D at B (sf)
-- Class HRR at B (low) (sf)
All trends are Stable.
The transaction is collateralized by a redeveloped Class A office
and retail building in Manhattan's Hudson Yards submarket.
The credit rating confirmations reflect Morningstar DBRS' overall
outlook for the transaction, which remains relatively unchanged
since the prior review in November 2024. At that time Morningstar
DBRS downgraded its credit ratings on Classes A, X-A, and B, given
the increased risks in the property's occupancy decline and lack of
positive leasing momentum, and as a result of the downward pressure
implied by the loan-to-value (LTV) Sizing Benchmarks following
updates to Morningstar DBRS' analysis.
Although the property's occupancy rate has remained below 70.0%,
following the early lease termination of the former second-largest
tenant, First Republic Bank (First Republic; formerly 33.5% of net
rentable area (NRA)), the loan's anticipated repayment date (ARD)
is in January 2028, providing the sponsor with a fair amount of
time to backfill vacant space at the property. Other mitigating
factors include the loan's strong institutional sponsorship by 601W
Companies, the property's prime location and the lack of
significant rollover risk in the remaining tenancy during the rest
of the fully extended loan term. In addition, the most recently
derived Morningstar DBRS Value continues to suggest that the senior
Class A and Class B certificates are generally well insulated
against loss, with credit enhancement levels of approximately 44.0%
and 30.0%, respectively. These factors, in addition to the
property's in-place cash flows, which are sufficient to support the
outstanding mortgage debt, form Morningstar DBRS' primary rationale
for the credit rating confirmations and Stable trends with this
review. In the event unforeseen circumstances arise, which would
negatively impact the property value and/or the sponsor's
commitment to the subject loan, Morningstar DBRS notes the credit
ratings could be affected, as applicable.
The sponsor acquired the property, formerly known as the Master
Printers Building, for $952.5 million. The whole loan amount of
$705.0 million consists of seven senior A notes totaling $408.0
million, one junior B note totaling $157.0 million, a senior
mezzanine loan totaling $20.0 million, and one junior mezzanine
loan totaling $120.0 million. Six of the seven senior A notes and
the junior B note are securitized in the subject transaction. The
trust loan is interest only (IO) throughout the ARD term. The terms
of the ARD require that, should the loan remain outstanding beyond
that date, it will incur additional interest and will begin
hyper-amortizing, with the fully extended maturity date occurring
in March 2032. Should the former First Republic space remain
vacant, Morningstar DBRS expects there would be little to no excess
cash flow available to pay down the loan. As such, during the prior
credit rating action, Morningstar DBRS removed the ARD credit
applied in the LTV-sizing benchmarks at issuance.
According to the trailing six months ended June 30, 2025, financial
reporting, the property was 65.2% occupied and generated an
annualized net cash flow (NCF) of $24.2 million, resulting in a
debt service coverage ratio (DSCR) of 1.11 times (x). In
comparison, the property was 99.2% occupied and generated $49.0
million of NCF (a DSCR of 2.25x) at issuance. First Republic
formerly accounted for approximately 38.0% of the base rent. The
two largest tenants at the property are Amazon.com Services Inc.
(52.8% of the NRA, lease expiry in May 2037) and Related (11.9% of
the NRA, lease expiry in 2045). Both tenants have termination
options beginning in 2030 and every subsequent five years. The loan
is currently cash managed because of First Republic's lease
termination, and according to the terms of the loan agreement the
lender will continue to sweep excess cash until such time the
cumulative amount being held in the excess cash flow reserve fund
exceeds $100 per square foot (psf). According to the October 2025
reporting, reserve balances total $5.7 million.
According to the servicer, the borrower continues to market vacant
space at the property with several prospective tenants showing
interest; however, no new leases have been signed to date. Per Q2
2025 Reis data, Class A properties within a one-mile radius
reported vacancy and average rental rates of 9.5% and $83.24 psf,
respectively; compared with the subject property's average office
rental rate of approximately $86.00 psf. Reis projects submarket
vacancy rates to continue to remain relatively steady over the next
few years, a factor which should contribute to positive leasing
traction in the near to moderate term.
In the analysis for this review, Morningstar DBRS maintained the
valuation approach from the December 2023 credit rating action. As
part of that review, The Morningstar DBRS NCF was updated based on
the in-place tenancy and expected lease-up costs of the vacant
First Republic space. That analysis resulted in a stabilized
Morningstar DBRS value of $539.3 million, a -19.0% and -44.0%
variance from the Morningstar DBRS value and appraised value
derived at issuance, respectively. The Morningstar DBRS Value
implies an LTV of 75.7% on the senior debt and an LTV of 105.0%
based on the total mortgage debt amount of $565.0 million. The
leverage increases substantially to an all-in Morningstar DBRS LTV
of 131.0% when factoring in both the senior and junior mezzanine
loans. In addition, Morningstar DBRS maintained positive
qualitative adjustments totaling 5.0% in the LTV sizing benchmarks
to account for stable market fundamentals and above average
property quality.
The credit rating assigned to the Class C certificate is higher
than the result implied by the LTV Sizing Benchmarks by three or
more notches. The variances are warranted given the loan's strong
sponsorship, Class A status of the property, the overall
desirability of the subject's submarket, and the in-place cash
flows, which suggest there remains sufficient cash flow to support
the outstanding mortgage debt.
Notes: All figures are in U.S. dollars unless otherwise noted.
JP MORGAN 2025-HE3: Fitch Gives B-(EXP) Rating on Class B3 Certs
----------------------------------------------------------------
Fitch Ratings has assigned expected ratings to J.P. Morgan Mortgage
Trust 2025-HE3 (JPMMT 2025-HE3).
Entity/Debt Rating
----------- ------
JPMMT 2025-HE3
A1 LT AAA(EXP)sf Expected Rating
M1 LT AA+(EXP)sf Expected Rating
M2 LT A(EXP)sf Expected Rating
M3 LT BBB(EXP)sf Expected Rating
B1 LT BBB-(EXP)sf Expected Rating
B2 LT BB(EXP)sf Expected Rating
B3 LT B-(EXP)sf Expected Rating
B4 LT NR(EXP)sf Expected Rating
AIOS LT NR(EXP)sf Expected Rating
X LT NR(EXP)sf Expected Rating
R LT NR(EXP)sf Expected Rating
Transaction Summary
Fitch expects to rate the residential mortgage-backed certificates
backed by first- and second-lien, prime, open home equity line of
credit (HELOC) on residential properties to be issued by J.P.
Morgan Mortgage Trust 2025-HE3 (JPMMT 2025-HE3), as indicated
above. This is the ninth transaction to be rated by Fitch that
includes prime-quality first- and second-lien HELOCs with open
draws off the JPMMT shelf and the eight second-lien HELOC
transaction off the JPMMT shelf.
The loans associated with the draws allocated to the participation
certificates are 5,372 prime-quality, performing, adjustable-rate
open-ended HELOCs that have up to 10-year interest-only (IO)
periods and maturities of up to 30 years. The open-ended HELOCs are
secured by mainly second liens on primarily one- to four-family
residential properties (including planned unit developments),
condominiums, townhouses, and a site condo totaling $600,04 million
(includes the maximum HELOC draw amount). Of the loans, 97.8% are
purchases, over 90% are single- family/PUDs, and 89.7% are
owner-occupied or second homes. As of the cutoff date, 100% of the
HELOC lines are open or on a temporary freeze and may be opened in
the future. As of the cutoff date, weighted average (WA)
utilization of the HELOCs is 91.72%, per the transaction
documents.
Per Fitch's analysis, the main originators in the transaction are
United Wholesale Mortgage (64.69), and Better Mortgage Corporation
(21.46,). All other originators make up less than 15% of the pool.
The loans are serviced by NewRez LLC d/b/a Shellpoint Mortgage
Servicing (Shellpoint; 94.95%) and loanDepot.com LLC (5.05%).
Distributions of principal are based on a modified sequential
structure, subject to the transaction's performance triggers.
Interest payments are made sequentially to all classes, except B-4,
which is a principal-only class, while losses are allocated reverse
sequentially once excess spread is depleted.
Draws will be funded by JPMorgan Chase Bank, National Association
(JPMCB). This transaction will not use a variable funding note
(VFN) structure; rather, it will use participation certificates.
JPMMT 2025-HE3 is only entitled to cash flows based on the amount
drawn as of the cutoff date. The remaining available draws will be
allocated to the JPMorgan participation certificate (JPM PC) if
they are drawn in the future.
Fitch based its analysis on the current total amount drawn by the
borrower to date on the HELOC, not just the balance of the loans in
this transaction. As a result, all Fitch-determined percentages are
based on the HELOC-drawn amount.
The servicers, Shellpoint and loanDepot.com, LLC, will not be
advancing delinquent (DQ) monthly payments of principal and
interest (P&I).
The collateral comprises 100% adjustable-rate loans. These loans
are adjusted based on the prime rate. The Class A-1, M-1, M-2, M-3
and B-1 certificates are floating rate and use SOFR as the index;
they are capped at the net WA coupon (WAC). The annual rate on
Class B-2 and B-3 certificates with respect to any distribution
date (and the related accrual period) will be equal to the net WAC
for such distribution date. The B-4 certificates are entitled to
distributions of principal only and will not receive any
distributions of interest.
KEY RATING DRIVERS
Credit Risk of Prime Credit Quality (Positive): RMBS transactions
are directly affected by the performance of the underlying
residential mortgages or mortgage-related assets. Fitch analyzes
loan-level attributes and macroeconomic factors to assess the
credit risk and expected losses.
The participation interest is in a fixed pool of draws related to
5,372 prime-quality, performing, adjustable-rate open-ended HELOCs
that have up to 10-year interest-only (IO) periods and maturities
of up to 30 years. The open-ended HELOCs are secured by mainly
second liens on primarily one- to four-family residential
properties (including planned unit developments), condominiums,
townhouses, and a site condo totaling $600,04 million (includes the
maximum HELOC draw amount). Of the loans, 97.8% are purchases, over
90% are single-family/PUDs, and 89.7% are owner-occupied or second
homes.
The loans are seasoned at an average of 10 months. The pool has a
weighted average (WA) original FICO score of 747, indicative of
very high credit-quality borrowers. The original WA combined
loan-to-value ratio (CLTV) of 68.52%, as determined by Fitch,
translates to a sustainable loan-to-value ratio (sLTV) of 72.61%.
This transaction has a Final PD of 22.23% in the 'AAA' rating
stress. Fitch's Final Loss Severity in the 'AAAsf' rating stress is
96.79%. The expected loss in the 'AAAsf' rating stress is 21.51%.
Structural Analysis (Mixed): JPMMT 2025-HE3 has Modified Sequential
structure with No Advancing
The proposed structure is a modified-sequential structure in which
principal is distributed pro rata to the A-1, M-1, M-2 and M-3
classes to the extent the performance triggers are passing. To the
extent the triggers are failing, principal is paid sequentially.
The transaction also benefits from excess spread that can be used
to reimburse for realized and cumulative losses, as well as cap
carryover amounts.
The transaction has a lockout feature benefiting more senior
classes if performance deteriorates. If the applicable credit
support percentage of the M-1, M-2 or M-3 classes is less than the
sum of (i) 150% of the original applicable credit support
percentage for that class plus (ii) 50% of the NPL percentage plus
(iii) the charged off loan percentage, then that class is locked
out of receiving principal payments and the principal payments are
redirected toward the most senior class. To the extent any class of
certificates is a locked-out class, each class of certificates
subordinate to such locked-out class will also be a locked-out
class. Due to this lockout feature, the M classes will be locked
out starting on day one.
The A-1 and M classes are floating-rate classes based on the SOFR
index and are capped at the net WAC. The annual rate on the B-1,
B-2 and B-3 certificates with respect to any distribution date (and
the related accrual period) will be equal to the net WAC for such
distribution date. Class B-4 is a principal-only class and is not
entitled to receive interest. If no excess spread is available to
absorb losses, losses will be allocated to all classes reverse
sequentially, starting with Class B-4.
The servicer will not advance delinquent monthly payments of P&I.
Operational Risk Analysis (Positive): Fitch considers originator
and servicer capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 100% of the loans in the transaction by loan count.
Fitch applies a 5bp z-score reduction for loans fully reviewed by
the TPR firm and have a final grade of either "A" or "B."
Counterparty and Legal Analysis (Neutral): Fitch expects all
relevant transaction parties to conform with the requirements
described in its Global Structured Finance Rating Criteria.
Relevant parties are those whose failure to perform could have a
material outcome on the performance of the transaction.
Additionally, all legal requirements should be satisfied to fully
de-link the transaction from any other entities. Fitch expects
JPMMT 2025-HE3 to be fully de-linked and the transaction will be
structured with a bankruptcy remote SPV. All transaction parties
and triggers align with Fitch expectations.
Rating Cap Analysis (Positive): Common rating caps in U.S. RMBS may
include, but are not limited to, new product types with limited or
volatile historical data and transactions with weak operational or
structural/counterparty features. These considerations do not apply
to JPMMT 2025-HE3; therefore, Fitch is comfortable assigning the
highest possible rating of 'AAAsf' without caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The defined negative rating sensitivity analysis demonstrates how
the ratings would react to steeper market value declines (MVDs) at
the national level. The analysis assumes MVDs of 10.0%, 20.0% and
30.0%, in addition to the model projected 37.5% at 'AAA'. The
analysis indicates that there is some potential rating migration
with higher MVDs for all rated classes, compared with the model
projection. Specifically, a 10% additional decline in home prices
would lower all rated classes by one full category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
The defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those assigned ratings of 'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by SitusAMC, Digital Risk, and Consolidated Analytics. The
third-party due diligence described in Form 15E focused on credit,
compliance, and property valuation. Fitch considered this
information in its analysis and, as a result, Fitch applies an
approximate 5-bp origination PD credit for loans fully reviewed by
the TPR firm and have a final grade of either A or B.
DATA ADEQUACY
Fitch relied on an independent third-party due diligence review
performed on 100% of the pool. The third-party due diligence was
generally consistent with Fitch's "U.S. RMBS Rating Criteria."
SitusAMC, Consolidated Analytics, and Digital Risk were engaged to
perform the review. Loans reviewed under this engagement were given
compliance, credit and valuation grades and assigned initial grades
for each subcategory. Minimal exceptions and waivers were noted in
the due diligence reports. Refer to the "Third-Party Due Diligence"
section for more detail.
Fitch also utilized data files provided by the issuer on its SEC
Rule 17g-5 designated website. Fitch received loan-level
information based on the ResiPLS data layout format, and the data
are considered comprehensive. The data contained in the ResiPLS
layout data tape were reviewed by the due diligence companies, and
no material discrepancies were noted.
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.
JP MORGAN 2025-INV2: Fitch Gives B-(EXP) Rating on Class B5 Certs
-----------------------------------------------------------------
Fitch Ratings has assigned expected ratings to the mortgage-backed
certificates issued by J.P. Morgan Mortgage Trust 2025-INV2 (JPMMT
2025-INV2).
Entity/Debt Rating
----------- ------
JPMMT 2025-INV2
A1 LT AA+(EXP)sf Expected Rating
A10 LT AAA(EXP)sf Expected Rating
A10A LT AAA(EXP)sf Expected Rating
A10B LT AAA(EXP)sf Expected Rating
A10C LT AAA(EXP)sf Expected Rating
A10X1 LT AAA(EXP)sf Expected Rating
A10X2 LT AAA(EXP)sf Expected Rating
A10X3 LT AAA(EXP)sf Expected Rating
A10X4 LT AAA(EXP)sf Expected Rating
A10X5 LT AAA(EXP)sf Expected Rating
A11 LT AAA(EXP)sf Expected Rating
A11A LT AAA(EXP)sf Expected Rating
A11B LT AAA(EXP)sf Expected Rating
A11C LT AAA(EXP)sf Expected Rating
A11X1 LT AAA(EXP)sf Expected Rating
A11X2 LT AAA(EXP)sf Expected Rating
A11X3 LT AAA(EXP)sf Expected Rating
A11X4 LT AAA(EXP)sf Expected Rating
A11X5 LT AAA(EXP)sf Expected Rating
A12 LT AAA(EXP)sf Expected Rating
A12A LT AAA(EXP)sf Expected Rating
A12B LT AAA(EXP)sf Expected Rating
A12C LT AAA(EXP)sf Expected Rating
A12X1 LT AAA(EXP)sf Expected Rating
A12X2 LT AAA(EXP)sf Expected Rating
A12X3 LT AAA(EXP)sf Expected Rating
A12X4 LT AAA(EXP)sf Expected Rating
A12X5 LT AAA(EXP)sf Expected Rating
A13 LT AAA(EXP)sf Expected Rating
A13A LT AAA(EXP)sf Expected Rating
A13B LT AAA(EXP)sf Expected Rating
A13C LT AAA(EXP)sf Expected Rating
A13X1 LT AAA(EXP)sf Expected Rating
A13X2 LT AAA(EXP)sf Expected Rating
A13X3 LT AAA(EXP)sf Expected Rating
A13X4 LT AAA(EXP)sf Expected Rating
A13X5 LT AAA(EXP)sf Expected Rating
A14 LT AAA(EXP)sf Expected Rating
A14A LT AAA(EXP)sf Expected Rating
A14B LT AAA(EXP)sf Expected Rating
A14C LT AAA(EXP)sf Expected Rating
A14X1 LT AAA(EXP)sf Expected Rating
A14X2 LT AAA(EXP)sf Expected Rating
A14X3 LT AAA(EXP)sf Expected Rating
A14X4 LT AAA(EXP)sf Expected Rating
A14X5 LT AAA(EXP)sf Expected Rating
A2 LT AA+(EXP)sf Expected Rating
A2A LT AA+(EXP)sf Expected Rating
A2B LT AA+(EXP)sf Expected Rating
A2C LT AA+(EXP)sf Expected Rating
A2X1 LT AA+(EXP)sf Expected Rating
A2X2 LT AA+(EXP)sf Expected Rating
A2X3 LT AA+(EXP)sf Expected Rating
A2X4 LT AA+(EXP)sf Expected Rating
A2X5 LT AA+(EXP)sf Expected Rating
A3 LT AAA(EXP)sf Expected Rating
A3A LT AAA(EXP)sf Expected Rating
A3B LT AAA(EXP)sf Expected Rating
A3C LT AAA(EXP)sf Expected Rating
A3X1 LT AAA(EXP)sf Expected Rating
A3X2 LT AAA(EXP)sf Expected Rating
A3X3 LT AAA(EXP)sf Expected Rating
A3X4 LT AAA(EXP)sf Expected Rating
A3X5 LT AAA(EXP)sf Expected Rating
A4 LT AAA(EXP)sf Expected Rating
A4A LT AAA(EXP)sf Expected Rating
A4B LT AAA(EXP)sf Expected Rating
A4C LT AAA(EXP)sf Expected Rating
A4X1 LT AAA(EXP)sf Expected Rating
A4X2 LT AAA(EXP)sf Expected Rating
A4X3 LT AAA(EXP)sf Expected Rating
A4X4 LT AAA(EXP)sf Expected Rating
A4X5 LT AAA(EXP)sf Expected Rating
A5 LT AAA(EXP)sf Expected Rating
A5A LT AAA(EXP)sf Expected Rating
A5B LT AAA(EXP)sf Expected Rating
A5C LT AAA(EXP)sf Expected Rating
A5X1 LT AAA(EXP)sf Expected Rating
A5X2 LT AAA(EXP)sf Expected Rating
A5X3 LT AAA(EXP)sf Expected Rating
A5X4 LT AAA(EXP)sf Expected Rating
A5X5 LT AAA(EXP)sf Expected Rating
A6 LT AAA(EXP)sf Expected Rating
A6A LT AAA(EXP)sf Expected Rating
A6B LT AAA(EXP)sf Expected Rating
A6C LT AAA(EXP)sf Expected Rating
A6X1 LT AAA(EXP)sf Expected Rating
A6X2 LT AAA(EXP)sf Expected Rating
A6X3 LT AAA(EXP)sf Expected Rating
A6X4 LT AAA(EXP)sf Expected Rating
A6X5 LT AAA(EXP)sf Expected Rating
A7 LT AAA(EXP)sf Expected Rating
A7A LT AAA(EXP)sf Expected Rating
A7B LT AAA(EXP)sf Expected Rating
A7C LT AAA(EXP)sf Expected Rating
A7X1 LT AAA(EXP)sf Expected Rating
A7X2 LT AAA(EXP)sf Expected Rating
A7X3 LT AAA(EXP)sf Expected Rating
A7X4 LT AAA(EXP)sf Expected Rating
A7X5 LT AAA(EXP)sf Expected Rating
A8 LT AAA(EXP)sf Expected Rating
A8A LT AAA(EXP)sf Expected Rating
A8B LT AAA(EXP)sf Expected Rating
A8C LT AAA(EXP)sf Expected Rating
A8X1 LT AAA(EXP)sf Expected Rating
A8X2 LT AAA(EXP)sf Expected Rating
A8X3 LT AAA(EXP)sf Expected Rating
A8X4 LT AAA(EXP)sf Expected Rating
A8X5 LT AAA(EXP)sf Expected Rating
A9 LT AA+(EXP)sf Expected Rating
A9A LT AA+(EXP)sf Expected Rating
A9B LT AA+(EXP)sf Expected Rating
A9C LT AA+(EXP)sf Expected Rating
A9X1 LT AA+(EXP)sf Expected Rating
A9X2 LT AA+(EXP)sf Expected Rating
A9X3 LT AA+(EXP)sf Expected Rating
A9X4 LT AA+(EXP)sf Expected Rating
A9X5 LT AA+(EXP)sf Expected Rating
AX1 LT AA+(EXP)sf Expected Rating
B1 LT AA-(EXP)sf Expected Rating
B1A LT AA-(EXP)sf Expected Rating
B1X LT AA-(EXP)sf Expected Rating
B2 LT A-(EXP)sf Expected Rating
B2A LT A-(EXP)sf Expected Rating
B2X LT A-(EXP)sf Expected Rating
B3 LT BBB-(EXP)sf Expected Rating
B4 LT BB-(EXP)sf Expected Rating
B5 LT B-(EXP)sf Expected Rating
B6 LT NR(EXP)sf Expected Rating
RR LT NR(EXP)sf Expected Rating
RX LT NR(EXP)sf Expected Rating
Transaction Summary
The JPMMT 2025-INV2 certificates are supported by 450 loans with a
scheduled balance of $328.74 million as of the cutoff date.
The pool consists of 100% prime quality investor loans that are
underwritten to the borrowers' credit profile. The loans are
fixed-rate, first lien residential mortgage loans with original
terms to maturity of 30 years. The loans are originated mainly by
United Wholesale Mortgage, LLC with various other originators
contributing less than 10% each.
All mortgage loans in the pool will be serviced by JPMCB and United
Wholesale Mortgage. Cenlar FSB will subservice the loans for United
Wholesale Mortgage. Nationstar is the master servicer.
KEY RATING DRIVERS
Credit Risk of Prime Credit Quality (Positive): RMBS transactions
are directly affected by the performance of the underlying
residential mortgages or mortgage-related assets. Fitch analyzes
loan-level attributes and macroeconomic factors to assess the
credit risk and expected losses.
The pool consists of 100% prime quality investor loans that are
underwritten to the borrowers' profile. The loans are fixed-rate,
first lien residential mortgage loans with original terms to
maturity of 30 years and 66.11% of the loans are purchases, over
60% of the loans are single family/PUDs with 18% being multi-
family and 12% being condos.
The loans are newly originated. The pool has a weighted average
(WA) original FICO score of 771, indicative of very high
credit-quality borrowers. The original WA combined loan-to-value
ratio (CLTV) of 68.59%, as determined by Fitch, translates to a
sustainable loan-to-value ratio (sLTV) of 75.83%.
This transaction has a Final PD of 15.13% in the 'AAA' rating
stress. Fitch's Final Loss Severity in the 'AAAsf' rating stress is
39.66%. The expected loss in the 'AAAsf' rating stress is 6.00%.
Structural Analysis (Mixed): JPMMT 2025-INV2 has a
senior/subordinate shifting interest structure with Full
Advancing.
The mortgage cash flow and loss allocation in JPMMT 2025-INV2 are
based on a senior-subordinate, shifting-interest structure whereby
the subordinate classes receive only scheduled principal and are
locked out from receiving unscheduled principal or prepayments for
five years.
The lockout feature helps maintain subordination for a longer
period should losses occur later in the life of the transaction.
The applicable credit support percentage feature redirects
subordinate principal to classes of higher seniority if specified
credit enhancement (CE) levels are not maintained.
This transaction has CE or subordination floors. The CE or senior
subordination floor of 2.00% has been considered to mitigate
potential tail-end risk and loss exposure for senior tranches as
the pool size declines and performance volatility increases due to
adverse loan selection and small loan count concentration. In
addition, a junior subordination floor of 1.70% has been considered
to mitigate potential tail-end risk and loss exposure for
subordinate tranches as the pool size declines and performance
volatility increases due to adverse loan selection and small loan
count concentration.
Losses on the non-retained portion of the loans will be allocated
first to the subordinate bonds (starting with class B-6). Once
class B-1-A is written off, losses will be allocated to class A-9-B
first, and then to the super-senior classes pro rata once class
A-9-C is written off.
This transaction has full advancing of DQ P&I until it is deemed
non-recoverable. As a result, the LS was increased in its cash flow
analysis to account for the servicer recouping the advances.
Fitch analyses the capital structure to determine the adequacy of
the transaction's credit enhancement (CE) to support payments on
the securities under multiple scenarios incorporating Fitch's loss
projections derived from the asset analysis. Fitch applies its
assumptions for defaults, prepayments, delinquencies and interest
rate scenarios. The CE for all ratings were sufficient for the
given rating levels. The CE for a given rating exceeded the
expected losses of that rating stress to address the structures
recoupment of advances and leakage of principal to more subordinate
classes.
Operational Risk Analysis (Positive): Fitch considers originator
and servicer capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 100% of the loans in the transaction by loan count.
Fitch applies a 5bp z-score reduction for loans fully reviewed by
the TPR firm and have a final grade of either 'A' or 'B'.
Counterparty and Legal Analysis (Neutral): Fitch expects all
relevant transaction parties to conform with the requirements
described in its Global Structured Finance Rating Criteria.
Relevant parties are those whose failure to perform could have a
material outcome on the performance of the transaction.
Additionally, all legal requirements should be satisfied to fully
de-link the transaction from any other entities. Fitch expects
JPMMT 2025-INV2 to be fully de-linked and the transaction to be
structured with a bankruptcy remote special-purpose vehicle. All
transaction parties and triggers align with Fitch expectations.
Rating Cap Analysis (Positive): Common rating caps in U.S. RMBS may
include, but are not limited to, new product types with limited or
volatile historical data and transactions with weak operational or
structural/counterparty features. These considerations do not apply
to JPMMT 2025-INV2 and therefore Fitch is comfortable rating to the
highest possible rating at 'AAAsf' without any Rating Caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper market value declines (MVDs) than
assumed at the MSA level. Sensitivity analysis was conducted at the
state and national levels to assess the effect of higher MVDs for
the subject pool as well as lower MVDs, illustrated by a gain in
home prices.
This defined negative rating sensitivity analysis demonstrates how
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0% and 30.0%, in addition to the
model-projected 37.4%, at 'AAA'. The analysis indicates some
potential rating migration, with higher MVDs for all rated classes
compared with the model projection. Specifically, a 10% additional
decline in home prices would lower all rated classes by one full
category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analysis was conducted at the state and national levels
to assess the effect of higher MVDs for the subject pool as well as
lower MVDs, illustrated by a gain in home prices.
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those assigned ratings of 'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) by or
SitusAMC, Clayton, Consolidated Analytics, and Maxwell; all
assessed as 'Acceptable' TPR firms by Fitch. The third-party due
diligence described in Form 15E focused on three areas: compliance
review, credit review and valuation review. Third-party due
diligence was performed on 100.0% of the loans in the transaction,
and all reviewed loans were graded "A" or "B".
Fitch considered this information in its analysis and, as a result,
Fitch applies an approximate 5-bp origination PD credit for loans
fully reviewed by the TPR firm and have a final grade of either "A"
or "B.
DATA ADEQUACY
Fitch relied on an independent third-party due diligence review
performed on 100% of the pool. The third-party due diligence was
generally consistent with Fitch's "U.S. RMBS Rating Criteria." AMC,
Maxwell, Clayton, and Consolidated Analytics were engaged to
perform the review. Loans reviewed under this engagement were given
compliance, credit and valuation grades and assigned initial grades
for each subcategory. Minimal exceptions and waivers were noted in
the due diligence reports. Please refer to the "Third-Party Due
Diligence" section for more detail.
Fitch also utilized data files provided by the issuer on its SEC
Rule 17g-5 designated website. Fitch received loan level
information based on the ResiPLS data layout format, and the data
provided was considered comprehensive. The data contained in the
ResiPLS layout data tape were reviewed by the due diligence
companies, and no material discrepancies were noted.
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.
JPMCC 2012-CIBX: DBRS Confirms C Rating on 3 Classes
----------------------------------------------------
DBRS Limited confirmed its credit ratings on all remaining classes
of Commercial Mortgage Pass-Through Certificates, Series 2012-CIBX
issued by JPMCC 2012-CIBX Mortgage Trust as follows:
-- Class E at C (sf)
-- Class F at C (sf)
-- Class G at C (sf)
None of these classes have credit ratings that carry a trend in
commercial mortgage-backed securities (CMBS).
The credit rating confirmations reflect the minimal changes to
Morningstar DBRS' expectations and the ongoing credit risk
associated with the two remaining loans in the pool, Jefferson Mall
(Prospectus ID#4; 50.9% of the current pool balance) and Southpark
Mall (Prospectus ID#5; 49.1% of the current pool balance). Both
loans previously underwent loan modifications and were returned to
the master servicer in 2023, however, in May 2025, the Southpark
Mall loan transferred back to the special servicer for imminent
monetary default. The 2023 modification terms included maturity
date extensions for both loans to June 2026, as well as the
execution of a hard lockbox requiring excess cash flow to be
applied to principal payments and to fund reserves. As of the
October 2025 remittance, transaction reserves total $3.7 million, a
decline from $8.3 million at Morningstar DBRS' last review. Given
the default history and performance concerns across both loans,
Morningstar DBRS conducted a recoverability analysis of the
remaining collateral as the basis for its credit ratings. The
analysis considered the most recent appraised values for the two
underlying assets, the continued declining performance, and the
potential for further value decline. Based on the most recent
appraised values, future expected losses at disposition will likely
be contained to Classes F and G, and the unrated Class NR; however,
when subject to additional stress tests, Class E remains exposed to
possible losses at resolution, supporting the maintenance of the C
(sf) credit ratings across all classes.
The Jefferson Mall loan is secured by 281,020 square feet (sf) of
in-line space and one stand-alone restaurant parcel in a 956,992-sf
super-regional mall in Louisville, Kentucky. The remaining
noncollateral anchors are Dillard's, JCPenney, and Tilted 10. As of
the June 2025 rent roll, the property was 95.6% occupied, remaining
generally in line with historical figures. Approximately 13.9% of
the net rentable area (NRA) have leases scheduled to expire within
the next 12 months, including two of the top five tenants: H&M
(8.1% of the NRA, lease expires in January 2026) and Shoe
Department Encore (5.7% of the NRA, lease expires in July 2026).
Cash flows have been declining in recent years, with the financials
for the trailing 12 months ended March 31, 2025, reporting an NCF
of $4.2 million (debt service coverage ratio (DSCR) of 0.95 times
(x)), compared with the YE2024 and YE2023 figures of $4.4 million
(DSCR of 0.99x) and $5.6 million (DSCR of 1.25x), respectively. The
most recent appraisal, dated February 2021, valued the property at
$34.7 million, a 65.9% decline from the issuance appraised value of
$101.7 million. Given the performance declines, high rollover prior
to the loan's maturity, and more dated appraisal, Morningstar DBRS
analyzed the loan with a stressed value, resulting in a loss
severity of more than 50.0%.
The Southpark Mall loan is secured by the borrower's fee-simple
interest in 397,596 sf of a larger 687,375-sf regional mall in
Colonial Heights, Virginia. The mall is anchored by Dick's Sporting
Goods (collateral) and three non-collateral anchors. The loan
transferred to special servicing in May 2025 for imminent monetary
default. Per the servicer commentary, the special servicer has
commenced the receivership and foreclosure process, with the
appointment of a receiver approved by the court in July 2025. As of
the June 2025 rent roll, the property was 98.0% occupied, remaining
in line with historical figures, with approximately 8.8% of the NRA
having leases scheduled to expire within the next 12 months.
Annualizing the financials for the trailing six months ended June
30, 2025, yields an NCF of $3.9 million (DSCR of 0.91x), a decline
from the YE2024 and YE2023 NCFs of $4.2 million (DSCR of 0.99x) and
$4.1 million (DSCR of 0.98x), respectively. An updated appraisal
was received in July 2025, valuing the property at $25.5 million,
representing a 36.3% decline from the February 2021 appraisal of
$40.0 million and a 75.2% decline from the issuance appraised value
of $103.0 million. Given the continued performance declines,
Morningstar DBRS analyzed the loan with a stressed value, resulting
in a loss severity approaching 60.0%.
Notes: All figures are in U.S. dollars unless otherwise noted.
KENNEDY LEWIS 23: S&P Assigns BB- (sf) Rating on Class E Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to Kennedy Lewis CLO 23
Ltd./Kennedy Lewis CLO 23 LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by Kennedy Lewis Investment Management
LLC.
The ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Ratings Assigned
Kennedy Lewis CLO 23 Ltd./Kennedy Lewis CLO 23 LLC
Class A, $248.00 million: AAA (sf)
Class B, $56.00 million: AA (sf)
Class C (deferrable), $24.00 million: A (sf)
Class D-1 (deferrable), $24.00 million: BBB- (sf)
Class D-2 (deferrable), $4.00 million: BBB- (sf)
Class E (deferrable), $12.00 million: BB- (sf)
Subordinated notes, $40.00 million: NR
NR--Not rated.
KKR CLO 33: S&P Affirms 'B (sf)' Rating on Class E Notes
--------------------------------------------------------
S&P Global Ratings assigned its ratings to the replacement class
A-R, B-R, and C-R debt from KKR CLO 33 Ltd./KKR CLO 33 LLC, a CLO
managed by KKR Financial Advisors II LLC, that was originally
issued in 2021. At the same time, S&P withdrew its ratings on the
previous class A, B, and C debt following payment in full on the
Nov. 21, 2025, refinancing date. S&P also affirmed its ratings on
the class D and E notes, which were not refinanced.
The replacement debt was issued via a supplemental indenture, which
outlines the terms of the replacement debt. According to the
supplemental indenture:
-- The non-call period was extended to July 20, 2026.
-- No additional assets were purchased on the Nov. 21, 2025,
refinancing date, and the target initial par amount remains the
same. There is no additional effective date or ramp-up period.
-- No additional subordinated notes were issued on the refinancing
date.
Replacement And Previous Debt Issuances
Replacement debt
-- Class A-R, $240.00 million: Three-month CME term SOFR + 1.08%
-- Class B-R, $64.00 million: Three-month CME term SOFR + 1.60%
-- Class C-R (deferrable), $24.00 million: Three-month CME term
SOFR + 2.00%
Previous debt
-- Class A, $240.00 million: Three-month CME term SOFR + 1.43161%
-- Class B, $64.00 million: Three-month CME term SOFR + 2.01161%
-- Class C (deferrable), $24.00 million: Three-month CME term SOFR
+ 2.26161%
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.
"On a standalone basis, the results of the cash flow analysis
indicated a lower rating on the class C-R, D, and E debt. Given the
passing coverage tests along with benefit from a reduction in
spreads from this refinancing, we assigned our 'A (sf)' rating on
the class C-R debt and affirmed our ratings on the class D and E
debt. However, any further credit deterioration or lack of
improvement could lead to potential negative rating actions in the
future.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Ratings Assigned
KKR CLO 33 Ltd./KKR CLO 33 LLC
Class A-R, $240.00 million: AAA (sf)
Class B-R, $64.00 million: AA (sf)
Class C-R (deferrable), $24.00 million: A (sf)
Ratings Withdrawn
KKR CLO 33 Ltd./KKR CLO 33 LLC
Class A to NR from 'AAA (sf)'
Class B to NR from 'AA (sf)'
Class C (deferrable) to NR from 'A (sf)'
Ratings Affirmed
KKR CLO 33 Ltd./KKR CLO 33 LLC
Class D (deferrable): 'BBB- (sf)'
Class E (deferrable): 'B (sf)'
Other Debt
KKR CLO 33 Ltd./KKR CLO 33 LLC
Subordinated notes, $39.05 million: NR
NR--Not rated.
KKR FINANCIAL 2013-1: Fitch Assigns BB-sf Rating on Cl. E-R3 Notes
------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to the KKR
Financial CLO 2013-1, Ltd. reset transaction.
Entity/Debt Rating
----------- ------
KKR Financial
CLO 2013-1, Ltd
X-R LT NRsf New Rating
A-1R3 LT NRsf New Rating
A-2R3 LT AAAsf New Rating
B-R3 LT AAsf New Rating
C-R3 LT Asf New Rating
D-1R3 LT BBBsf New Rating
D-2R3 LT BBB-sf New Rating
E-R3 LT BB-sf New Rating
Subordinated Notes LT NRsf New Rating
Transaction Summary
KKR Financial CLO 2013-1, Ltd. (the issuer) is an arbitrage cash
flow collateralized loan obligation (CLO) managed by KKR Financial
Advisors II, LLC. The original CLO, closed in June 2013, and was
rated by Fitch. The CLO was subsequently reset, and such resets
were not rated by Fitch. On Nov. 20, 2025, the CLOs existing
secured notes will be redeemed in full from refinancing proceeds.
The secured and subordinated notes will provide financing on a
portfolio of approximately $400 million of primarily first lien
senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+/B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 22.6, and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 95.34% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 73.52% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 40% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with that of other
recent CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2-R3, between
'BB+sf' and 'A+sf' for class B-R3, between 'Bsf' and 'BBB+sf' for
class C-R3, between less than 'B-sf' and 'BB+sf' for class D-1-R3,
between less than 'B-sf' and 'BB+sf' for class D-2-R3, and between
less than 'B-sf' and 'B+sf' for class E-R3.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-2-R3 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B-R3, 'AA+sf' for class C-R3,
'A+sf' for class D-1-R3, 'A+sf' for class D-2-R3, and 'BBB+sf' for
class E-R3.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for KKR Financial CLO
2013-1, Ltd. 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.
LENDINGCLUB 2025-SP2: Fitch Assigns 'Bsf' Rating on Class F Notes
-----------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to the notes
issued by LendingClub Rated Notes Issuer Trust, Series 2025-SP2
(LENDR 2025-SP2) as listed below.
Entity/Debt Rating
----------- ------
LENDR 2025-SP2
A LT AAAsf New Rating
B LT AAsf New Rating
C LT Asf New Rating
D LT BBBsf New Rating
E LT BBsf New Rating
F LT Bsf New Rating
Transaction Summary
LendingClub Bank (LendingClub) is the sponsor of the transaction.
LendingClub established the LendingClub Rated Notes Issuer Trust, a
master trust, to facilitate the issuance of series notes,
certificates and retained interests. Series LENDR 2025-SP2 is a new
series issuance out of this larger master trust. The LENDR 2025-SP2
trust is backed by a static pool of unsecured consumer loans
originated by LendingClub.
KEY RATING DRIVERS
Solid Receivable Quality: The LENDR 2025-SP2 pool comprises
entirely prime loans assigned the lowest internal risk grade, P1,
which reflects the strongest credit quality and lowest risk
borrowers. The LENDR 2025-SP2 pool has a weighted average (WA) FICO
score of 739; 6.04% of the pool has a FICO below 700, with a
minimum FICO of 662. The obligors in the pool have a WA
debt-to-income ratio (DTI) of 19.10%. The WA interest rate of the
pool is 9.97%, and the pool has a WA remaining term of 45.64 months
with around four months of seasoning.
Stabilizing Default Rate Trends: LendingClub's go-forward approved
default rates for its prime loan portfolio, which collateralizes
the capital structure, began to increase early in vintage year 2021
and saw a notable rise by vintage year 2022. The cumulative gross
default (CGD) rate for the P1 risk grade in vintage 1Q21 was
approximately 3.13% and peaked at approximately 5.91% in vintage
3Q22. However, since initiating corrective measures that included
cutting originations to higher-risk grades, performance in
subsequent 2023 vintages has been improving qoq.
Fitch's WA base case default assumption (the default assumption)
for LENDR 2025-SP2 is 7.60%. The default assumption was established
based on data stratified by LendingClub's proprietary risk grade
and loan term. In setting the expected case (default assumption),
Fitch considered performance trends from vintage year 2021 and
recognized the improving default curves in vintage year 2023, which
have continued into 2024.
Credit Enhancement Mitigates Stressed Losses: Credit enhancement
(CE) consists of overcollateralization (OC) and subordination for
the senior tranche. Initial hard CE totals 34.36%, 24.42%, 15.02%,
8.32%, 5.63% and 2.72% for the class A, B, C, D, E and F notes,
respectively. Although the transaction does not have a reserve
account, initial CE is sufficient to cover Fitch's stressed cash
flow assumptions for all classes. Fitch applied a 'AAAsf' rating
stress of 4.25x the base case default rate for prime loans. The
stress multiples decrease for lower rating levels, according to
Fitch's "Consumer ABS Rating Criteria." The default multiple
reflects the absolute value of the default assumption, the length
of default performance history for the loans, WA borrower FICO
scores and the WA original loan term, which increases the
portfolio's exposure to changing economic conditions.
Adequate Servicing Capabilities: LendingClub has a strong track
record of servicing consumer loans since launching its online
lending marketplace platform in 2007. LendingClub performs
pre-charge-off loan servicing activities in-house, along with
outsourcing post-charge-off activities to third parties. The bank
is the lead servicer on all of its securitization transactions. The
trust has assigned CardWorks Servicing, LLC as the backup
servicer.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Increased Defaults:
Original Ratings: 'AAAsf'/'AAsf'/'Asf'/'BBBsf'/'BBsf'/'Bsf'
Base case defaults increase 10%:
'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'Bsf'/'CCCsf'
Base case defaults increase 25%:
'AAsf'/'Asf'/'BBBsf'/'BB+sf'/'B-sf'/'NRsf'
Base case defaults increase 50%:
'A+sf'/'A-sf'/'BBB-sf'/'BBsf'/'CCCsf'/'NRsf'
Reduced Recoveries:
Original Ratings: 'AAAsf'/'AAsf'/'Asf'/'BBBsf'/'BBsf'/'Bsf'
Base case recoveries decrease 10%:
'AAAsf'/'AA-sf'/'A-sf'/'BBB-sf'/'BB-sf'/'Bsf'
Base case recoveries decrease 25%:
'AA+sf'/'AA-sf'/'A-sf'/'BBB-sf'/'BB-sf'/'Bsf'
Base case recoveries decrease 50%:
'AA+sf'/'AA-sf'/'A-sf'/'BBB-sf'/'BB-sf'/'Bsf'
Increased Defaults and Reduced Recoveries:
Original Ratings: 'AAAsf'/'AAsf'/'Asf'/'BBBsf'/'BBsf'/'Bsf'
Base case defaults increase 10%/ base case recoveries decrease 10%:
'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'Bsf'/'CCCsf'
Base case defaults increase 25%/base case recoveries decrease 25%:
'AAsf'/'Asf'/'BBBsf'/'BBsf'/'CCCsf'/'NRsf'
Base case defaults increase 50%/base case recoveries decrease 50%:
'Asf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf'/'NRsf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Decreased Defaults:
Original Ratings: 'AAAsf'/'AAsf'/'Asf'/'BBBsf'/'BBsf'/'Bsf'
Base case defaults decrease 20%:
'AAAsf'/'AA+sf'/'A+sf'/'BBB+sf'/'BB+sf'/'BBsf'
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by PricewaterhouseCoopers LLP. The third-party due
diligence described in Form 15E focused on a comparison of certain
characteristics with respect to 100 randomly selected sample loans.
In addition, for each sample loan PricewaterhouseCoopers LLP
observed that the loan contract has been electronically signed by
the borrower. Fitch considered this information in its analysis and
it did not have an effect on Fitch's analysis or conclusions.
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.
LIGHTHOUSE PARK: Fitch Assigns 'BB-sf' Rating on Class E Notes
--------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to
Lighthouse Park CLO, Ltd.
Entity/Debt Rating
----------- ------
Lighthouse Park
CLO, Ltd.
A LT AAAsf New Rating
B LT AAsf New Rating
C LT Asf New Rating
D-1 LT BBB-sf New Rating
D-2 LT BBB-sf New Rating
E LT BB-sf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
Lighthouse Park CLO, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by
Blackstone CLO Management LLC. Net proceeds from the issuance of
the secured and subordinated notes will provide financing on a
portfolio of approximately $500 million of primarily first lien
senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.91 and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 97.25% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 72.99% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 47% of the portfolio balance in aggregate while the top five
obligors can represent up to 5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a three-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A, between 'BB+sf'
and 'A+sf' for class B, between 'B+sf' and 'BBB+sf' for class C,
between less than 'B-sf' and 'BB+sf' for class D-1, between less
than 'B-sf' and 'BB+sf' for class D-2, and between less than 'B-sf'
and 'B+sf' for class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A notes as these
notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B, 'AAsf' for class C, 'A-sf' for
class D-1, 'A-sf' for class D-2, and 'BBBsf' for class E.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Lighthouse Park
CLO, Ltd.
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.
MF1 2024-FL15: DBRS Confirms B(low) Rating on 3 Note Classes
------------------------------------------------------------
DBRS, Inc. confirmed all credit ratings on all classes of notes
issued by MF1 2024-FL15 LLC as follows:
-- Class A at AAA (sf)
-- Class A-S at AAA (sf)
-- Class B at AA (sf)
-- Class C at A (high) (sf)
-- Class D at BBB (sf)
-- Class E at BBB (low) (sf)
-- Class F at BB (high) (sf)
-- Class G at BB (sf)
-- Class H at B (low) (sf)
-- Class F-E at BB (high) (sf)
-- Class F-X at BB (high) (sf)
-- Class G-E at BB (sf)
-- Class G-X at BB (sf)
-- Class H-E at B (low) (sf)
-- Class H-X at B (low) (sf)
All trends are Stable.
The credit rating confirmations reflect the overall stable
performance of the transaction, which has remained in line with
Morningstar DBRS' expectations since issuance as evidenced by
stable performance and leverage metrics. Additionally, the trust is
primarily secured by multifamily collateral, which has historically
exhibited lower default rates and retained values in times of
market downturns than other property types. In conjunction with
this press release, Morningstar DBRS has published a Surveillance
Performance Update report with in-depth analysis and credit metrics
for the transaction as well as business plan updates on select
loans. For access to this report, please click on the link under
Related Documents below or contact us at
info-DBRS@morningstar.com.
The initial collateral consisted of 24 floating-rate mortgages
secured by 31 mostly transitional properties with a cut-off date
balance totaling $845.7 million, excluding $138.9 million of future
funding commitments. Most loans were in a period of transition with
plans to stabilize performance and improve the values of the
underlying assets. The managed transaction includes a 24-month
reinvestment period expiring in July 2026. Since closing, one loan,
representing 4.4% of the current pool balance, has been added to
the trust.
Leverage across the pool has remained unchanged since issuance. The
current weighted-average (WA) as-is loan-to-value ratio (LTV) is
67.1% and the current WA stabilized LTV is 62.2%, based on the
as-is and stabilized appraised values for the collateral properties
as provided at issuance or contribution and the current outstanding
loan balances. In the analysis for this review, Morningstar DBRS
applied LTV adjustments to two loans, representing 12.4% of the
current trust balance, generally reflective of higher
capitalization rate (cap rate) assumptions compared with the
implied cap rates based on the appraisals.
As of the October 2025 remittance, there were no loans in special
servicing; however, 18 loans, representing 73.1% of the current
trust balance, were on the servicer's watchlist. The majority of
these loans have been flagged for occupancy and cash flow concerns;
however, Morningstar DBRS notes the majority of the underlying
properties are newly built and are in the early stages of the
respective business plans. In addition to the $51.8 million unrated
equity piece, there is also $61.9 million across the three below
investment-grade rated bonds, providing credit enhancement of 12.6%
to the BBB (low) (sf)-rated Class E Notes.
Through September 2025, the lender had advanced cumulative loan
future funding of $130.5 million to 12 outstanding individual
borrowers to aid in property stabilization efforts. The largest
advance, $33.2 million, was to the borrower of the Carolina
Crossing loan, which is secured by a 249-home build-to-rent
community in Bolivia, North Carolina. The advanced funds have been
used to fund the acquisition of the remaining homes and aid in
offsetting amenity construction costs. According to the collateral
manager, the sponsor has acquired all 249 planned units through
eight advances of future funding with the last draw funded in
February 2025.
An additional $30.1 million of loan future funding allocated to 13
of the outstanding individual borrowers remains available. The
largest portion of available funding ($5.8 million) is allocated to
the aforementioned Carolina Crossing loan. The second-largest
portion of available funds ($5.0 million) is allocated to the
Tamarac Village loan, which is secured by a 401-unit, Class A,
garden-style apartment community in Tamarac, Florida. As of May
2025, the portfolio was 96.3% occupied, up from 68.0% as of
February 2025. According to the Q3 2025 collateral manager's
update, the portfolio was 96.3% occupied as of May 2025. As of the
YE2024 reporting, the property reported an NCF of $6.4 million
equating to a DSCR of 0.80x and debt yield of 7.1%.
Notes: All figures are in U.S. dollars unless otherwise noted.
MORGAN STANLEY 2025-NQM9: S&P Assigns B (sf) Rating on B-2 Certs
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Morgan Stanley
Residential Mortgage Loan Trust 2025-NQM9's mortgage-backed
certificates.
The certificate issuance is an RMBS transaction backed by
first-lien, fixed- and adjustable-rate, fully amortizing
residential mortgage loans (some with interest-only periods) to
both prime and nonprime borrowers.
The loans are secured by single-family residential properties
including townhouses, planned-unit developments, condominiums, two-
to four-family residential properties, and five- to 10-unit
multifamily properties. The pool consists of 830 loans backed by
894 properties, which are qualified mortgage (QM) safe harbor
(average prime offer rate), QM/higher-priced mortgage loan,
non-QM/ability-to-repay (ATR) compliant, and ATR-exempt loans. Of
the 830 loans, 21 loans are cross-collateralized loans backed by 85
properties.
S&P said, "After we assigned preliminary ratings on Nov. 13, 2025,
the issuer dropped four loans. In addition, the class B-1
certificate rate was priced at a fixed rate coupon, and the credit
support increased for classes A-3, M-1, B-1, and B-2. After
analyzing the final pool, final coupons and the updated structure,
we assigned ratings to the classes that are unchanged from the
preliminary ratings."
The ratings reflect S&P's view of:
-- The pool's collateral composition and geographic
concentration;
-- The transaction's credit enhancement, associated structural
mechanics, and representation and warranty framework;
-- The mortgage aggregators, Morgan Stanley Mortgage Capital
Holdings LLC and Morgan Stanley Bank N.A.;
-- The mortgage originators, including S&P Global Ratings reviewed
originators;
-- The 100% due diligence results consistent with represented loan
characteristics; and
-- S&P's U.S. economic outlook, which considers its current
projections for U.S. economic growth, unemployment rates, and
interest rates, as well as its view of housing fundamentals. S&P's
economic outlook is updated, if necessary, when these projections
change materially.
Ratings Assigned(i)
Morgan Stanley Residential Mortgage Loan Trust 2025-NQM9
Class A-1-A, $273,603,000: AAA (sf)
Class A-1-B, $40,594,000: AAA (sf)
Class A-1, $314,197,000: AAA (sf)
Class A-2, $14,614,000: AA- (sf)
Class A-3, $47,089,000: A- (sf)
Class M-1, $13,193,000: BBB- (sf)
Class B-1, $6,495,000: BB (sf)
Class B-2, $6,292,000: B (sf)
Class B-3, $4,060,127: NR
Class A-IO-S, notional(ii): NR
Class XS, notional(ii): NR
Class R-PT, $20,298,977: NR
Class R, not applicable: NR
(i)The ratings address the ultimate payment of interest and
principal. They do not address the payment of the cap carryover
amounts.
(ii)The notional amount will equal the aggregate stated principal
balance of the mortgage loans as of the first day of the related
due period and is initially $405,940,127.
NR--Not rated.
MOUNTAIN VIEW XVI: S&P Assigns Prelim BB-(sf) Rating on E-RR Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the
replacement class X-RR, A-1RR, A-2RR, B-RR, C-RR, D-1RR, D-2RR, and
E-RR debt from Mountain View CLO XVI Ltd./Mountain View CLO XVI
LLC, a CLO managed by Seix Investment Advisors that was originally
issued in November 2022 and underwent a refinancing in April 2024.
The preliminary ratings are based on information as of November 25,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
On the Dec. 04, 2025, refinancing date, the proceeds from the
replacement debt will be used to redeem the existing debt. S&P
said, "At that time, we expect to withdraw our ratings on the
existing class X, A-1R, A-2R, B-R, C-R, D-R, and E-R debt and
assign ratings to the replacement class X-RR, A-1RR, A-2RR, B-RR,
C-RR, D-1RR, D-2RR, and E-RR debt. However, if the refinancing
doesn't occur, we may affirm our ratings on the existing debt and
withdraw our preliminary ratings on the replacement debt."
The replacement debt will be issued via a proposed supplemental
indenture, which outlines the terms of the replacement debt.
According to the proposed supplemental indenture:
-- The replacement debt is expected to be issued at a lower
weighted average cost of debt than the existing debt.
-- The existing class D debt will be replaced by two new classes
of debt, D-1RR and D-2RR, which are sequential in payment.
-- The reinvestment period will be extended to Oct. 15, 2030.
-- The non-call period will be extended to Oct. 15, 2027.
-- The legal final maturity dates for the replacement debt and the
subordinated debt will be extended to March 15, 2038.
-- No additional assets will be purchased on the Dec. 04, 2025,
refinancing date, and the target initial par amount will reduce to
$399.10 million. There will be no additional effective date or
ramp-up period, and the first payment date following the
refinancing is Jan. 15, 2026.
-- The required minimum overcollateralization and interest
coverage ratios will be amended.
-- No additional subordinated notes will be issued on the
refinancing date.
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Preliminary Ratings Assigned
Mountain View CLO XVI Ltd./Mountain View CLO XVI LLC
Class X-RR, 3.500 million: AAA (sf)
Class A-1RR, $239.450 million: AAA (sf)
Class A-2RR, $23.950 million: AAA (sf)
Class B-RR, $39.900 million: AA (sf)
Class C-RR (deferrable), $23.950 million: A (sf)
Class D-1-RR (deferrable), $19.950 million: BBB (sf)
Class D-2-RR (deferrable), $7.980 million: BBB- (sf)
Class E-RR (deferrable), $10.975 million: BB- (sf)
Other Debt
Mountain View CLO XVI Ltd./Mountain View CLO XVI LLC
Subordinated notes, $27.500 million: NR
NR--Not rated.
MSBAM COMMERCIAL 2012-CKSV: DBRS Confirms B Rating on Cl. CK Certs
------------------------------------------------------------------
DBRS, Inc. downgraded its credit ratings on the Commercial Mortgage
Pass-Through Certificates, Series 2012-CKSV issued by MSBAM
Commercial Mortgage Securities Trust 2012-CKSV as follows:
-- Class A-2 to BBB (low) (sf) from A (sf)
-- Class X-A to BBB (sf) from A (high) (sf)
-- Class X-B to CCC (sf) from BBB (sf)
-- Class B to CCC (sf) from BBB (low) (sf)
-- Class C to C (sf) from B (high) (sf)
-- Class D to C (sf) from CCC (sf)
In addition, Morningstar DBRS confirmed the following credit
rating:
-- Class CK at B (sf)
Classes A-2, X-A, and CK have Negative trends. Classes B, C, D, and
X-B have credit ratings that do not typically carry trends in
commercial mortgage-backed securities (CMBS) transactions.
The credit rating downgrades are supported by a recoverability
analysis, discussed further below, which indicates realized losses
for Classes B, C, and D with the resolution of the underlying loans
are likely. The subject transaction is backed by two separate
mortgage loans on two regional mall properties known as Clackamas
Town Center (Clackamas) and Sunvalley Shopping Center (Sunvalley).
All classes except for Class CK are pooled certificates backed by
both loans; Class CK is backed by the subordinate B note debt on
the Clackamas property. At the previous credit rating action,
Negative trends were placed on all classes to reflect the
possibility of further value declines over the remaining term for
both collateral malls. Since that time, Morningstar DBRS'
liquidated loss expectations have increased for the Sunvalley loan
following a significant value decline reported in an updated
appraisal for the collateral mall of more than $70.0 million since
the previous appraisal in 2022. While Morningstar DBRS expects the
Clackamas loan to be fully recovered, loss projections for
Sunvalley would erode the full balance of Classes D and C, and
approximately 10.3% of the Class B balance. The Negative trends
reflect the possibility of further value decline for the Sunvalley
property; Morningstar DBRS also notes the Clackamas loan has most
recently been in special servicing since September 2024 and did not
repay at the extended maturity date in October 2025. While the
sponsor appears committed to securing a replacement loan, the
uncertainty with regard to timing represents an increased risk for
the subject transaction.
The Clackamas loan is sponsored by an affiliate of Brookfield
Property Partners L.P. (Brookfield; rated BBB (low) with a Stable
trend). The loan has been extended several times, most recently
through October 2025. The special servicer's commentary in the
October 2025 remittance report shows the loan payments are current
and discussions remain ongoing with the sponsor to resolve the
maturity default. The property has demonstrated a stable
performance with the YE2024 net cash flow (NCF) and debt service
credit ratio (DSCR) reported at $23.5 million and 2.83 times (x),
up from $22.5 million at YE2023, and the highest year-end NCF since
the onset of the pandemic. Clackamas is one of two regional malls
in Portland and its occupancy rate has consistently been reported
at or above 94.0% for the past several years. None of the subject
mall's department store anchors, which currently include Macy's,
Macy's Home Store, and JCPenney, are collateral in the transaction.
In the past year, the former noncollateral Nordstrom space, which
had been dark since 2020, was filled by a Dick's Sporting Goods
store. The other regional Portland mall, Washington Square, is
approximately 20 miles west of Clackamas and is owned and operated
by Macerich Real Estate Co. Washington Square is anchored by
Nordstrom, JCPenney, and Macy's, and is superior to Clackamas in
terms of tenant mix, surrounding area incomes, and overall
esthetic. No updated appraisal has been provided since the January
2025 appraisal, which showed an as-is value of $230.0 million, down
from the October 2022 appraised value of $342.0 million. The
outstanding loan balance as of October 2025 is $186.8 million and,
based on the implied equity of slightly more than $40.0 million
with the January 2025 appraisal figure, Morningstar DBRS expects
the loan will ultimately repay in full.
The Sunvalley property is in Concord, California, approximately 20
miles northwest of Oakland, California. Simon Property Group, Inc.
(Simon) acquired the loan-sponsor affiliate, Taubman Centers, Inc.,
in 2020. The sponsor exercised a 12-month extension option to push
the maturity to September 2025; however, Simon ultimately indicated
to the special servicer that it would be unable to repay the loan.
As of the October 2025 servicer commentary, the borrower and
servicer are in discussions regarding next steps. The mall is
anchored by Sears, Macy's, Macy's Men's/Home, and JCPenney and,
despite generally healthy occupancy rates since issuance, the
property never fully recovered from the cash flow declines that
began during the coronavirus pandemic in 2020. Most recently, the
servicer reported a YE2024 NCF of $13.7 million with a DSCR of
1.19x, down from $15.9 million and 1.34x, respectively, at YE2023.
In June 2025, an updated appraisal valued the property at $71.9
million for the leasehold and $24.0 million for the land for a
total appraised value of $95.9 million, a significant decline from
the 2022 appraised value of $170.0 million for the leasehold and
land. Morningstar DBRS previously analyzed a liquidation scenario
with an as-is value estimate of $121.9 million, based on an 11.0%
capitalization (cap) rate and the in-place NCF at YE2024. A primary
driver of the difference between Morningstar DBRS' value estimate
and the recent appraisal is the higher cap rate assumed by the
appraiser. With this credit rating action, the liquidation scenario
was updated to reflect the appraised value decline with a 20%
haircut to the $95.9 million combined value, resulting in a
projected loss of approximately $67.0 million or a 50.2% loss
severity.
Notes: All figures are in U.S. dollars unless otherwise noted.
NASSAU 2019: Fitch Hikes Rating on Class B Notes to 'BBsf'
----------------------------------------------------------
Fitch Ratings has taken the following actions on the Nassau 2019
CFO LLC (Nassau 2019):
- $20.0 million undrawn liquidity facility affirmed at 'A+sf';
Outlook Stable;
- USD51 million class A notes upgraded to 'BBB+sf' from 'BBBsf';
Outlook Positive;
- USD32 million class B notes upgraded to 'BBsf' from 'BB-sf';
Outlook Stable.
Transaction Summary
Nassau 2019 is a private equity collateralized fund obligation (PE
CFO) managed by Nassau Alternative Investments (NAI). The manager
is an affiliate of Nassau Financial Group. Nassau 2019 owns
interests in a diversified pool of alternative investment funds.
The issuance consists of notes backed by the ownership interests
in, and cash flows generated by, the funds.
The transaction consisted of approximately $126 million net asset
value (NAV) of funded commitments and $45 million of unfunded
capital commitments across 97 funds as of the July 31, 2025,
valuation date. The NAV of the portfolio was based on valuations as
of March 31, 2025, and adjusted for subsequent capital calls and
distributions.
Since Fitch's last review, fund performance has continued to
improve, with portfolio distributions of $45 million since Fitch's
last review and slight upticks in fund NAV. The class A and B
notes' loan-to-value (LTV) ratios have decreased to 40% and 65%,
respectively from 50% and 75% at the last review in Dec. 2024. The
transaction has entered its turbo amortization period as of Feb.
2025 and all available cash, after calls, fees, expenses, and
interest, are directed to the repayments of the class A and B
notes, sequentially.
However, the transaction's liquidity is somewhat constrained while
distributions are low, with primary liquidity sources to meet
uncalled capital commitments, service debt and cover expenses
limited to the liquidity facility and distributions from underlying
funds.
Fitch expects portfolio NAV appreciation and distributions to
remain somewhat limited, driven by the transaction's exposure to
funds focused on the buyout and venture capital sectors, which have
been impacted by the weaker exit environment and the recovery
timeline remains uncertain.
KEY RATING DRIVERS
The rating affirmation of the undrawn liquidity facility reflects
its senior position in the capital structure and low loan to value
(LTV) of approximately 16%, if fully drawn. The Stable Outlook for
the undrawn liquidity facility reflects Fitch's expectation that
the facility, if drawn, can withstand Fitch's stress scenarios at
the current rating category.
The upgrade of the class A notes to 'BBB+sf' reflects the positive
underlying fund performance and the notes' ability to withstand
Fitch's stress scenarios in the fourth-quartile launch year
scenario in Fitch's base case modeling. Conversely, the notes
continue to exhibit a high degree of sensitivity in Fitch's rating
sensitivity analysis testing for valuation and distribution
declines. Fitch accounted for this, as well as high relative
leverage and weaker past performance, in its qualitative assessment
which resulted in a two-notch adjustment to the 'Asf' model-implied
rating.
The Positive Outlook for the class A notes reflects the expectation
for further improvement as the notes are in their turbo
amortization phase.
The upgrade of the class B notes to 'BBsf' reflects the notes'
ability to pass the third-quartile, 'BBBsf' rating level scenarios
but with significant sensitivity in rating stresses with any
material NAV or distribution reduction, thereby resulting in a
qualitative adjustment of three notches from the 'BBBsf'
model-implied rating. The class B notes had an LTV ratio of
approximately 65% of NAV as of July 31, 2025, a significant drop
from 74% at the Dec. 2024 review. The Stable Outlook on the class B
notes reflects the likelihood of the LTV continuing to improve as
the transaction de-levers, but principal payments to class B notes
not occurring until senior notes are fully redeemed.
Key structural protections include amortization triggers tied to
LTV levels, a liquidity facility to cover class A interest,
expenses, and capital calls in the event of liquidity gaps, and
long final maturities on the bonds to allow the structure
additional time to potentially weather down markets.
In the 12 months through July 31, 2025, the transaction's liquidity
needs included approximately $2 million in capital calls, $1
million in expenses, and $5 million in class A and class B note
interest, totaling $8 million. Over the same period, liquidity
sources included $20 million of capacity available on the liquidity
facility, and $45 million of cash from distributions. Based on
these figures, Fitch calculates the transaction's liquidity
coverage ratio for a period of 12 months at 7.9x.
An additional potential liquidity source is Nassau 2019's right to
require affiliates of Nassau to contribute capital to the issuer to
satisfy capital calls when there is a cash shortfall. However,
Fitch did not consider this potential capital contribution in its
analysis, because Fitch lacks a formal credit view of Nassau or its
parent, NAI. A capital contribution by the sponsor would support
the transaction.
Fitch believes the manager (NAI) has sufficient capabilities and
resources required to manage this transaction. NAI's management
team has extensive experience, although it is comparably smaller
than the managers of other Fitch-rated PE CFOs.
The sponsor and noteholders' interests are aligned, as the sponsor
and its affiliates hold the equity stake and a portion of the class
B notes in Nassau 2019.
Fitch has a rating cap at the 'Asf' category for PE CFO
transactions, primarily driven by the uncertain nature of
alternative investment fund cash flows.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- The liquidity facility could be downgraded if it is drawn, and
the transaction's liquidity position is expected to deteriorate
materially. However, Fitch does not view this as likely in the
near-term given the low-LTV of the liquidity facility (if fully
drawn) and resiliency under Fitch's 'Asf' stress scenarios.
- The ratings assigned to the notes may be sensitive to actual cash
flows coming in lower than model projections, creating an increased
risk that the funds will not generate enough overall cash to repay
the noteholders, or pay for capital calls, expenses, and interest
on time.
The class A notes would be fully repaid assuming an additional 5%
distribution haircut, with approximately 15% of collateral value
remaining in the worst launch year. However, in a 15% distribution
haircut scenario, the class A notes could be downgraded to below
'BBsf'. Given the class B notes rating sensitivity in Fitch's all
quartile rating scenario, as described above, the notes are more
susceptible to a rating downgrade in the event of sustained
distribution shortfalls.
- The ratings assigned to the notes may be also sensitive to
additional declines in NAV that Fitch believes indicate
insufficient forthcoming cash distributions to support the notes at
the current rating level stress. The class A notes would be fully
repaid, at the 'BBBsf' rating level, assuming an additional 20% NAV
haircut, with 15% of collateral value remaining in the worst launch
year. However, in a 30% NAV haircut scenario, the class A notes
could be downgraded to below 'BBsf'. Given the class B notes rating
sensitivity in Fitch's all quartile rating scenario, as described
above, the notes are more susceptible to a rating downgrade in the
event of NAV depreciation.
- The ratings assigned to the notes are also sensitive to the
financial health of the transaction's counterparties. A rating
downgrade of a counterparty may be linked to and materially affect
the ratings on the notes, given the reliance of the issuer on
counterparties to provide functions, including providers of the
liquidity facility and bank accounts.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- The class A notes could be upgraded to 'Asf' if they pass Fitch's
'Asf' rating stresses with sufficient cushion to downside scenarios
for more than a temporary period.
- The class B notes could be upgraded to 'BBBsf' if they pass
Fitch's 'BBBsf' rating stresses with sufficient cushion to downside
scenarios for more than a temporary period.
- Fitch has an 'A' category rating cap for PE CFOs. Therefore,
positive rating sensitivities are not applicable for the undrawn
liquidity facility.
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
As the timing and size of the cash flows is uncertain, Fitch used
historical private equity fund performance data from a well-known
third-party data provider, which covers all performance quartiles
of the various fund strategies and vintages ranging from 1990 to
2025, to model expected distributions, capital calls and NAVs of
the private equity funds.
ESG Considerations
Fitch does not provide ESG relevance scores for Nassau 2019
CFOLLC.
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.
NEUBERGER BERMAN 49: Fitch Assigns 'BB-sf' Rating on Cl. E-R2 Notes
-------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Neuberger
Berman Loan Advisers CLO 49, Ltd. reset transaction.
Entity/Debt Rating Prior
----------- ------ -----
Neuberger Berman
Loan Advisers
CLO 49, Ltd.
X-R2 LT NRsf New Rating
A-R2 LT NRsf New Rating
B-R 64135JAN2 LT PIFsf Paid In Full AAsf
B-R2 LT AAsf New Rating
C-R 64135JAQ5 LT PIFsf Paid In Full Asf
C-R2 LT Asf New Rating
D-1-R2 LT BBB-sf New Rating
D-2-R2 LT BBB-sf New Rating
D-R 64135JAS1 LT PIFsf Paid In Full BBB-sf
E-R 64135KAE9 LT PIFsf Paid In Full BB-sf
E-R2 LT BB-sf New Rating
Transaction Summary
Neuberger Berman Loan Advisers CLO 49, Ltd. (the issuer) is an
arbitrage cash flow collateralized loan obligation (CLO) managed by
Neuberger Berman Loan Advisers II LLC. The transaction originally
closed on June 2022 and first reset in July 2024. The CLO's secured
notes will be refinanced in whole on Nov. 17, 2025. Net proceeds
from the issuance of the secured and subordinated notes will
provide financing on a portfolio of approximately $640 million of
primarily first lien senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.96 and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 95.73%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 73.53% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 45% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 2.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BB+sf' and 'A+sf' for class B-R2, between 'Bsf'
and 'BBB+sf' for class C-R2, between less than 'B-sf' and 'BB+sf'
for class D-1-R2, between less than 'B-sf' and 'BB+sf' for class
D-2-R2, and between less than 'B-sf' and 'B+sf' for class E-R2.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B-R2, 'AAsf' for class C-R2, 'Asf'
for class D-1-R2, 'A-sf' for class D-2-R2, and 'BBB+sf' for class
E-R2.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Neuberger Berman
Loan Advisers CLO 49, Ltd..
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.
NEW RESIDENTIAL 2025-NQM6: Fitch Gives B-(EXP) Rating on B-2 Notes
------------------------------------------------------------------
Fitch Ratings assigns expected ratings to New Residential Mortgage
Loan Trust 2025-NQM6 (NRMLT 2025-NQM6).
Entity/Debt Rating
----------- ------
NRMLT 2025-NQM6
A-1A LT AAA(EXP)sf Expected Rating
A-1B LT AAA(EXP)sf Expected Rating
A-1 LT AAA(EXP)sf Expected Rating
A-1F LT AAA(EXP)sf Expected Rating
A-1IO LT AAA(EXP)sf Expected Rating
A-2 LT AA-(EXP)sf Expected Rating
A-3 LT A-(EXP)sf Expected Rating
M-1 LT BBB-(EXP)sf Expected Rating
B-1 LT BB-(EXP)sf Expected Rating
B-2 LT B-(EXP)sf Expected Rating
B-3 LT NR(EXP)sf Expected Rating
XS LT NR(EXP)sf Expected Rating
AIOS LT NR(EXP)sf Expected Rating
R LT NR(EXP)sf Expected Rating
Transaction Summary
Fitch expects to rate the residential mortgage-backed notes issued
by NRMLT 2025-NQM6. The transaction is expected to close on Dec. 3,
2025. The notes are supported by 985 nonprime loans that were
primarily originated by NewRez LLC and Champions Funding, LLC, with
a total balance of approximately $494.4 million as of the cutoff
date.
KEY RATING DRIVERS
Credit Risk of Mortgage Assets (Positive): RMBS transactions are
directly affected by the performance of the underlying residential
mortgages or mortgage-related assets. Fitch analyzes loan-level
attributes and macroeconomic factors to assess the credit risk and
expected losses. NRMLT 2025-NQM6 has a final probability of default
(PD) of 40.8% in the 'AAAsf' rating stress. Fitch's final loss
severity in the 'AAAsf' rating stress is 43.2%. The expected loss
in the 'AAAsf' rating stress is 17.6%.
Structural Analysis (Positive): The structure distributes principal
pro rata among the senior notes while shutting out the subordinate
bonds from principal until all senior classes are reduced to zero.
If a cumulative loss trigger event or delinquency trigger event
occurs in a given period, principal will be distributed
sequentially to the class A-1A, A-1B, A-1F, A-2 and A-3 notes until
they are reduced to zero.
The structure has a step-up coupon for the senior classes (A-1A,
A-1B, A-1F, A-1IO, A-2 and A-3). On any payment date in which the
aggregate stated principal balance of the of the mortgage loans for
such payment date is less than or equal to 20% of the mortgage
loans as of the cutoff date, the senior classes pay the lower of a
100-bp increase to the fixed coupon or the net weighted average
coupon (WAC) rate; the step-up rate for classes A-1/A-F will be the
sum of the class A-1/A-F blended rate and 100-bp.
Fitch analyzes the capital structure to determine the adequacy of
the transaction's credit enhancement (CE) to support payments on
the securities under multiple scenarios incorporating Fitch's loss
projections derived from the asset analysis. Fitch applies its
assumptions for defaults, prepayments, delinquencies and interest
rate scenarios. The CE for all ratings was sufficient for the given
rating levels. The CE for a given rating exceeded the expected
losses of that rating stress to address the structure's recoupment
of advances and leakage of principal to more subordinate classes
(see Cash Flow Analysis section for more details).
Operational Risk Analysis (Positive): Fitch considers originator
and servicer capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 100.0% of the loans in the transaction. Fitch applies
a 5-bp reduction for loans fully reviewed by a third-party review
(TPR) firm that has a final grade of either "A" or "B."
Counterparty and Legal Analysis (Neutral): Fitch expects all
relevant transaction parties to conform with the requirements
described in its Global Structured Finance Rating Criteria.
Relevant parties are those whose failure to perform could have a
material outcome on the performance of the transaction.
Additionally, all legal requirements should be satisfied to fully
de-link the transaction from any other entities. Fitch expects
NRMLT 2025-NQM6 to be fully de-linked and a bankruptcy remote
special purpose vehicle (SPV). All transaction parties and triggers
align with Fitch's expectations.
Rating Cap Analysis (Neutral): Common rating caps in U.S. RMBS may
include, but are not limited to, new product types with limited or
volatile historical data and transactions with weak operational or
structural/counterparty features. These considerations do not apply
to NRMLT 2025-NQM6 and therefore Fitch is comfortable rating to the
highest possible rating at 'AAAsf' without any Rating Caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The defined negative rating sensitivity analysis demonstrates how
the ratings would react to steeper market value declines (MVDs) at
the national level. The analysis assumes MVDs of 10.0%, 20.0% and
30.0%, in addition to the model projected 37.8% at 'AAA'. The
analysis indicates that there is some potential rating migration
with higher MVDs for all rated classes, compared with the model
projection. Specifically, a 10% additional decline in home prices
would lower all rated classes by one full category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
The defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those being assigned ratings of
'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by several firms. The third-party due diligence described
in Form 15E focused on credit, compliance, and property valuation.
Fitch considered this information in its analysis and, as a result,
Fitch applies an approximate 5-bp origination PD credit for loans
fully reviewed by the TPR firm and have a final grade of either "A"
or "B."
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.
NLT 2025-NQM1: S&P Assigns B (sf) Rating on Class B-2 Notes
-----------------------------------------------------------
S&P Global Ratings assigned its ratings to NLT 2025-NQM1's
mortgage-backed notes.
The note issuance is an RMBS transaction backed by first-lien,
fixed- and adjustable-rate, fully amortizing residential mortgage
loans (some with interest-only periods) to both prime and nonprime
borrowers. The loans are secured by single-family residential
properties, planned-unit developments, two- to four-family units,
condominiums and two cooperative properties. The pool has 930
residential mortgage loans, including 29 loans that are
cross-collateralized loans backed by 145 properties for a total
property count of 1,046. The loans are QM safe harbor (APOR), QM
rebuttable presumption (APOR), non-QM/ATR-compliant, or
ATR-exempt.
The ratings reflect S&P's view of:
-- The pool's collateral composition;
-- The credit enhancement provided in the transaction;
-- The representation and warranty framework;
-- The pool's geographic concentration;
-- The transaction's associated structural mechanics; and
-- The transaction's mortgage loan originators/aggregator.
S&P said, "Our U.S. economic outlook, which that considers our
current projections for U.S. economic growth, unemployment rates,
and interest rates, as well as our view of housing fundamentals.
Our economic outlook is updated, if necessary, when these
projections change materially."
Ratings Assigned
NLT 2025-NQM1(i)
Class A-1, $258,650,000: AAA (sf)
Class A-2, $28,820,000: AA (sf)
Class A-3, $42,380,000: A (sf)
Class M-1, $17,900,000: BBB (sf)
Class B-1, $12,620,000: BB (sf)
Class B-2, $10,550,000: B (sf)
Class B-3, $5,846,248: NR
Class XS, notional(ii): NR
Class PT, $376,766,248: NR
Class A-IO-S, notional(ii): NR
Class R, N/A: NR
(i)The ratings address the ultimate payment of interest and
principal and do not address payment of cap carryover amounts.
(ii)The notional amount will equal the aggregate stated principal
balance of the mortgage loans as of the first day of the related
due period and is initially $376,766,248.
N/A--Not applicable.
NR--Not rated.
OAKTREE CLO 2025-33: S&P Assigns Prelim BB- (sf) Rating on E Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Oaktree CLO
2025-33 Ltd./Oaktree CLO 2025-33 LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by Oaktree CLO Management.
The preliminary ratings are based on information as of Nov. 21,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Ratings Assigned
Oaktree CLO 2025-33 Ltd./Oaktree CLO 2025-33 LLC
Class A-1, $240.00 million: AAA (sf)
Class A-2, $16.00 million: AAA (sf)
Class B, $48.00 million: AA (sf)
Class C (deferrable), $24.00 million: A (sf)
Class D-1 (deferrable), $18.00 million: BBB+ (sf)
Class D-2 (deferrable), $6.00 million: BBB- (sf)
Class D-3 (deferrable), $4.00 million: BBB- (sf)
Class E (deferrable), $12.00 million: BB- (sf)
Subordinated notes, $38.50 million: Not rated
OBX 2025-NQM22: Fitch Gives 'B-(EXP)sf' Rating on Class B2 Certs
----------------------------------------------------------------
Fitch Ratings expects to rate the residential mortgage-backed
certificates issued by OBX 2025-NQM22 Trust (OBX 2025-NQM22).
Entity/Debt Rating
----------- ------
OBX 2025-NQM22
A1 LT AAA(EXP)sf Expected Rating
A1A LT AAA(EXP)sf Expected Rating
A1B LT AAA(EXP)sf Expected Rating
A2 LT AA(EXP)sf Expected Rating
A3 LT A(EXP)sf Expected Rating
M1 LT BBB-(EXP)sf Expected Rating
B1 LT BB-(EXP)sf Expected Rating
B2 LT B-(EXP)sf Expected Rating
B3 LT NR(EXP)sf Expected Rating
A-IO-S LT NR(EXP)sf Expected Rating
XS LT NR(EXP)sf Expected Rating
R LT NR(EXP)sf Expected Rating
Transaction Summary
Fitch expects to rate the residential mortgage-backed notes issued
by the OBX 2025-NQM22 Trust as indicated above. The transaction is
scheduled to close on Nov. 26, 2025. The notes are supported by 829
loans with an unpaid principal balance (UPB) of approximately $438
million as of the cutoff date. The pool consists of fixed-rate
mortgages (FRMs) and adjustable-rate mortgages (ARMs) acquired by
Annaly Capital Management, Inc. from various originators and
aggregators.
The loans will be serviced by Select Portfolio Servicing, Inc.
(SPS; RPS1-/Stable) and NewRez LLC (dba Shellpoint Mortgage
Servicing; RPS2+/Stable). Computershare Trust Company, National
Association (BBB+/Stable) will act as master servicer.
Distributions of principal and interest (P&I), as well as loss
allocations, are based on a modified sequential-payment structure.
The transaction has a stop-advance feature through which the P&I
advancing party will cover delinquent P&I for up to 120 days. Of
the loans, approximately 42.1% by loan count are designated
non-qualified mortgages (non-QM, or NQM), while the remaining 57.9%
are either qualified mortgage loans or investment properties not
subject to the ability-to-repay (ATR) rule.
KEY RATING DRIVERS
Credit Risk of Mortgage Assets (Positive): RMBS transactions are
directly affected by the performance of the underlying residential
mortgages or mortgage-related assets. Fitch analyzes loan-level
attributes and macroeconomic factors to assess the credit risk and
expected losses. OBX 2025-NQM22 has a Final PD of 34.27% in the
'AAA' rating stress. Fitch's Final Loss Severity in the 'AAAsf'
rating stress is 40.12%. The expected loss in the 'AAAsf' rating
stress is 13.75%.
Structural Analysis (Mixed): The mortgage cash flow and loss
allocation in OBX 2025-NQM22 are based on a modified sequential
structure whereby the principal is distributed pro rata among the
senior certificates while shutting out the subordinate bonds from
principal until all senior classes are reduced to zero. If a
cumulative loss trigger event or delinquency trigger event occurs
in a given period, principal will be distributed sequentially to
the class A-1A, A-1B, A-2 and A-3 notes until each class balance is
reduced to zero.
The structure includes a step-up coupon feature where the fixed
interest rate for class A-1A, A-1B, A-2 and A-3 will increase by
150bps, subject to the net WAC, starting on the December 2029
payment date. This reduces the modest excess spread available to
repay losses. Starting on the December 2029 payment date, interest
distribution amounts otherwise allocable to the unrated class B-3,
to the extent available, may be used to reimburse any unpaid cap
carryover amount for class A-1A, A-1B, A-2 and A-3 as well as class
M-1 and B-1 notes if issued on the closing date with a fixed
interest rate.
Fitch analyses the capital structure to determine the adequacy of
the transaction's Credit Enhancement (CE) to support payments on
the securities under multiple scenarios incorporating Fitch's loss
projections derived from the asset analysis. Fitch applies its
assumptions for defaults, prepayments, delinquencies and interest
rate scenarios. The credit enhancement for all ratings were
sufficient for the given rating levels. The credit enhancement for
a given rating exceeded the expected losses of that rating stress
to address the structures recoupment of advances and leakage of
principal to more subordinate classes.
Operational Risk Analysis: Fitch considers originator and servicer
capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 100.0% of the loans in the transaction. Fitch applies
a 5bp z-score reduction for loans fully reviewed by the TPR firm
and have a final grade of either 'A' or 'B'.
Counterparty and Legal Analysis: Fitch expects all relevant
transaction parties to conform with the requirements described in
its Global Structured Finance Rating Criteria. Relevant parties are
those whose failure to perform could have a material outcome on the
performance of the transaction. Additionally, all legal
requirements should be satisfied to fully de-link the transaction
from any other entities. Fitch expects OBX 2025-NQM22 to be fully
de-linked and bankruptcy remote SPV. All transaction parties and
triggers align with Fitch expectations.
Rating Cap Analysis: Common rating caps in U.S. RMBS may include,
but are not limited to, new product types with limited or volatile
historical data and transactions with weak operational or
structural/counterparty features. These considerations do not apply
to OBX 2025-NQM22 and therefore Fitch is comfortable rating to the
highest possible rating at 'AAAsf' without any rating caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper market value declines (MVDs) than
assumed at the MSA level. Sensitivity analysis was conducted at the
state and national levels to assess the effect of higher MVDs for
the subject pool as well as lower MVDs, illustrated by a gain in
home prices.
This defined negative rating sensitivity analysis demonstrates how
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0% and 30.0%, in addition to the
model-projected 37.6%, at 'AAA'. The analysis indicates some
potential rating migration, with higher MVDs for all rated classes
compared with the model projection. Specifically, a 10% additional
decline in home prices would lower all rated classes by one full
category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analysis was conducted at the state and national levels
to assess the effect of higher MVDs for the subject pool as well as
lower MVDs, illustrated by a gain in home prices.
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those being assigned ratings of
'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) for
SitusAMC, Canopy, Clarifii and Evolve, all assessed as an
'Acceptable' TPR firm by Fitch. The third-party due diligence
described in Form 15E focused on three areas: compliance review,
credit review and valuation review. Third-party due diligence was
performed on 100.0% of the loans in the transaction, and all
reviewed loans were graded "A" or "B".
Fitch considered this information in its analysis and, as a result,
Fitch applies an approximate 5-bp origination PD credit for loans
fully reviewed by the TPR firm and have a final grade of either "A"
or "B."
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.
OBX 2025-R1: S&P Assigns Prelim B- (sf) Rating on Class B-2 Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to OBX 2025-R1
Trust's mortgage-backed notes.
The note issuance is an RMBS securitization backed by primarily
seasoned first-lien, fixed- and adjustable-rate residential
mortgage loans, including mortgage loans with initial interest-only
periods, to both prime and non-prime borrowers. The loans are
secured by single-family residences, planned-unit developments,
two- to four-family residential properties, and condominiums. The
pool has 856 loans, mostly composed of non-qualified
mortgage/ability-to-repay (ATR) compliant and ATR-exempt loans.
The preliminary ratings are based on information as of Nov. 21,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect S&P's view of:
-- The pool's collateral composition;
-- The transaction's credit enhancement, associated structural
mechanics, representation and warranty framework, and geographic
concentration;
-- The mortgage aggregator, Onslow Bay Financial LLC, and the S&P
Global Ratings-reviewed mortgage originators;
-- The 100% due diligence results consistent with represented loan
characteristics; and
-- S&P's outlook that considers our current projections for U.S.
economic growth, unemployment rates, and interest rates, as well as
its view of housing fundamentals, and is updated, if necessary,
when these projections change materially.
Preliminary Ratings Assigned(i)
OBX 2025-R1 Trust
Class A-1A, $274,744,000: AAA (sf)
Class A-1B, $40,793,000: AAA (sf)
Class A-1(ii), $315,537,000: AAA (sf)
Class A-2, $21,621,000: AA (sf)
Class A-3, $33,859,000: A (sf)
Class M-1, $16,725,000: BBB- (sf)
Class B-1, $9,178,000: BB- (sf)
Class B-2, $6,323,000: B- (sf)
Class B-3, $4,692,187: NR
Class A-IO-S, notional(iii): NR
Class XS, notional(iv): NR
Class R, not applicable: NR
(i)The preliminary ratings address the ultimate payment of interest
and principal. They do not address the payment of the cap carryover
amounts.
(ii)The class A-1 notes are exchangeable.
(iii)The class A-IO-S notes will have a notional amount equal to
the aggregate stated principal balance of the SPS-serviced mortgage
loans and Shellpoint-serviced mortgage loans as of the first day of
the related due period and will not be entitled to payments of
principal.
(iv)The notional amount will equal the aggregate stated principal
balance of the mortgage loans as of the first day of the related
due period and is initially $407,935,188.
NR--Not rated.
SPS--Select Portfolio Servicing Inc.
Shellpoint--NewRez LLC doing business as Shellpoint Mortgage
Servicing.
OCP CLO 2014-5: S&P Assigns B+ (sf) Rating on Class D-R Notes
-------------------------------------------------------------
S&P Global Ratings completed its review of 13 classes from OCP CLO
2014-5 Ltd. and OCP CLO 2019-16 Ltd., which are broadly syndicated
U.S. CLO transactions managed by Onex Credit Partners LLC. Of the
reviewed ratings, S&P raised four, lowered two, affirmed six, and
withdrew one. At the same time, S&P removed two of the ratings from
CreditWatch with positive implications and three of the ratings
from CreditWatch with negative implications, where they had been
placed on Oct. 10, 2025.
S&P said, "The rating actions follow our review of each
transaction's performance using data from their respective trustee
reports. In our review, we analyzed each transaction's performance
and cash flows and applied our global corporate CLO criteria in our
rating decisions."
The transactions have all exited their reinvestment periods and are
paying down the debt in the order specified in their respective
documents.
S&P said, "In line with our criteria, our cash flow scenarios
applied forward-looking assumptions on the expected timing and
pattern of defaults and recoveries upon default under various
interest rate and macroeconomic scenarios. In addition, our
analysis considered each transaction's ability to pay timely
interest and/or ultimate principal to each of the rated tranches.
The results of the cash flow analysis--and other qualitative
factors as applicable--demonstrated, in our view, that all the
rated outstanding classes have adequate credit enhancement
available at the rating levels associated with these rating
actions.
"While each class's indicative cash flow results are a primary
factor, we also incorporated other considerations into our decision
to raise, lower, or affirm ratings or limit rating movements."
These considerations typically include:
-- Whether the CLO is reinvesting or paying down its debt;
-- Existing subordination or overcollateralization (O/C) levels
and recent trends;
-- The cushion available for coverage ratios and comparative
analysis with other CLO classes with similar ratings;
-- Forward-looking scenarios for 'CCC' and 'CCC-' rated
collateral, as well as collateral with stressed market values;
-- Current concentration levels;
-- The risk of imminent default or dependence on favorable market
conditions to meet obligations; and
-- Additional sensitivity runs to account for any of the other
considerations.
The upgrades primarily reflect the classes' increased credit
support due to senior debt paydowns, improved O/C levels, and
passing cash flow results at higher rating levels.
The downgrades primarily reflect the classes' indicative cash flow
results, negative migration in portfolio credit quality, increased
concentration risk, and decline in the weighted recovery rate in
its respective portfolio.
The affirmations reflect S&P's view that the available credit
enhancement for each respective class is still commensurate with
the assigned ratings.
S&P said, "Although our cash flow analysis indicated a different
rating for some classes of debt, we performed the rating actions
after considering one or more qualitative factors listed above. The
ratings list highlights the key performance metrics behind the
specific rating actions.
"We will continue to review whether, in our view, the ratings
assigned to the notes remain consistent with the credit enhancement
available to support them and will take rating actions as we deem
necessary."
Ratings list
Rating
Issuer
Class CUSIP To From
OCP CLO 2014-5 Ltd. 2014-5
Class A-1-R 67102SAL8 NR AAA (sf)
Rationale: Class has been paid down.
OCP CLO 2014-5 Ltd. 2014-5
Class A-2-R 67102SAN4 AAA (sf) AAA (sf)
Rationale: Cash flow passes at the current rating level.
OCP CLO 2014-5 Ltd. 2014-5
Class B-R 67102SAQ7 AAA (sf) AA- (sf)/Watch Pos
Rationale: Upgraded based on senior debt paydowns, improvement
in O/C, and passing cash flows at new rating level.
OCP CLO 2014-5 Ltd. 2014-5
Class C-R 67102SAS3 A+ (sf) BBB- (sf)/Watch
Pos
Rationale: Upgraded based on senior debt paydowns, improvement
in O/C, and passing cash flows at the new rating level.
OCP CLO 2014-5 Ltd. 2014-5
Class D-R 67103SAJ2 B+ (sf) B+ (sf)/Watch Neg
Rationale: Though S&P's cash flows pointed to a lower rating,
it affirmed the rating after considering the portfolio's exposure
to 'CCC'/'CCC-' rated assets, its current O/C--which has improved
primarily due to paydowns and is commensurate with a B+ rating of
other CLO tranches--and forward looking expectation that continued
paydowns are likely to increase its credit support.
OCP CLO 2014-5 Ltd. 2014-5
Class E-R 67103SAL7 CCC- (sf) CCC+ (sf)/Watch
Neg
Rationale: The downgrade is based on failing cash flows and a
decline in current credit enhancement. S&P said, "We believe this
class aligns with our definition of 'CCC' and depends on favorable
business, financial, and economic conditions to meet its financial
commitment. At this time, we did not downgrade this class to 'CC
(sf)' because we don't consider its default to be virtually
certain."
OCP CLO 2019-16 Ltd.
Class A loans AAA (sf) AAA (sf)
Rationale: Cash flow passes at the current rating level.
OCP CLO 2019-16 Ltd.
Class A-R 67570QAK7 AAA (sf) AAA (sf)
Rationale: Cash flow passes at the current rating level.
OCP CLO 2019-16 Ltd.
Class B loans AA+ (sf) AA (sf)
Rationale: Tranche upgraded based on senior debt paydowns,
improvement in O/C, and passing cash flows at the new rating level.
S&P said, "While our base-case analysis indicated a higher rating,
our rating action took into account the current credit enhancement
and the results of additional sensitivity analyses that considered
the exposures to both 'CCC'/'CCC-' rated assets and to assets
trading at low market values."
OCP CLO 2019-16 Ltd.
Class B-R 67570QAM3 AA+ (sf) AA (sf)
Rationale: Tranche upgraded based on senior debt paydowns,
improvement in O/C, and passing cash flows at the new rating level.
S&P said, "While our base-case analysis indicated a higher rating,
our rating action took into account the curent credit enhancement
and the results of additional sensitivity analyses that considered
the exposures to both 'CCC'/'CCC-' rated assets and to assets
trading at low market values."
OCP CLO 2019-16 Ltd.
Class C-R 67570QAP6 A (sf) A (sf)
Rationale: S&P said, "Though tranche rating indicates
potential for a higher rating, we affirmed the rating based on its
current credit enhancement and after considering the results of
additional sensitivity analyses to test the exposure to
'CCC'/'CCC-' rated assets and to assets trading at low market
values. We also noted the slower pace of paydowns due to holdback
of some unscheduled principal proceeds (as permitted under the
transaction's documents)."
OCP CLO 2019-16 Ltd.
Class D-R 67570QAR2 BBB- (sf) BBB- (sf)
Rationale: S&P said, "Though tranche rating indicates
potential for a one notch higher rating, we affirmed the rating
based on its current credit enhancement and after considering the
results of additional sensitivity analyses to test the exposure to
'CCC'/'CCC-' rated assets and to assets trading at low market
values. We also noted the slower pace of paydowns due to holdback
of some unscheduled principal proceeds (as permitted under the
transaction's documents)."
OCP CLO 2019-16 Ltd.
Class E-R 67570RAE9 B (sf) BB- (sf)/Watch Neg
Rationale: Downgraded following the decline in credit support
and failing cash flows at the previous rating level. S&P said,
"While our base-case analysis indicated a lower rating, our rating
action took into account the lower 'CCC' bucket, its current credit
enhancement, and the overall improvement in credit quality of the
portfolio."
NR--Not rated.
O/C--Overcollateralization.
OCTANE RECEIVABLES 2025-RVM1: S&P Assigns 'BB+' Rating on E Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Octane Receivables Trust
2025-RVM1's asset-backed notes.
The note issuance is an ABS transaction backed by consumer
recreational vehicles and marine receivables.
The ratings reflect S&P's view of:
-- The availability of approximately 49.60%, 39.26%, 30.39%,
21.74%, and 18.11% in credit support, including excess spread, for
the class A, B, C, D, and E notes, respectively, based on stressed
cash flow scenarios. These credit support levels provide at least
4.00x, 3.20x, 2.55x, 1.85x, and 1.58x coverage of our stressed net
loss levels for the class A, B, C, D, and E notes, respectively.
-- The timely payment of interest and principal by the designated
legal final maturity dates under our stressed cash flow modeling
scenarios, which S&P believes are appropriate for the assigned
ratings.
-- The expectation that under a moderate ('BBB') stress scenario
(2.00x S&P's expected loss level), all else being equal, its
ratings will be within the credit stability limits specified in
section A.4 of the Appendix in "S&P Global Ratings Definitions,"
published Dec. 2, 2024.
-- The collateral characteristics of the amortizing pool, which
includes approximately 94.0% recreational vehicles and 6.0% marine
receivables (primarily pontoon-hybrids, at 2.5% of the pool).
-- The transaction's credit enhancement in the form of
subordination, overcollateralization that builds to a target level
of 7.25% of the current receivables balance (subject to a floor of
7.25% of the initial receivables balance), a nonamortizing reserve
account, and excess spread.
-- The transaction's payment and legal structures.
Ratings Assigned
Octane Receivables Trust 2025-RVM1
Class A, $128.250 million: AAA (sf)
Class B, $28.125 million: AA (sf)
Class C, $27.000 million: A (sf)
Class D, $22.500 million: BBB (sf)
Class E, $13.500 million: BB+ (sf)
ORION CLO 2023-1: Fitch Assigns BB-sf Final Rating on Cl. E-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to
Orion CLO 2023-1 Ltd. reset transaction.
Entity/Debt Rating
----------- ------
Orion CLO
2023-1 Ltd.
A-1-R LT AAAsf New Rating
A-2-R LT AAAsf New Rating
B-R LT AAsf New Rating
C-R LT Asf New Rating
D-1-R LT BBB-sf New Rating
D-2-R LT BBB-sf New Rating
E-R LT BB-sf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
Orion CLO 2023-1 Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) managed by Antares Liquid
Credit Strategies LLC. that originally closed in October 2023. On
Nov. 19, 2025, all existing secured notes will be redeemed in full
using net proceeds from the issuance of new secured notes. Together
with the existing subordinated notes, the transaction will finance
a portfolio of approximately $450 million of primarily first lien
senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+/B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.25 and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 96.07%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.61% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 43% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'A-sf' and 'AAAsf' for class A-1-R, between
'A-sf' and 'AA+sf' for class A-2-R, between 'BBB-sf' and 'A+sf' for
class B-R, between 'BB-sf' and 'BBB+sf' for class C-R, between less
than 'B-sf' and 'BB+sf' for class D-1-R, and between less than
'B-sf' and 'BB+sf' for class D-2-R and between less than 'B-sf' and
'B+sf' for class E-R.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-1-R and class
A-2-R notes as these notes are in the highest rating category of
'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B-R, 'AAsf' for class C-R, 'A-sf'
for class D-1-R, and 'BBB+sf' for class D-2-R and 'BBB-sf' for
class E-R.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Orion CLO 2023-1
Ltd.
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.
PRPM 2025-NQM5: DBRS Finalizes B(high) Rating on Class B2 Certs
---------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Mortgage-Backed Pass-Through Certificates, Series 2025-NQM5 (the
Certificates) issued by PRPM 2025-NQM5 Trust as follows:
-- $241.4 million Class A-1A at AAA (sf)
-- $39.6 million Class A-1B at AAA (sf)
-- $281.0 million Class A-1 at AAA (sf)
-- $20.5 million Class A-1F at AAA (sf)
-- $20.5 million Class A-1IO at AAA (sf)
-- $26.2 million Class A-2 at AA (high) (sf)
-- $35.3 million Class A-3 at A (high) (sf)
-- $26.4 million Class M-1 at BBB (sf)
-- $14.7 million Class B-1 at BB (high) (sf)
-- $6.6 million Class B-2 at B (high) (sf)
The AAA (sf) credit rating on the Class A-1 Certificates reflects
29.10% of credit enhancement provided by the subordinated
certificates. The AA (high) (sf), A (high) (sf), BBB (sf), BB
(high) (sf) and B (high) (sf) credit ratings reflect 22.95%,
14.65%, 8.45%, 5.00%, and 3.45% of credit enhancement,
respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
This transaction is a securitization of a portfolio of fixed- and
adjustable-rate expanded prime and nonprime first-lien residential
mortgages funded by the issuance of the Certificates. The
Certificates are backed by 885 mortgage loans with a total
principal balance of $425,246,625 as of the Cut-Off Date (September
30, 2025).
PRPM 2025-NQM5 represents the 13th securitization issued from the
PRPM NQM shelf, which is backed by both non-qualified mortgages
(non-QM) and business purpose investment property loans
underwritten using debt service coverage ratios (DSCR). PRP VI AIV
Holdings, LLC a fund owned by the aggregator, Balbec Capital LP &
PRP Advisors, LLC (PRP), serves as the Sponsor of this
transaction.
Hometown Equity Mortgage, LLC, the Lender d/b/a Hometown Equity
(26.9%), OCMBC aka LoanStream (22.6%) and Champions Funding (11.9%)
are the largest originators of the mortgage loans. Fay Servicing,
LLC (Fay; 57.2%), NewRez LLC d/b/a Shellpoint Mortgage Servicing
(Shellpoint; 35.7%), Selene Finance LP (Selene, 6.9%) and SN
Servicing Corporation (SNSC, 0.3%) are the Servicers of the loans
in this transaction. PRP will act as Servicing Administrator. U.S.
Bank Trust Company, National Association (rated AA with a Stable
trend by Morningstar DBRS) will act as Trustee, Securities
Administrator, and Certificate Registrar. U.S. Bank National
Association will act as Custodian.
For 34.1% of the pool, the mortgage loans were underwritten to
program guidelines for business-purpose loans that are designed to
rely on property value, the mortgagor's credit profile, and DSCR,
where applicable. Approximately 4.9% of the pool are CDFI No Ratio
loans and 8.2% of the pool are investment property loans
underwritten using debt-to-income ratios (DTI). Because these loans
were made to borrowers for business purposes, they are exempt from
the Consumer Financial Protection Bureau's Ability-to-Repay (ATR)
rules and TILA/RESPA Integrated Disclosure rule.
For 52.9% of the pool, the mortgage loans were originated to
satisfy the Consumer Financial Protection Bureau's (CFPB)
Ability-to-Repay (ATR) rules but were made to borrowers who
generally do not qualify for agency, government, or private-label
nonagency prime jumbo products for various reasons. Approximately
43.8% of the loans were originated in accordance with the QM/ATR
rules, these loans are designated as non-QM. Remaining loans
subject to the ATR rules are designated as QM Safe Harbor (2.9%),
and QM Rebuttable Presumption (0.5%) by unpaid principal balance
(UPB).
The Sponsor, a majority-owned affiliate of the Sponsor, will retain
an eligible horizontal interest of at least 5% of the aggregate
fair value of the Certificates to satisfy the credit risk-retention
requirements under Section 15G of the Securities Exchange Act of
1934 and the regulations promulgated thereunder, such retention
aligns Sponsor and investor interest in the capital structure.
On or after the earlier of (1) the distribution date in November
2028 or (2) the date when the aggregate UPB of the mortgage loans
is reduced to 30% of the Cut-Off Date balance, the Depositor, at
its option, may redeem all of the outstanding Certificates at a
price equal to the class balances of the related Certificates plus
accrued and unpaid interest, including any Cap Carryover Amounts,
any deferred amounts, and other fees, expenses, indemnification and
reimbursement amounts described in the transaction documents
(Optional Redemption). An Optional Redemption will be followed by a
qualified liquidation.
The Sponsor will have the option, but not the obligation, to
repurchase any mortgage loan that becomes 60 or more days
delinquent under the Mortgage Bankers Association (MBA) method at
the Repurchase Price (par plus interest), provided that such
repurchases in aggregate do not exceed 10% of the total principal
balance as of the Cut-Off Date.
For this transaction, the Servicers will not fund advances of
delinquent principal and interest (P&I) on any mortgage. However,
the Servicers are obligated to make advances in respect of taxes,
insurance premiums, and reasonable costs incurred in the course of
servicing and disposing of properties (servicing advances).
The transaction's cash flow structure is generally similar to that
of other non-QM securitizations.
The transaction employs a sequential-pay cash flow structure with a
pro rata principal distribution among the senior tranches subject
to certain performance triggers related to cumulative losses or
delinquencies exceeding a specified threshold (Credit Event). In
the case of a Credit Event, principal proceeds will be allocated to
cover interest shortfalls on the Class A-1A then A-1B, sequentially
on one hand and concurrently to the Class A-1F and Class A-1IO
Certificates on the other hand. This then is followed by a
reduction of the Class A-1A then A-1B certificate balances then a
reduction of the Class A-1F, and Class A-1IO certificate balances,
before an allocation of interest then principal to the Class A-2
(IPIP) followed by a similar allocation of funds to the other
classes. For the Class A-3 Certificates (only after a Credit Event)
and for the mezzanine and subordinate classes of Certificates (both
before and after a Credit Event), principal proceeds will be
available to cover interest shortfalls only after the more senior
Certificates have been paid off in full. Also, the excess spread
can be used to cover realized losses first before being allocated
to unpaid Cap Carryover Amounts due to Class A-1A, A-1B, A-2, A-3,
M-1, B-1 and B-2.
For this transaction, the Class A-1, A-2, and A-3 fixed rates step
up by 100 basis points on and after the payment date in November
2029. On or after November 2029, interest and principal otherwise
payable to the Class B-3 may also be used to pay the Class A-1A,
A-1B, A-1F, A-1IO, A-2, and A-3 Certificates Cap Carryover Amounts
after the Class A coupons step up.
Notes: All figures are in U.S. dollars unless otherwise noted.
PRPM 2025-RCF6: Fitch Assigns 'BB-(EXP)sf' Rating on Cl. M-2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned expected ratings to the mortgage-backed
notes issued by PRPM 2025-RCF6, LLC (PRPM 2025-RCF6).
Entity/Debt Rating
----------- ------
PRPM 2025-RCF6
A-1 LT AAA(EXP)sf Expected Rating
A-2 LT AA-(EXP)sf Expected Rating
A-3 LT A-(EXP)sf Expected Rating
M-1 LT BBB-(EXP)sf Expected Rating
M-2 LT BB-(EXP)sf Expected Rating
B LT NR(EXP)sf Expected Rating
CERT LT NR(EXP)sf Expected Rating
Transaction Summary
Fitch expects to rate the series 2025-RCF6 residential
mortgage-backed notes to be issued by PRPM 2025-RCF6, LLC, as
indicated above. The notes are supported by 734 loans with a
balance of $247.69 million as of the cutoff date. This will be the
tenth PRPM RCF transaction to be rated by Fitch and the fifth RCF
transaction of 2025.
The notes are secured by a pool of recently originated and
seasoned, fixed-rate and adjustable-rate, fully amortizing,
interest-only and balloon, performing and re-performing mortgage
loans secured by first and second liens on generally single-family
residential properties, planned unit developments, condominiums,
two- to four-family residential properties, manufactured housing,
townhouses, multiple properties, and co-operative shares.
Based on the transaction documents, 85.01% of the pool loans
represent collateral with a defect or exception to guidelines that
preclude the loans from a government-sponsored entity (GSE) pool
(scratch and dent, (S&D)). The remaining loans are reperforming
loans or seasoned Non-QM loans.
The loans were originated by various originators, with no
originator contributing more than 10% to the pool. Following the
servicing transfer, which will take place on or before 45 days
after the closing date, SN Servicing Corp. (SNSC), rated 'RSS3' by
Fitch, will service 87.21% of the loans and Fay Servicing, rated
'RSS2' by Fitch, will service 12.79%.
The vast majority of the loans adhere to QM or are exempt from QM
Rules. Fitch did not adjust the QM status in its analysis under the
revised "US RMBS Rating Criteria."The offered A and M notes are
fixed rate and capped at available funds. The B note is a
principal-only (PO) bond and is not entitled to interest. Similar
to non-QM transactions, Classes A and M have a step-up coupon
feature that is triggered if the deal is not called in December
2029.
Fitch was only asked to rate Class A-1, A-2, A-3, and M-1 and M-2
notes.
KEY RATING DRIVERS
Credit Risk of Nonprime Credit Quality Prime Mortgage Assets
(Negative): RMBS transactions are directly affected by the
performance of the underlying residential mortgages or
mortgage-related assets. Fitch analyzes loan-level attributes and
macroeconomic factors to assess the credit risk and expected
losses.
The borrowers in this pool have relatively strong credit profiles
with a Fitch-determined weighted average (WA) FICO score of 727,
and a 41.72% Fitch-determined debt-to-income ratio (DTI). The
borrowers also have moderate leverage, with an original combined
loan-to-value ratio (CLTV), as determined by Fitch, of 81.92%,
translating to a Fitch-calculated sustainable loan-to-value ratio
(sLTV) of 82.23%.
Of the loans in the pool, 85.0% are loans that are considered S&D,
6.2% are RPL, 8.8%are seasoned NonQM.
The majority of the loans are underwritten to full documentation
guidelines, but 18% have less than full documentation (bank
statement, DSCR, other).
PRPM 2025.-RCF6. has a Final PD of 47.62% in the 'AAA' rating
stress. Fitch's Final Loss Severity in the 'AAAsf' rating stress is
57.81%. The expected loss in the 'AAAsf' rating stress is 27.53%.
Structural Analysis (Mixed): Sequential mortgage cash flow an
Overcollateralization in PRPM 2025-RCF
The transaction utilizes a sequential-payment structure with no
advances of delinquent (DQ) principal or interest. The transaction
also includes a structural feature where it reallocates interest
from the more junior classes to pay principal on the more senior
classes on or after the occurrence of a credit event. The amount of
interest paid out as principal to the more senior classes is added
to the balance of the affected junior classes. This feature allows
for a faster paydown of the senior classes.
An offset to the positive feature of the sequential structure is
that the transaction will not write down the bonds due to potential
losses or undercollateralization. In periods of adverse
performance, the subordinate bonds will continue to be paid
interest, at the expense of principal payments that otherwise would
support the more senior bonds; in a more traditional structure, the
subordinate bonds would be written down and accrue a smaller amount
of interest. The potential for increasing amounts of
undercollateralization is partially mitigated by reallocation of
available funds after a credit event.
The servicers will not be advancing DQ monthly payments of
principal and interest (P&I). Because P&I advances made on behalf
of loans that become DQ and eventually liquidate reduce liquidation
proceeds to the trust, the loan-level LS is less in this
transaction than for those where the servicer is obligated to
advance P&I. To provide liquidity and ensure timely interest will
be paid to the 'AAAsf' rated classes and ultimate interest will be
paid on the remaining rated classes, principal will need to be used
to pay for interest accrued on DQ loans. This will result in stress
on the structure and the need for additional credit enhancement
(CE) compared to a pool with limited advancing.
In this structure, interest payments and fees are paid from the
interest waterfall prior to the occurrence of a credit event. The
principal waterfall will pay any current and unpaid accrued
interest amounts to the classes prior to principal being paid
sequentially, starting with the Class A-1 prior to the occurrence
of a credit event. On and after the occurrence of a credit event,
fees will be paid out of available funds; after the fees are paid,
interest and principal will be paid out of available funds with
interest still being prioritized in the structure over the payment
of principal.
Coupons on the notes are based on the lower of the available funds
cap (AFC) and the stated coupon. If the AFC is paid, it is
considered a coupon cap shortfall (interest shortfall) and the
coupon cap shortfall amount is the difference between interest that
was paid (per the AFC) and what should have been paid based on the
stated coupon. If the transaction is not called on the expected
redemption date (December 2029), the coupons step up 100bps. Class
B and the certificate class will be issued as PO bonds and will not
accrue interest.
The transaction has overcollateralization (OC), which will provide
subordination and protect the classes from losses. Classes will not
be written down by realized losses.
Operational Risk Analysis (Negative): Fitch considers originator
and servicer capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 100% of the loans in the transaction by loan count.
For scratch and dent transactions credit is not given to loans with
a due diligence grade of A or B since these loans have a material
defect. The loans are penalized for having C and D grades.
Counterparty and Legal Analysis (Neutral): Fitch expects all
relevant transaction parties to conform with the requirements
described in its Global Structured Finance Rating Criteria.
Relevant parties are those whose failure to perform could have a
material outcome on the performance of the transaction.
Additionally, all legal requirements should be satisfied to fully
de-link the transaction from any other entities. Fitch expects PRPM
2025-RCF6 to be fully de-linked and bankruptcy remote SPV. All
transaction parties and triggers align with Fitch expectations.
Rating Cap Analysis (Positive): Common rating caps in U.S. RMBS may
include, but are not limited to, new product types with limited or
volatile historical data and transactions with weak operational or
structural/counterparty features. These considerations do not apply
to PRPM 2025-RCF6 and therefore Fitch is comfortable rating to the
highest possible rating at 'AAAsf' without any Rating Caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper market value declines (MVDs) than
assumed at the MSA level. Sensitivity analysis was conducted at the
state and national levels to assess the effect of higher MVDs for
the subject pool as well as lower MVDs, illustrated by a gain in
home prices.
This defined negative rating sensitivity analysis demonstrates how
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0% and 30.0%, in addition to the
model-projected 37.8%, at 'AAA'. The analysis indicates some
potential rating migration, with higher MVDs for all rated classes
compared with the model projection. Specifically, a 10% additional
decline in home prices would lower all rated classes by one full
category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analysis was conducted at the state and national levels
to assess the effect of higher MVDs for the subject pool as well as
lower MVDs, illustrated by a gain in home prices.
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those assigned ratings of 'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) by
several TPR firms, all assessed as an 'Acceptable' TPR firm by
Fitch. The third-party due diligence described in these Form 15Es
focused on regulatory compliance, credit, valuation, data
integrity, payment history, modification, and title/lien review, as
applicable to each TPR's scope of review.
ProTitle conducted title/lien reviews on 100 loans, and Infinity on
725 loans. Fitch also received servicer confirmations that the lien
status and payment history in the loan tape were accurate per their
records.
U.S. Bank National Association and Computershare conducted the
custodial reviews.
Fitch incorporated the due diligence results into its analysis.
Based on 100% due diligence coverage of the pool, Fitch raised loss
expectations to reflect findings such as missing HUD-1s, other
state compliance testing failures, ATR risk, high-cost issues,
property damage, TILA/RESPA violations, and timeline extensions for
missing documents only. Fitch also increased losses for exceptions
identified in the S&D loans. In total, losses at the 'AAAsf' rating
category were increased by approximately 402 bps to account for
both the due diligence findings and the S&D exceptions.
Fitch considered this information in its analysis and, as a result,
Fitch applies an approximate 5-bp origination PD credit for loans
fully reviewed by the TPR firm and have a final grade of either "A"
or "B."
DATA ADEQUACY
Fitch relied on an independent third-party due diligence review
performed on 100% of the loans. The third-party due diligence was
consistent with Fitch's "U.S. RMBS Rating Criteria."
The sponsor engaged the third-party review firms to perform the
review. Loans reviewed under these engagements were given initial
and final compliance grades (100% of the pool). The sponsor also
engaged AMC, Infinity and ProTitle to conduct a title review/lien
search. U.S Bank National Association and Computershare conducted
the custodial reviews. The servicers confirmed the lien position
for each loan and that the payment history provided in the loan
tape was accurate.
Fitch also received notes on exceptions based on the post close QC
performed by the GSEs the Scratch and Dent portion of the pool. The
GSE post close QC consisted of a review of compliance, credit, and
valuations. Fitch considers the scope of the GSE's credit and
valuation post close QC consistent with rating agency standards. As
a result, Fitch used the GSE's post close credit and valuation QC
for the non-seasoned loans in the pool since the scope is
consistent with Fitch's criteria. Fitch took these notes from the
GSE post close QC into account during its analysis of the
transaction.
Seasoned loans do not require a credit/valuation TPR review, per
Fitch's criteria. Fitch viewed this as acceptable given the loan
level R&Ws in the transaction, the conservative assumptions Fitch
used in its loss analysis and because compliance due diligence was
performed on the loans. Using a sample of loans is acceptable for
due diligence review, per Fitch's criteria.
TPR also performed a review of the payment history, a servicer
comment review, and a title/lien review. All of which are
consistent with Fitch's criteria.
An exception and waiver report was provided to Fitch, indicating
that the pool of reviewed loans has several exceptions and waivers.
Fitch determined that some of the exceptions and waivers do
materially affect the overall credit risk of the loans and
increased its loss expectations on these loans to account for the
issues found in the due diligence process on the loans that are
considered scratch and dent with material findings.
Fitch also utilized data files that were made available by the
issuer on its SEC Rule 17g-5 designated website. The loan-level
information Fitch received was provided in the American
Securitization Forum's (ASF) data layout format. The ASF data tape
layout was established with input from various industry
participants, including rating agencies, issuers, originators,
investors and others, to produce an industry standard for the
pool-level data in support of the U.S. RMBS securitization market.
The data contained in the data tape layout were populated by the
due diligence company and no material discrepancies were noted.
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.
RATE MORTGAGE 2025-J3: DBRS Finalizes B(low) Rating on Cl. B5 Notes
-------------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Mortgage-Backed Notes, Series 2025-J3 (the Notes) issued by RATE
Mortgage Trust 2025-J3 (RATE 2025-J3, or the Trust) as follows:
-- $150.4 million Class A-1 at AAA (sf)
-- $150.4 million Class A-2 at AAA (sf)
-- $150.4 million Class A-3 at AAA (sf)
-- $112.8 million Class A-4 at AAA (sf)
-- $112.8 million Class A-5 at AAA (sf)
-- $112.8 million Class A-6 at AAA (sf)
-- $90.2 million Class A-7 at AAA (sf)
-- $90.2 million Class A-8 at AAA (sf)
-- $90.2 million Class A-9 at AAA (sf)
-- $22.6 million Class A-10 at AAA (sf)
-- $22.6 million Class A-11 at AAA (sf)
-- $22.6 million Class A-12 at AAA (sf)
-- $60.2 million Class A-13 at AAA (sf)
-- $60.2 million Class A-14 at AAA (sf)
-- $60.2 million Class A-15 at AAA (sf)
-- $37.6 million Class A-16 at AAA (sf)
-- $37.6 million Class A-17 at AAA (sf)
-- $37.6 million Class A-18 at AAA (sf)
-- $38.1 million Class A-19 at AAA (sf)
-- $38.1 million Class A-20 at AAA (sf)
-- $38.1 million Class A-21 at AAA (sf)
-- $188.5 million Class A-22 at AAA (sf)
-- $188.5 million Class A-23 at AAA (sf)
-- $188.5 million Class A-24 at AAA (sf)
-- $188.5 million Class A-25 at AAA (sf)
-- $38.1 million Class A-26 at AAA (sf)
-- $150.4 million Class A-27 at AAA (sf)
-- $150.4 million Class A-29 at AAA (sf)
-- $150.4 million Class A-30 at AAA (sf)
-- $338.8 million Class A-X-1 at AAA (sf)
-- $150.4 million Class A-X-2 at AAA (sf)
-- $150.4 million Class A-X-3 at AAA (sf)
-- $150.4 million Class A-X-4 at AAA (sf)
-- $112.8 million Class A-X-5 at AAA (sf)
-- $112.8 million Class A-X-6 at AAA (sf)
-- $112.8 million Class A-X-7 at AAA (sf)
-- $90.2 million Class A-X-8 at AAA (sf)
-- $90.2 million Class A-X-9 at AAA (sf)
-- $90.2 million Class A-X-10 at AAA (sf)
-- $22.6 million Class A-X-11 at AAA (sf)
-- $22.6 million Class A-X-12 at AAA (sf)
-- $22.6 million Class A-X-13 at AAA (sf)
-- $60.2 million Class A-X-14 at AAA (sf)
-- $60.2 million Class A-X-15 at AAA (sf)
-- $60.2 million Class A-X-16 at AAA (sf)
-- $37.6 million Class A-X-17 at AAA (sf)
-- $37.6 million Class A-X-18 at AAA (sf)
-- $37.6 million Class A-X-19 at AAA (sf)
-- $38.1 million Class A-X-20 at AAA (sf)
-- $38.1 million Class A-X-21 at AAA (sf)
-- $38.1 million Class A-X-22 at AAA (sf)
-- $188.5 million Class A-X-23 at AAA (sf)
-- $188.5 million Class A-X-24 at AAA (sf)
-- $188.5 million Class A-X-25 at AAA (sf)
-- $338.8 million Class A-X-26 at AAA (sf)
-- $150.4 million Class A-X-27 at AAA (sf)
-- $38.1 million Class A-X-28 at AAA (sf)
-- $150.4 million Class A-X-29 at AAA (sf)
-- $150.4 million Class A-X-30 at AAA (sf)
-- $3.9 million Class B-1 at AA (sf)
-- $3.9 million Class B-1A at AA (sf)
-- $3.9 million Class B-X-1 at AA (sf)
-- $6.2 million Class B-2 at A (low) (sf)
-- $6.2 million Class B-2A at A (low) (sf)
-- $6.2 million Class B-X-2 at A (low) (sf)
-- $1.9 million Class B-3 at BBB (low) (sf)
-- $1.2 million Class B-4 at BB (low) (sf)
-- $885.0 thousand Class B-5 at B (low) (sf)
Classes A-X-1, A-X-2, A-X-3, A-X-4, A-X-5, A-X-6, A-X-7, A-X-8,
A-X-9, A-X-10, A-X-11, A-X-12, A-X-13, A-X-14, A-X-15, A-X-16,
A-X-17, A-X-18, A-X-19, A-X-20, A-X-21, A-X-22, A-X-23, A-X-24,
A-X-25, A-X-26, A-X-27, A-X-28, A-X-29, A-X-30, B-X-1, and B-X-2
are interest-only (IO) notes. The class balances represent notional
amounts.
Classes A-1, A-2, A-3, A-4, A-6, A-7, A-8, A-10, A-11, A-13, A-14,
A-15, A-16, A-17, A-19, A-20, A-22, A-23, A-24, A-25, A-26, A-29,
A-30, A-X-2, A-X-3, A-X-4, A-X-5, A-X-6, A-X-7, A-X-8, A-X-11,
A-X-14, A-X-15, A-X-16, A-X-17, A-X-20, A-X-23, A-X-24, A-X-25,
A-X-26, A-X-29, A-X-30, B-1, B-2, A-1L, A-2L, and A-3L are
exchangeable classes. These classes can be exchanged for
combinations of initial exchangeable notes as specified in the
offering documents.
Classes A-1, A-2, A-3, A-4, A-5, A-6, A-7, A-8, A-9, A-10, A-11,
A-12, A-13, A-14, A-15, A-16, A-17, A-18, A-27, A-1L, A-2L, and
A-3L are super senior tranches. These classes benefit from
additional protection from the senior support notes (Classes A-19,
A-20, A-21, A-26, A-29, and A-30) with respect to loss allocation.
The AAA (sf) credit ratings on the Certificates reflect 4.25% of
credit enhancement provided by subordinated certificates. The AA
(sf), A (low) (sf), BBB (low) (sf), BB (low) (sf), and B (low) (sf)
credit ratings reflect 3.15%, 1.40%, 0.85%, 0.50%, and 0.25% of
credit enhancement, respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
The Trust is a securitization of a portfolio of first-lien,
fixed-rate prime residential mortgages to be funded by the issuance
of the Notes. The Notes are backed by 343 loans with a total
principal balance of $353,876,297 as of the Cut-Off Date* (November
1, 2025).
*The collateral description and disclosure on the mortgage loans in
this report reflect the approximate aggregate characteristics as of
the Cut-Off Date unless otherwise specified.
Subsequent to the issuance of the related Presale Report, one loan
was paid in full and removed from the pool. The Notes are backed by
344 loans with a total principal balance of $354,773,048 in the
Presale Report Unless specified otherwise, all statistics regarding
the mortgage loans in this report are based off the Presale Report
balance.
Guaranteed Rate, Inc. (Guaranteed Rate), as the Sponsor, began
issuing prime jumbo securitizations from its RATE shelf in early
2021 and this transaction represents the 12th prime jumbo RATE
deal. The pool consists of fully amortizing fixed-rate mortgages
with original terms to maturity of 30 years and a weighted-average
loan age of two months.
All of the mortgage loans were originated by Guaranteed Rate, which
is also the Servicing Administrator and Sponsor of the transaction.
The loans will be serviced by ServiceMac, LLC. Computershare Trust
Company, N.A. (rated BBB (high) with a Stable trend by Morningstar
DBRS) will act as the Master Servicer, Loan Agent, Paying Agent,
Note Registrar, and Certificate Registrar. Deutsche Bank National
Trust Company will act as the Custodian. Wilmington Savings Fund
Society, FSB will serve as Trustee.
In an arrangement similar to those of the prior RATE
securitizations, the Servicing Administrator will fund advances of
delinquent principal and interest (P&I) on any mortgage until such
loan becomes 120 days delinquent or such P&I advances are deemed
unrecoverable by the Servicer or the Master Servicer (Stop-Advance
Loan). The Servicing Administrator will also fund advances in
respect of taxes, insurance premiums, and reasonable costs incurred
in the course of servicing and disposing properties.
The interest entitlements for each class in this transaction are
reduced reverse sequentially by the delinquent interest that would
have accrued on the Stop-Advance Loans. In other words, investors
are not entitled to any interest on such severely delinquent
mortgages, unless such interest amounts are recovered. The
delinquent interest recovery amounts, if any, will be distributed
sequentially to the P&I notes.
The Sponsor will have the option, but not the obligation, to
repurchase any mortgage loan that becomes 90 to 120 days delinquent
under the Mortgage Bankers Association method at a price equal to
par plus interest and unreimbursed servicing advance amounts,
provided that such repurchases in aggregate do not exceed 10% of
the total principal balance as of the Cut-Off Date.
The transaction employs a senior-subordinate, shifting-interest
cash flow structure that is enhanced from a pre-crisis structure.
This transaction allows for the issuance of Classes A-1L, A-2L, and
A-3L loans, which are the equivalent of ownership of Classes A-1,
A-2, and A-3 Notes, respectively. These classes are issued in the
form of a loan made by the investor to the issuer instead of a note
purchased by the investor. If these loans are funded at closing,
the holder may convert such class into an equal aggregate debt
amount of the corresponding Notes. There is no change to the
structure if these classes are elected.
Notes: All figures are in U.S. dollars unless otherwise noted.
RATE MORTGAGE 2025-J3: Moody's Assigns B3 Rating to Cl. B-5 Certs
-----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to 68 classes of
residential mortgage-backed securities (RMBS) issued by RATE
Mortgage Trust 2025-J3, and sponsored by Guaranteed Rate, Inc.
(GRI).
The securities are backed by a pool of prime jumbo (100.0% by
balance) residential mortgages originated by GRI and serviced by
ServiceMac, LLC.
The complete rating actions are as follows:
Issuer: RATE Mortgage Trust 2025-J3
Cl. A-1, Definitive Rating Assigned Aaa (sf)
Cl. A-2, Definitive Rating Assigned Aaa (sf)
Cl. A-3, Definitive Rating Assigned Aaa (sf)
Cl. A-4, Definitive Rating Assigned Aaa (sf)
Cl. A-5, Definitive Rating Assigned Aaa (sf)
Cl. A-6, Definitive Rating Assigned Aaa (sf)
Cl. A-7, Definitive Rating Assigned Aaa (sf)
Cl. A-8, Definitive Rating Assigned Aaa (sf)
Cl. A-9, Definitive Rating Assigned Aaa (sf)
Cl. A-10, Definitive Rating Assigned Aaa (sf)
Cl. A-11, Definitive Rating Assigned Aaa (sf)
Cl. A-12, Definitive Rating Assigned Aaa (sf)
Cl. A-13, Definitive Rating Assigned Aaa (sf)
Cl. A-14, Definitive Rating Assigned Aaa (sf)
Cl. A-15, Definitive Rating Assigned Aaa (sf)
Cl. A-16, Definitive Rating Assigned Aaa (sf)
Cl. A-17, Definitive Rating Assigned Aaa (sf)
Cl. A-18, Definitive Rating Assigned Aaa (sf)
Cl. A-19, Definitive Rating Assigned Aa1 (sf)
Cl. A-20, Definitive Rating Assigned Aa1 (sf)
Cl. A-21, Definitive Rating Assigned Aa1 (sf)
Cl. A-22, Definitive Rating Assigned Aaa (sf)
Cl. A-23, Definitive Rating Assigned Aaa (sf)
Cl. A-24, Definitive Rating Assigned Aaa (sf)
Cl. A-25, Definitive Rating Assigned Aaa (sf)
Cl. A-26, Definitive Rating Assigned Aa1 (sf)
Cl. A-27, Definitive Rating Assigned Aaa (sf)
Cl. A-29, Definitive Rating Assigned Aaa (sf)
Cl. A-30, Definitive Rating Assigned Aaa (sf)
Cl. A-X-1*, Definitive Rating Assigned Aa1 (sf)
Cl. A-X-2*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-3*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-4*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-5*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-6*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-7*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-8*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-9*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-10*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-11*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-12*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-13*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-14*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-15*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-16*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-17*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-18*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-19*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-20*, Definitive Rating Assigned Aa1 (sf)
Cl. A-X-21*, Definitive Rating Assigned Aa1 (sf)
Cl. A-X-22*, Definitive Rating Assigned Aa1 (sf)
Cl. A-X-23*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-24*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-25*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-26*, Definitive Rating Assigned Aa1 (sf)
Cl. A-X-27*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-28*, Definitive Rating Assigned Aa1 (sf)
Cl. A-X-29*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-30*, Definitive Rating Assigned Aaa (sf)
Cl. B-1, Definitive Rating Assigned Aa3 (sf)
Cl. B-X-1*, Definitive Rating Assigned Aa3 (sf)
Cl. B-1A, Definitive Rating Assigned Aa3 (sf)
Cl. B-2, Definitive Rating Assigned A3 (sf)
Cl. B-X-2*, Definitive Rating Assigned A3 (sf)
Cl. B-2A, Definitive Rating Assigned A3 (sf)
Cl. B-3, Definitive Rating Assigned Baa3 (sf)
Cl. B-4, Definitive Rating Assigned Ba2 (sf)
Cl. B-5, Definitive Rating Assigned B3 (sf)
*Reflects Interest-Only Classes
Moody's are withdrawing the provisional ratings for the Class A-1L
Loans, Class A-2L Loans, and Class A-3L Loans, assigned on November
4, 2025, because the Class A-1L, A-2L and A-3L Loans were not
funded on the closing date.
RATINGS RATIONALE
The ratings are based on the credit quality of the mortgage loans,
the structural features of the transaction, the origination quality
and the servicing arrangement, the third-party review, and the
representations and warranties framework.
Moody's expected loss for this pool in a baseline scenario-mean is
0.29%, in a baseline scenario-median is 0.12% and reaches 4.43% at
a stress level consistent with Moody's Aaa ratings.
PRINCIPAL METHODOLOGIES
The principal methodology used in rating all classes except
interest-only classes was "US Residential Mortgage-backed
Securitizations" published in August 2025.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings up. Losses could decline from Moody's original
expectations as a result of a lower number of obligor defaults or
appreciation in the value of the mortgaged property securing an
obligor's promise of payment. Transaction performance also depends
greatly on the US macro economy and housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's original expectations
as a result of a higher number of obligor defaults or deterioration
in the value of the mortgaged property securing an obligor's
promise of payment. Transaction performance also depends greatly on
the US macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
RCKT MORTGAGE 2025-CES11: Fitch Assigns 'Bsf' Rating on 6 Tranches
------------------------------------------------------------------
Fitch Ratings has assigned final ratings to the residential
mortgage-backed notes issued by RCKT Mortgage Trust 2025-CES11
(RCKT 2025-CES11).
Entity/Debt Rating Prior
----------- ------ -----
RCKT 2025-CES11
A-1 LT AAAsf New Rating AAA(EXP)sf
A-1A LT AAAsf New Rating AAA(EXP)sf
A-1AR LT AAAsf New Rating
A-1B LT AAAsf New Rating AAA(EXP)sf
A-1BR LT AAAsf New Rating
A-2 LT AAsf New Rating AA(EXP)sf
A-4 LT AAsf New Rating AA(EXP)sf
A-2R LT Asf New Rating
A-3 LT Asf New Rating A(EXP)sf
A-3R LT Asf New Rating
A-5 LT Asf New Rating A(EXP)sf
A-6 LT BBBsf New Rating BBB(EXP)sf
M-1 LT BBBsf New Rating BBB(EXP)sf
M-1R LT BBBsf New Rating
B-1 LT BBsf New Rating BB(EXP)sf
B-1A LT BBsf New Rating BB(EXP)sf
B-X-1A LT BBsf New Rating BB(EXP)sf
B-1B LT BBsf New Rating BB(EXP)sf
B-X-1B LT BBsf New Rating BB(EXP)sf
B-1R LT BBsf New Rating
B-2 LT Bsf New Rating B(EXP)sf
B-2A LT Bsf New Rating B(EXP)sf
B-2B LT Bsf New Rating B(EXP)sf
B-X-2A LT Bsf New Rating B(EXP)sf
B-X-2B LT Bsf New Rating B(EXP)sf
B-2R LT Bsf New Rating
B-3 LT NRsf New Rating NR(EXP)sf
B-3R LT NRsf New Rating
XS LT NRsf New Rating NR(EXP)sf
A-1L LT WDsf Withdrawn AAA(EXP)sf
Transaction Summary
The notes are supported by 5,669 closed-end second-lien (CES) loans
with a total balance of approximately $524 million as of the cutoff
date. The pool consists of CES mortgages acquired by Woodward
Capital Management LLC from Rocket Mortgage, LLC. Distributions of
principal and interest (P&I) and loss allocations are based on a
traditional senior-subordinate, sequential structure in which
excess cash flow can be used to repay losses or net weighted
average coupon (WAC) shortfalls.
Fitch has withdrawn the expected rating of 'AAA(EXP)sf' for the
previous Class A-1L notes as the loan was not funded at close and
is no longer being offered. Following the expected-to-rate
publication, the structure added exchangeable Classes A-1AR, A-1BR,
A-2R, A-3R, M-1R, B-1R, B-2R, and B-3R, with no impact on ratings.
KEY RATING DRIVERS
Credit Risk of Mortgage Assets: RMBS transactions are directly
affected by the performance of the underlying residential mortgages
or mortgage-related assets. Fitch analyzes loan-level attributes
and macroeconomic factors to assess the credit risk and expected
losses. RCKT 2025-CES11 has a final probability of default (PD) of
19.1% in the 'AAAsf' rating stress. Fitch's final loss severity in
the 'AAAsf' rating stress is 95.7%. The expected loss in the
'AAAsf' rating stress is 18.8%.
Structural Analysis: The mortgage cash flow and loss allocation in
RCKT 2025-CES11 are based on a sequential payment structure, where
principal is used to pay down the bonds sequentially and losses are
allocated reverse sequentially. Monthly excess cash flow, derived
after the allocation of interest and principal payments, can be
used as principal first, to repay any current or previously
allocated cumulative applied realized losses and then to repay
potential net WAC shortfalls. The senior classes incorporate a
step-up coupon of 1.00% (to the extent still outstanding) after the
48th payment date.
Fitch analyzes the capital structure to determine the adequacy of
the transaction's credit enhancement (CE) to support payments on
the securities under multiple scenarios incorporating Fitch's loss
projections derived from the asset analysis. Fitch applies its
assumptions for defaults, prepayments, delinquencies and interest
rate scenarios. The CE for all ratings were sufficient for the
given rating levels. The CE for a given rating exceeded the
expected losses of that rating stress to address the structure's
recoupment of advances and leakage of principal to more subordinate
classes.
Operational Risk Analysis: Fitch considers originator and servicer
capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
framework to derive a potential operational risk adjustment. The
only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 25.3% of the loans in the transaction by loan count.
Fitch applies a 5-bp z-score reduction for loans fully reviewed by
a third-party review (TPR) firm, which have a final grade of either
A or B.
Counterparty and Legal Analysis: Fitch expects all relevant
transaction parties to conform with the requirements described in
its "Global Structured Finance Rating Criteria." Relevant parties
are those whose failure to perform could have a material impact on
the performance of the transaction. In addition, all legal
requirements should be satisfied to fully de-link the transaction
from any other entities. Fitch expects RCKT 2025-CES11 to be fully
de-linked and a bankruptcy-remote special-purpose vehicle. All
transaction parties and triggers align with Fitch's expectations.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The defined negative rating sensitivity analysis demonstrates how
the ratings would react to steeper market value declines (MVDs) at
the national level. The analysis assumes MVDs of 10.0%, 20.0% and
30.0%, in addition to the model projected 37.8% at 'AAA'. The
analysis indicates that there is some potential rating migration
with higher MVDs for all rated classes, compared with the model
projection. Specifically, a 10% additional decline in home prices
would lower all rated classes by one full category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
The defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class excluding those being assigned ratings of
'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by SitusAMC and Consolidated Analytics. The third-party
due diligence described in Form 15E focused on credit, compliance,
and property valuation. Fitch considered this information in its
analysis and, as a result, Fitch applies an approximate 5-bp
origination PD credit for loans fully reviewed by the TPR firm and
have a final grade of either A or B.
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.
REGATTA XXIII: Fitch Assigns 'BB-sf' Rating on Class E-R Notes
--------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Regatta
XXIII Funding Ltd. reset transaction.
Entity/Debt Rating
----------- ------
Regatta XXIII
Funding Ltd.
X-R LT NRsf New Rating
A-1R LT NRsf New Rating
A-2R LT AAAsf New Rating
B-R LT AAsf New Rating
C-R LT Asf New Rating
D-1R LT BBB+sf New Rating
D-2R LT BBB-sf New Rating
D-3R LT BBB-sf New Rating
E-R LT BB-sf New Rating
Subordinated Notes LT NRsf New Rating
Transaction Summary
Regatta XXIII Funding Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) managed by Napier Park Global
Capital (US) LP and originally closed in December 2021. The
existing secured notes will be refinanced in whole on Nov. 20,
2025, via the First Supplemental Indenture. Net proceeds from the
issuance of the secured and subordinated notes will provide
financing on a portfolio of approximately $500 million of primarily
first lien senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+/B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.22, and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 98.15% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 73.97% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 40% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with that of other
recent CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2R, between
'BB+sf' and 'A+sf' for class B-R, between 'Bsf' and 'BBB+sf' for
class C-R, between less than 'B-sf' and 'BBB-sf' for class D-1R,
between less than 'B-sf' and 'BB+sf' for class D-2R, between less
than 'B-sf' and 'BB+sf' for class D-3R, and between less than
'B-sf' and 'B+sf' for class E-R.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-2R notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B-R, 'AAsf' for class C-R, 'A+sf'
for class D-1R, 'A+sf' for class D-2R, 'A-sf' for class D-3R, and
'BBB+sf' for class E-R.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Regatta XXIII
Funding Ltd.
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.
RR 42: Fitch Assigns BB-sf Rating on Cl. D-R Notes, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to RR 42 LTD
reset transaction.
Entity/Debt Rating Prior
----------- ------ -----
RR 42 LTD
A-1a-R LT NRsf New Rating NR(EXP)sf
A-1b-R LT AAAsf New Rating AAA(EXP)sf
A-2-R LT AAsf New Rating AA(EXP)sf
B-R LT Asf New Rating A(EXP)sf
C-1a-R LT BBBsf New Rating BBB(EXP)sf
C-1b-R LT BBB-sf New Rating BBB-(EXP)sf
C-2-R LT BBB-sf New Rating BBB-(EXP)sf
D-R LT BB-sf New Rating BB-(EXP)sf
Subordinated LT NRsf New Rating NR(EXP)sf
Transaction Summary
RR 42 LTD (the issuer) is an arbitrage cash flow collateralized
loan obligation (CLO) that will be managed by Redding Ridge Asset
Management LLC. Net proceeds from the issuance of the secured and
subordinated notes will provide financing on a portfolio of
approximately $500 million of primarily first lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
Fitch weighted average rating factor (WARF) of the indicative
portfolio is 23.48, and will be managed to a WARF covenant from a
Fitch test matrix. Issuers rated in the 'B' rating category denote
a highly speculative credit quality. However, the notes benefit
from appropriate credit enhancement and standard U.S. CLO
structural features.
Asset Security: The indicative portfolio consists of 96.5% first
lien senior secured loans. The Fitch weighted average recovery rate
(WARR) of the indicative portfolio is 74.72% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 39% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with that of other
recent CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-1b-R, between
'BB+sf' and 'A+sf' for class A-2-R, between 'Bsf' and 'BBB+sf' for
class B-R, between less than 'B-sf' and 'BB+sf' for class C-1a-R,
between less than 'B-sf' and 'BB+sf' for class C-1b-R, between less
than 'B-sf' and 'BB+sf' for class C-2-R, and between less than
'B-sf' and 'B+sf' for class D-R.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-1b-R notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class A-2-R, 'AAsf' for class B-R, 'A+sf'
for class C-1a-R, 'Asf' for class C-1b-R, 'A-sf' for class C-2-R ,
and 'BBB+sf' for class D-R.
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.
Date of Relevant Committee
12 November 2025
ESG Considerations
Fitch does not provide ESG relevance scores for RR 42 LTD.
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.
SCULPTOR CLO XXXVII: Moody's Assigns (P)Ba3 Rating to $12MM E Notes
-------------------------------------------------------------------
Moody's Ratings has assigned provisional ratings to three classes
of notes to be issued by Sculptor CLO XXXVII, Ltd. (the Issuer or
Sculptor CLO XXXVII):
US$252,000,000 Class A-1 Senior Secured Floating Rate Notes due
2039, Assigned (P)Aaa (sf)
US$40,000,000 Class B Senior Secured Floating Rate Notes due 2039,
Assigned (P)Aa2 (sf)
US$12,000,000 Class E Secured Deferrable Floating Rate Notes due
2039, Assigned (P)Ba3 (sf)
RATINGS RATIONALE
The rationale for the ratings is based on Moody's methodologies and
considers all relevant risks, particularly those associated with
the CLO's portfolio and structure.
Sculptor CLO XXXVII is a managed cash flow CLO. The issued notes
will be collateralized primarily by broadly syndicated senior
secured corporate loans. At least 90% of the portfolio must consist
of first lien senior secured loans and up to 10% of the portfolio
may consist of second lien loans, unsecured loans and bonds.
Moody's expects the portfolio to be approximately 60% ramped as of
the closing date.
Sculptor CLO Advisors LLC (the Manager) will direct the selection,
acquisition and disposition of the assets on behalf of the Issuer
and may engage in trading activity, including discretionary
trading, during the transaction's five year reinvestment period.
Thereafter, subject to certain restrictions, the Manager may
reinvest unscheduled principal payments and proceeds from sales of
credit risk assets.
In addition to the Rated Notes, the Issuer will issue five other
classes of secured notes and one class of subordinated notes.
The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.
Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in the
"Collateralized Loan Obligations" rating methodology published in
October 2025.
For modeling purposes, Moody's used the following base-case
assumptions:
Par amount: $400,000,000
Diversity Score: 75
Weighted Average Rating Factor (WARF): 2748
Weighted Average Spread (WAS): 3.10%
Weighted Average Recovery Rate (WARR): 46.00%
Weighted Average Life (WAL): 8 years
Methodology Underlying the Rating Action
The principal methodology used in these ratings was "Collateralized
Loan Obligations" published in October 2025.
Factors That Would Lead to an Upgrade or Downgrade of the Ratings:
The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.
SDART 2025-4: Fitch Assigns 'BBsf' Final Rating on Cl. E Notes
--------------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to
Santander Drive Auto Receivables Trust (SDART) 2025-4.
Entity/Debt Rating Prior
----------- ------ -----
Santander Drive
Auto Receivables
Trust 2025-4
A1 ST F1+sf New Rating F1+(EXP)sf
A2 LT AAAsf New Rating AAA(EXP)sf
A3 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C LT Asf New Rating A(EXP)sf
D LT BBBsf New Rating BBB(EXP)sf
E LT BBsf New Rating BB(EXP)sf
KEY RATING DRIVERS
Collateral Performance — Stable Credit Quality: SDART 2025-4 is
backed by collateral that is consistent with that of prior SDART
series, with a weighted average (WA) Fair Isaac Corporation (FICO)
score of 605 and an internal WA loan funded score (LFS) of 534. The
WA FICO and WA LFS score remains consistent with that of prior
transactions over the past five years. WA seasoning is 5.61 months,
an increase from 4.11 months for 2025-3. New vehicles total 26.7%
of the pool, down from 29.6% in 2025-3.
In addition, the pool is diverse in terms of vehicle models and
geographic concentrations. The transaction's percentage of
extended-term loans (61+ months) remains elevated at 94.2%, and
greater-than-72-month term loans total 21.0%, slightly up from
20.2% in 2025-3.
Forward-Looking Approach to Derive Rating Case Proxy —
Delinquencies Up, Losses Contained: Fitch considered economic
conditions and future expectations by assessing key macroeconomic
and wholesale market conditions when deriving the series' rating
case loss proxy. Fitch used the 2007-2009 and 2015-2018 vintage
ranges to derive the loss proxy for 2025-4, representing
through-the-cycle performance.
While performance has deteriorated for 2022, 2023, and 2024
originations, the 2025 vintage has shown early signs of slightly
improved performance. Fitch's rating case cumulative net loss (CNL)
proxy for 2025-4 is 15.00%.
Payment Structure — Adequate CE: Initial hard credit enhancement
(CE) totals 37.50%, 28.70%, 19.60%, 9.30%, and 4.50% for classes A,
B, C, D and E, respectively, all down from 2025-3. This is a
continuing trend of the declining hard CE over the past several
transactions. Excess spread is expected to be 10.24% per annum.
Loss coverage for each note class is sufficient to cover the
respective multiples of Fitch's rating case CNL proxy of 15.00%.
Operational and Servicing Risks — Consistent
Origination/Underwriting/Servicing: SC has adequate abilities as
the originator and underwriter and SBNA as the servicer, as
evidenced by their historical portfolio and securitization
performance. Fitch rates SC's ultimate parent, Santander, 'A'/
Stable/'F1'. Fitch deems SC capable of servicing this transaction.
Fitch's base case loss expectation, which does not include a margin
of safety and is not used in Fitch's quantitative analysis to
assign ratings, is 13.00% based on Fitch's "Global Economic Outlook
— September 2025" report, historical transaction performance and
projections.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Unanticipated increases in the frequency of defaults could produce
CNL levels that are higher than the rating case and would likely
result in declines of CE and remaining net loss coverage levels
available to the notes. In addition, unanticipated declines in
recoveries could also result in lower net loss coverage, which may
make certain note ratings susceptible to potential negative rating
actions depending on the extent of the decline in coverage.
Fitch therefore conducts sensitivity analyses by stressing both a
transaction's initial rating case CNL and recovery rate
assumptions, as well as by examining the rating implications on all
classes of issued notes. The CNL sensitivity stresses the rating
case CNL proxy to the level necessary to reduce each rating by one
full category to non-investment grade (BBsf) and to 'CCCsf' based
on the break-even loss coverage provided by the CE structure.
Fitch also conducts 1.5x and 2.0x increases to the rating case CNL
proxy, representing both moderate and severe stresses. Fitch also
evaluates the impact of stressed recovery rates on an auto loan ABS
structure and rating impact with a 50% haircut. These analyses are
intended to provide an indication of the rating sensitivity of the
notes to unexpected deterioration of a trust's performance.
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 rising CE levels and consideration for
potential upgrades. If CNL is 20% less than the projected proxy,
the ratings for the subordinate notes could be upgraded by up to
one category.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Deloitte & Touche LLP. The third party due diligence
described in Form 15E focused on comparing or recomputing certain
information with respect to 150 loans from the statistical data
file. Fitch considered this information in its analysis and it did
not have an effect on Fitch's analysis or conclusions.
ESG Considerations
The concentration of plug-in hybrid and electric vehicles, at 0.78%
and 3.77% respectively, did not have an impact on Fitch's ratings
analysis or conclusion for this transaction and has no impact on
Fitch's ESG Relevance Score.
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.
SEQUOIA MORTGAGE 2025-12: Fitch Rates Class B5 Certs 'Bsf'
----------------------------------------------------------
Fitch Ratings has assigned final ratings to the residential
mortgage-backed certificates issued by Sequoia Mortgage Trust
2025-12 (SEMT 2025-12).
Entity/Debt Rating Prior
----------- ------ -----
SEMT 2025-12
A1 LT AAAsf New Rating AAA(EXP)sf
A2 LT AAAsf New Rating AAA(EXP)sf
A3 LT AAAsf New Rating AAA(EXP)sf
A4 LT AAAsf New Rating AAA(EXP)sf
A5 LT AAAsf New Rating AAA(EXP)sf
A6 LT AAAsf New Rating AAA(EXP)sf
A7 LT AAAsf New Rating AAA(EXP)sf
A8 LT AAAsf New Rating AAA(EXP)sf
A9 LT AAAsf New Rating AAA(EXP)sf
A10 LT AAAsf New Rating AAA(EXP)sf
A11 LT AAAsf New Rating AAA(EXP)sf
A12 LT AAAsf New Rating AAA(EXP)sf
A13 LT AAAsf New Rating AAA(EXP)sf
A14 LT AAAsf New Rating AAA(EXP)sf
A15 LT AAAsf New Rating AAA(EXP)sf
A16 LT AAAsf New Rating AAA(EXP)sf
A17 LT AAAsf New Rating AAA(EXP)sf
A18 LT AAAsf New Rating AAA(EXP)sf
A19 LT AAAsf New Rating AAA(EXP)sf
A20 LT AAAsf New Rating AAA(EXP)sf
A21 LT AAAsf New Rating AAA(EXP)sf
A22 LT AAAsf New Rating AAA(EXP)sf
A23 LT AAAsf New Rating AAA(EXP)sf
A24 LT AAAsf New Rating AAA(EXP)sf
A25 LT AAAsf New Rating AAA(EXP)sf
A26F LT AAAsf New Rating AAA(EXP)sf
A27 LT AAAsf New Rating AAA(EXP)sf
A28 LT AAAsf New Rating AAA(EXP)sf
A29 LT AAAsf New Rating AAA(EXP)sf
A31 LT AAAsf New Rating AAA(EXP)sf
ACH4 LT AAAsf New Rating AAA(EXP)sf
AIO1 LT AAAsf New Rating AAA(EXP)sf
AIO2 LT AAAsf New Rating AAA(EXP)sf
AIO3 LT AAAsf New Rating AAA(EXP)sf
AIO4 LT AAAsf New Rating AAA(EXP)sf
AIO5 LT AAAsf New Rating AAA(EXP)sf
AIO6 LT AAAsf New Rating AAA(EXP)sf
AIO7 LT AAAsf New Rating AAA(EXP)sf
AIO8 LT AAAsf New Rating AAA(EXP)sf
AIO9 LT AAAsf New Rating AAA(EXP)sf
AIO10 LT AAAsf New Rating AAA(EXP)sf
AIO11 LT AAAsf New Rating AAA(EXP)sf
AIO12 LT AAAsf New Rating AAA(EXP)sf
AIO13 LT AAAsf New Rating AAA(EXP)sf
AIO14 LT AAAsf New Rating AAA(EXP)sf
AIO15 LT AAAsf New Rating AAA(EXP)sf
AIO16 LT AAAsf New Rating AAA(EXP)sf
AIO17 LT AAAsf New Rating AAA(EXP)sf
AIO18 LT AAAsf New Rating AAA(EXP)sf
AIO19 LT AAAsf New Rating AAA(EXP)sf
AIO20 LT AAAsf New Rating AAA(EXP)sf
AIO21 LT AAAsf New Rating AAA(EXP)sf
AIO22 LT AAAsf New Rating AAA(EXP)sf
AIO23 LT AAAsf New Rating AAA(EXP)sf
AIO24 LT AAAsf New Rating AAA(EXP)sf
AIO25 LT AAAsf New Rating AAA(EXP)sf
AIO26 LT AAAsf New Rating AAA(EXP)sf
AIO27 LT AAAsf New Rating AAA(EXP)sf
AIO27F LT AAAsf New Rating AAA(EXP)sf
AIO28 LT AAAsf New Rating AAA(EXP)sf
AIO29 LT AAAsf New Rating AAA(EXP)sf
B1 LT AAsf New Rating AA(EXP)sf
B1A LT AAsf New Rating AA(EXP)sf
B1X LT AAsf New Rating AA(EXP)sf
B2 LT Asf New Rating A(EXP)sf
B2A LT Asf New Rating A(EXP)sf
B2X LT Asf New Rating A(EXP)sf
B3 LT BBBsf New Rating BBB(EXP)sf
B4 LT BBsf New Rating BB(EXP)sf
B5 LT Bsf New Rating B(EXP)sf
B6 LT NRsf New Rating NR(EXP)sf
AIOS LT NRsf New Rating NR(EXP)sf
Transaction Summary
The certificates are supported by 523 loans with a total balance of
approximately $661.30 million as of the cutoff date. The pool
consists of prime jumbo fixed-rate mortgages acquired by Redwood
Residential Acquisition Corp. (RRAC) from Rocket Mortgage and
various mortgage originators. Distributions of principal and
interest (P&I) and loss allocations are based on a
senior-subordinate, shifting-interest structure, with full
advancing.
The borrowers in the pool exhibit a strong credit profile, with a
weighted-average (WA) Fitch FICO of 773 and 37.0% debt-to-income
(DTI) ratio. The borrowers also have moderate leverage, with a
72.9% mark-to-market combined LTV (cLTV). Overall, 93.1% of the
pool loans are for primary residences, while the remainder are
second homes or investment properties. Additionally, 100% of the
loans were underwritten to full documentation.
Following the publication of Fitch's expected ratings, the issuer
provided an updated collateral tape that included two loan drops
along with an updated structure in which Class A-30 was renamed as
Class A-CH4. Fitch re-ran its asset and cashflow analysis and
confirmed this had no effect on its expected ratings.
KEY RATING DRIVERS
Credit Risk of Mortgage Assets: RMBS transactions are directly
affected by the performance of the underlying residential mortgages
or mortgage-related assets. Fitch analyzes loan-level attributes
and macroeconomic factors to assess the credit risk and expected
losses. SEMT 2025-12 has a final probability of default (PD) of
10.05% in the 'AAAsf' rating stress. Fitch's final loss severity in
the 'AAAsf' rating stress is 35.96%. The final loss in the 'AAAsf'
rating stress is 3.61%.
Structural Analysis: The mortgage cash flow and loss allocation in
SEMT 2025-12 are based on a senior-subordinate, shifting-interest
structure, whereby the subordinate classes receive only scheduled
principal and are locked out from receiving unscheduled principal
or prepayments for five years.
Fitch analyses the capital structure to determine the adequacy of
the transaction's credit enhancement (CE) to support payments on
the securities under multiple scenarios incorporating Fitch's loss
projections derived from the asset analysis. Fitch applies its
assumptions for defaults, prepayments, delinquencies and interest
rate scenarios. The CE for all ratings were sufficient for the
given rating levels. The credit CE or a given rating exceeded the
expected losses of that rating stress to address the structures
recoupment of advances and leakage of principal to more subordinate
classes.
Operational Risk Analysis: Fitch considers originator and servicer
capability, third-party due diligence results, and the
transaction-specific representation, warranty and enforcement
(RW&E) framework to derive a potential operational risk adjustment.
The only consideration that has a direct impact on Fitch's loss
expectations is due diligence. Third-party due diligence was
performed on 97.7% of the loans in the transaction by loan count.
Fitch applies a 5bp z-score reduction for loans fully reviewed by a
third-party review (TPR) firm, which have a final grade of either
"A" or "B."
Counterparty and Legal Analysis: Fitch expects all relevant
transaction parties to conform with the requirements described in
its Global Structured Finance Rating Criteria. Relevant parties are
those whose failure to perform could have a material impact on the
performance of the transaction. Additionally, all legal
requirements should be satisfied to fully de-link the transaction
from any other entities. SEMT 2025-12 is fully de-linked and a
bankruptcy remote special purpose vehicle (SPV). All transaction
parties and triggers align with Fitch's expectations.
Rating Cap Analysis: Common rating caps in U.S. RMBS may include,
but are not limited to, new product types with limited or volatile
historical data and transactions with weak operational or
structural/counterparty features. These considerations do not apply
to SEMT 2025-12, and therefore, Fitch is comfortable assigning the
highest possible rating of 'AAAsf' without any rating caps.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper market value declines (MVDs) than
assumed at the metropolitan statistical area level. Sensitivity
analysis was conducted at the state and national levels to assess
the effect of higher MVDs for the subject pool as well as lower
MVDs, illustrated by a gain in home prices.
The defined negative rating sensitivity analysis demonstrates how
the ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10%, 20% and 30%, in addition to the
model-projected 37.6% at 'AAAsf'. The analysis indicates there is
some potential rating migration with higher MVDs compared to the
model projection. Specifically, a 10% additional decline in home
prices would lower all rated classes by one full category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analysis was conducted at the state and national levels
to assess the effect of higher MVDs for the subject pool as well as
lower MVDs, illustrated by a gain in home prices.
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all the rated classes. Specifically,
a 10% gain in home prices would result in a full category upgrade
for the rated class, excluding those assigned ratings of 'AAAsf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by SitusAMC, Clayton, and Consolidated Analytics. The
third-party due diligence described in Form 15E focused on credit,
compliance, and property valuation. Fitch considered this
information in its analysis and, as a result, Fitch applied an
approximate 5-bp z-score reduction for loans fully reviewed by the
TPR firm and have a final grade of "A" or "B."
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.
SG COMMERCIAL 2020-COVE: DBRS Confirms B(low) Rating on F Certs
---------------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on all classes of
Commercial Mortgage Pass-Through Certificates, Series 2020-COVE,
issued by SG Commercial Mortgage Securities Trust 2020-COVE as
follows:
-- Class A at AAA (sf)
-- Class B at AA (low) (sf)
-- Class C at A (low) (sf)
-- Class X at BBB (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (low) (sf)
-- Class F at B (low) (sf)
The trends on Classes X, D, E, and F are Negative. All other trends
are Stable.
The credit rating confirmations, and the Stable trends on Classes
A, B, and C, reflect the collateral's improved performance since
Morningstar DBRS' last credit rating action in November 2024, as
well as the most recent appraised value, which suggests that the
top of the capital stack remains well-insulated against loss. The
transaction is secured by a 283-unit Class A multifamily property
known as The Cove at Tiburon, in the San Francisco area of Marin
County, California. Although the collateral benefits from a prime
waterfront location, superior amenities, and limited competition
within the submarket, the property's occupancy rate has lagged
market levels for several years. Despite the occupancy declines,
revenues have remained generally healthy, but expense increases
have pushed cash flows below issuance expectations. The most recent
reporting and updates from the servicer show some leasing progress
and expense reductions have been achieved; however, given the
collateral's appraised value decline since issuance and the
uncertainty with regard to the timing for a return to a stabilized
occupancy rate, the Negative trends on Classes X, D, E, and F are
supported.
The trust debt amounts to $160.0 million and is composed of a $62.3
million pari passu participation interest in the $112.3 million A
note and the full amount of the $97.7 million B note. The remaining
balance of the A note debt is securitized in the BBCMS Mortgage
Trust 2020-C7 transaction, which is also rated by Morningstar DBRS.
The loan is currently in special servicing for maturity default;
however, the servicer commentary notes an extension is expected as
part of a loan modification that was expected to close in October
2025. The servicer has been contacted for an update, and
Morningstar DBRS expects the modification to be finalized in the
near term.
According to the financial reporting for the trailing five-month
period ended May 31, 2025, the property generated $11.6 million of
net cash flow (NCF) (annualized), reflecting a debt service
coverage ratio (DSCR) of 1.46 times (x), an improvement from the
YE2024 and Morningstar DBRS figures of $9.6 million (a DSCR of
1.2x) and $10.7 million (a DSCR of 1.31x), respectively. According
to the August 2025 rent roll, the property was 83.7% occupied with
an average base rental rate of $5,935 per unit compared with
September 2024 occupancy rate of 86.6% and average rental rate of
$5,890 per unit. As of August 2025, two- and three-bedroom units
(which typically command the highest rental rates) contributed to
the higher vacancy rate, and, as a result, the sponsor continues to
offer concessions of up to two- and one-month(s), respectively.
At issuance, Morningstar DBRS Value of $204.3 million was derived,
which represented a significant -25.5% variance from the issuance
appraised value of $274.1 million. In the updated appraisal
obtained by the special servicer in July 2025, the property was
valued at $228.0 million, a drop of just over $46.0 million from
the issuance value. However the updated appraised value continues
to suggest significant cushion against realized losses for the A
note debt amount of $112.3 million, which backs the full Class A
balance in the subject transaction and a portion of the Class B
balance.
Morningstar DBRS' analysis for this review maintained the
Morningstar DBRS Value derived from the prior credit rating action
of $195.1 million, which represents a variance of -14.5% from the
July 2025 appraised value noted above. The Morningstar DBRS Value
was updated with the previous credit rating action to reflect an
increase in the capitalization rate to 5.5% from 5.25% at issuance;
the issuance Morningstar DBRS NCF figure of $10.7 million was
maintained despite the in-place cash flow declines because of the
sponsor's plan to install new management and work to control
expenses. The Morningstar DBRS Value implies a loan-to-value ratio
(LTV) of 57.6% for the senior debt and an LTV of 107.7% based on
the total mortgage debt of $210.0 million. Morningstar DBRS also
maintained positive qualitative adjustments to the LTV sizing
benchmarks totaling 4.0% to account for generally strong property
quality and stable market fundamentals.
The credit ratings assigned to Classes A, B, C, D, and E are higher
than the results implied by the LTV Sizing Benchmarks by three or
more notches. The variances are warranted given the subject
property's premium quality and its favorable position within the
South Marin submarket, which benefits from a historically low
vacancy rate. However, Morningstar DBRS remains concerned about the
elevated maturity risk in the short term, therefore supporting the
Negative trends.
Notes: All figures are in U.S. dollars unless otherwise noted.
SILVER POINT 13: Fitch Assigns 'BBsf' Rating on Class E Notes
-------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Silver
Point CLO 13, Ltd.
Entity/Debt Rating
----------- ------
Silver Point
CLO 13, Ltd.
A-1 LT NRsf New Rating
A-1-L LT NRsf New Rating
A-2 LT AAAsf New Rating
B LT AAsf New Rating
C LT Asf New Rating
D-1 LT BBB-sf New Rating
D-2 LT BBB-sf New Rating
E LT BBsf New Rating
F LT NRsf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
Silver Point CLO 13, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by Silver
Point CLO Equity Fund II Manager, LLC. Net proceeds from the
issuance of the secured and subordinated notes will provide
financing on a portfolio of approximately $550 million of primarily
first-lien senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B+/B', which is in line with that of recent CLOs.
Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard CLO structural
features.
Asset Security: The indicative portfolio consists of 99.55%
first-lien senior secured loans and has a weighted average recovery
assumption of 73.38%. Fitch stressed the indicative portfolio by
assuming a higher portfolio concentration of assets with lower
recovery prospects and further reduced recovery assumptions for
higher rating stresses.
Portfolio Composition: The largest three industries may comprise up
to 39% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity required by industry, obligor and
geographic concentrations is in line with other recent CLOs.
Portfolio Management: The transaction has a 4.9-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting to
the indicative portfolio to reflect permissible concentration
limits and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio is 12 months less
than the WAL covenant to account for structural and reinvestment
conditions after the reinvestment period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for Class A-2, between
'BB+sf' and 'A+sf' for Class B, between 'B+sf' and 'BBB+sf' for
Class C, between less than 'B-sf' and 'BB+sf' for Class D-1, and
between less than 'B-sf' and 'BB+sf' for Class D-2 and between less
than 'B-sf' and 'B+sf' for Class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the Class A-2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for Class B, 'AAsf' for Class C, 'Asf' for
Class D-1, and 'A-sf' for Class D-2 and 'BBB+sf' for Class E.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Silver Point CLO
13, Ltd. 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 in the key rating drivers
any ESG factor which has a significant impact on the rating on an
individual basis.
SIXTH STREET 31: Fitch Assigns 'BB-(EXP)sf' Rating on Class E Notes
-------------------------------------------------------------------
Fitch Ratings has assigned expected ratings and Rating Outlooks to
Sixth Street CLO 31, Ltd.
Entity/Debt Rating
----------- ------
Sixth Street
CLO 31, Ltd.
A-1 LT NR(EXP)sf Expected Rating
A-2 LT AAA(EXP)sf Expected Rating
B LT AA(EXP)sf Expected Rating
C LT A(EXP)sf Expected Rating
D-1 LT BBB-(EXP)sf Expected Rating
D-2 LT BBB-(EXP)sf Expected Rating
E LT BB-(EXP)sf Expected Rating
Subordinated Notes LT NR(EXP)sf Expected Rating
Transaction Summary
Sixth Street CLO 31, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by Sixth
Street CLO 31, Ltd. Net proceeds from the issuance of the secured
and subordinated notes will provide financing on a portfolio of
approximately $500 million of primarily first lien senior secured
leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality: The average credit quality of the indicative
portfolio is 'B', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 24.29 and will be managed to a WARF covenant from a Fitch test
matrix. Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, the notes benefit from
appropriate credit enhancement and standard U.S. CLO structural
features.
Asset Security: The indicative portfolio consists of 99.3%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.78% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 45.5% of the portfolio balance in aggregate while the top five
obligors can represent up to 12.5% of the portfolio balance in
aggregate. The level of diversity resulting from the industry,
obligor and geographic concentrations is in line with other recent
CLOs.
Portfolio Management: The transaction has a 5.1-year reinvestment
period and reinvestment criteria similar to other CLOs. Fitch's
analysis was based on a stressed portfolio created by adjusting the
indicative portfolio to reflect permissible concentration limits
and collateral quality test levels.
Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and assess
the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, 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
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-2, between
'BB+sf' and 'A+sf' for class B, between 'B+sf' and 'BBB+sf' for
class C, between less than 'B-sf' and 'BB+sf' for class D-1,
between less than 'B-sf' and 'BB+sf' for class D-2 and between less
than 'B-sf' and 'B+sf' for class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-2 notes as
these notes are in the highest rating category of 'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B, 'AAsf' for class C, 'A-sf' for
class D-1, 'A-sf' for class D-2 and 'BBBsf' for class E.
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.
ESG Considerations
Fitch does not provide ESG relevance scores for Sixth Street CLO
31, Ltd..
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.
SLM STUDENT 2003-10: Moody's Lowers Rating on Cl. B Certs to B2
---------------------------------------------------------------
Moody's Ratings takes action on 13 bonds issued by 9
securitizations serviced by Navient Solutions, LLC. The
securitizations are backed by student loans originated under the
Federal Family Education Loan Program (FFELP) that are guaranteed
by the US government for a minimum of 97% of defaulted principal
and accrued interest.
A comprehensive review of all credit ratings for the respective
transaction(s) has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: SLC Student Loan Trust 2009-2
Cl. A, Upgraded to A1 (sf); previously on Apr 19, 2024 Downgraded
to A3 (sf)
Issuer: SLM Student Loan Trust 2003-10
Cl. B, Downgraded to B2 (sf); previously on Jun 20, 2018 Confirmed
at Ba3 (sf)
Issuer: SLM Student Loan Trust 2004-8
Cl. A-6, Downgraded to A3 (sf); previously on Feb 10, 2025
Downgraded to A2 (sf)
Issuer: SLM Student Loan Trust 2005-5
Cl. A-5, Downgraded to Baa1 (sf); previously on Feb 10, 2025
Downgraded to A2 (sf)
Cl. B, Downgraded to Baa3 (sf); previously on May 24, 2024
Confirmed at Baa2 (sf)
Issuer: SLM Student Loan Trust 2005-7
Cl. A-5, Downgraded to Baa2 (sf); previously on May 24, 2024
Downgraded to A3 (sf)
Issuer: SLM Student Loan Trust 2005-9
Cl. A-7a, Downgraded to A2 (sf); previously on Feb 10, 2025
Downgraded to A1 (sf)
Cl. A-7b, Downgraded to A2 (sf); previously on Feb 10, 2025
Downgraded to A1 (sf)
Issuer: SLM Student Loan Trust 2006-5
Cl. A-6A, Downgraded to A3 (sf); previously on Apr 4, 2024
Downgraded to A2 (sf)
Cl. A-6B, Downgraded to A3 (sf); previously on Apr 4, 2024
Downgraded to A2 (sf)
Cl. A-6C, Downgraded to A3 (sf); previously on Apr 4, 2024
Downgraded to A2 (sf)
Issuer: SLM Student Loan Trust 2009-3
Cl. A, Upgraded to A3 (sf); previously on Feb 10, 2025 Downgraded
to Baa2 (sf)
Issuer: SLM Student Loan Trust 2013-2
Class A, Downgraded to A1 (sf); previously on Jun 12, 2025 Upgraded
to Aa1 (sf)
RATINGS RATIONALE
The rating actions reflect updated performance of the transactions
and updated expected loss on the bonds across Moody's cash flow
scenarios. Moody's quantitatives analysis derives the expected loss
of the bond using 28 cash flow scenarios with weights accorded to
each scenario.
The upgrade action on the Floating Rate Class A Notes of SLC
Student Loan Trust 2009-2 and SLM Student Loan Trust 2009-3 also
reflects Moody's assessments of a change in the collateral data
provided by the sponsor. Specifically, the collateral
representative loans ("replines") data provided for the Navient
administered transactions now includes a revised approach to
categorizing the loans' SAP indexes. Certain loans from both these
deals were previously indexed to the three-month Treasury Bill rate
are now indexed to the 30-day average SOFR rate, resulting in a
higher asset yield.
The rating downgrades are a result of Moody's analysis indicating
that the bonds will not pay off by final maturity date in some of
Moody's 28 cash flow scenarios, thus causing the bonds to incur
expected losses that are higher than the expected loss benchmarks
set in Moody's idealized loss tables for the current ratings.
In addition, the downgrade of the Class B note in SLM Student Loan
Trust 2003-10 reflects excess spread compression under some of the
28 cash flow scenarios. This transaction has an outstanding
auction-rate security, whose coupon rate can increase because of a
failed auction. Therefore, under some of Moody's scenarios it could
pay more interest than the underlying collateral generates, which
would erode the collateral base and cause the transactions to
become undercollateralized.
No actions were taken on the other rated classes in these deals
because their expected losses remain commensurate with their
current ratings, after taking into account the updated performance
information, structural features, credit enhancement and other
qualitative considerations.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was "FFELP Student
Loan Securitizations" published in June 2025.
Factors that would lead to upgrade or downgrade of the ratings:
Up
Moody's could upgrade the ratings if the paydown speed of the loan
pool increases as a result of declining borrower usage of
deferment, forbearance and IBR, increasing voluntary prepayment
rates, or prepayments with proceeds from sponsor repurchases of
student loan collateral. Moody's could also upgrade the ratings
owing to a build-up in credit enhancement.
Down
Moody's could downgrade the rating of the bonds if Moody's were to
downgrade the rating on the United States government. Further,
Moody's could downgrade the ratings if the paydown speed of the
loan pool declines as a result of lower than expected voluntary
prepayments, and higher than expected deferment, forbearance and
IBR rates, which would threaten full repayment of the class by its
final maturity date. Moody's could also downgrade the ratings owing
to a reduction in credit enhancement.
SPLITERO TRUST 2025-1: DBRS Gives Prov. B Rating on B2 Notes
------------------------------------------------------------
DBRS, Inc. assigned provisional credit ratings to the Asset-Backed
Securities, Series 2025-1 (the Notes) to be issued by Splitero
Trust 2025-1 as follows:
-- $195.5 million Class A-1 Notes at (P) A (low) (sf)
-- $48.0 million Class A-2 Notes at (P) BBB (low) (sf)
-- $11.5 million Class B-1 Notes at (P) BB (high) (sf)
-- $28.3 million Class B-2 Notes at (P) B (sf)
The (P) A (low) (sf) credit rating reflects credit enhancement of
31.0% for Class A-1, the (P) BBB (low) (sf) credit rating reflects
credit enhancement of 14.1% for Class A-2, the (P) BB (high) (sf)
credit rating reflects credit enhancement of 10.0% for Class B-1,
and the (P) B (sf) credit rating reflects credit enhancement of
0.0% for Class B-2.
Other than the specified classes above, Morningstar DBRS did not
rate any other classes in this transaction.
Home equity investments (HEIs) allow homeowners access to the
equity in their homes without having to sell their homes or make
monthly mortgage payments. HEIs provide homeowners with an
alternative to borrowing and are available to homeowners of any age
(unlike reverse mortgage loans, for example, for which there is
often a minimum age requirement). A homeowner receives an upfront
cash payment (an advance or an investment payment) in exchange for
giving an investor (i.e., an originator) a stake in their property.
The homeowner retains sole right of occupancy of the property and
pays all upkeep and expenses during the term of the HEI, but the
originator earns an investment return based on the future value of
the property, typically subject to a returns cap.
Like reverse mortgage loans, the HEI underwriting approach is asset
based, meaning greater emphasis is placed on the value of the
underlying property and the amount of home equity than on the
credit quality of the homeowner. The property value is the main
focus for predicting investment return because it is the primary
source of funds to satisfy the obligation. HEIs are nonrecourse; in
a default situation, a homeowner is not required to provide
additional funds when the HEI settlement amount exceeds the
remaining equity value in the property (after accounting for any
other obligations such as senior liens, if applicable). Recovery of
the advance and any originator return is driven by the structure of
the agreement, the amount of appreciation/ depreciation on the
property, the amount of debt that may be senior to the HEA, and the
cap on investor return.
As of the cut-off date, the collateral consists of approximately
$283.3 million in current exercise value from 2,193 nonrecourse HEI
agreements secured by first, second, and third liens on
single-family residences. All of the contracts in the asset pool
were originated between 2024 and 2025.
Of the pool, 233 contracts in the transaction are first-lien
contracts, representing roughly $28.7 million in current exercise
value; 1,901 are second-lien contracts, representing roughly $244.8
million in current exercise value; and 59 are third-lien contracts,
representing roughly $9.8 million in current exercise value.
Of the pool, 10.2% of the contracts are in first-lien position and
have a weighted-average (WA) multiple share rate of 2.00 times (x),
86.2% are second-lien contracts and have a WA multiple share rate
of 2.00x, and 3.6% of the pool are third-lien contracts with a WA
multiple share rate of 2.00x. This brings the entire transaction's
WA multiple share rate to 2.00x. To better understand the impact
and mechanics of exchange rates, please see the example in the
Contract Mechanics--Worked Example section of the related report.
The original unadjusted loan-to-value ratio (LTV) of the pool is
35.66% (i.e., of senior liens ahead of the contracts). At cut-off,
the pool had a WA investment amount (option to value; OTV) of
20.38%, and a WA option LTV (i.e., option plus senior lien) of
56.02%.
The transaction uses a sequential structure. For cash distributions
that are paid prior to the occurrence of a Trigger Event, payments
are first made to the Interest Amounts and any Interest Carryover
on the Class A-1, Class A-2 (prior to the occurrence of a Class A-2
Trigger Event), Class B-1 (prior to the occurrence of a Class B-1
Trigger Event), and Class B-2 (prior to the occurrence of a Class
B-2 Trigger Event) Notes. Payments are then made to the Note Amount
of Class A-1 until such notes are paid off. With respect to the
Class A-2, Class B-1, and Class B-2 notes, payments are then made
to the Note Amount until the Note Amounts of the Class A-2, Class
B-1, and Class B-2 notes are paid off with an amount up to the
amount of Net Sale Proceeds (if any) that was included in the total
Available Funds on such Payment Date in sequential order. If a
Class B-1 or Class B-2 Trigger Event occurs, payments of interest
that would go to the Class B-1 and B-2 notes will instead be
redirected first to the Advance Facility Provider, followed by
principal to the Class A-1 notes until reduced to zero.
For cash distributions that are paid after the occurrence of a
Trigger Event, payments are first made to the Interest Amounts and
any Interest Carryover on Class A-1 notes. In the event that the
Class A-1 notes have not been redeemed or paid in full, on or after
the Expected Redemption Date, the A-2 notes Accrual Amount would be
paid first to Class A-1 notes until its paid off and then as
Additional Accrued Amounts to Class A-1 notes, until such amounts
have been reduced to zero. If the Class A-1 notes have been
redeemed or paid in full prior to the Redemption Date, payments are
made to the Interest Amounts and any unpaid Interest Carryover on
Class A-2 notes. The Class B-1 and B-2 notes are accrual notes and
will not be entitled to any payments of principal until Class A-1
and Class A-2 are paid down along with their respective Additional
Accrued Amounts that have accrued but were previously unpaid.
With respect to the Class A-1 notes, payments are first made to the
Note Amount until such amounts are reduced to zero and then to the
Additional Accrued Amounts including any unpaid Additional Accrued
Amounts until such amounts are reduced to zero on the Class A-1
notes. The Class A-2 notes are then paid their respective Note
Amount until it is paid off and the Additional Accrued Amounts
including any unpaid Additional Accrued Amounts until it is reduced
to zero. The Class B-1 notes are then paid their respective Note
Amount until it is paid off and the Additional Accrued Amounts
including any unpaid Additional Accrued Amounts until reduced to
zero. Lastly, the Class B-2 notes are then paid their respective
Note Amount until it is paid off and the Additional Accrued Amounts
including any unpaid Additional Accrued Amounts until reduced to
zero.
A Trigger Event will occur if (1) the payment date on which the
balance on deposit in the Reserve Fund is less than 50% of the
Reserve Fund Target Amount or (2) the payment date on which the
average of the updated valuations of the outstanding options is
less than 90% (in the case of the Class B-1 notes) or 95% (in the
case of the Class B-2 notes) of the starting home valuation as of
the cut-off date, or (3) if the notes are not redeemed by the
expected redemption date (November 2028).
Notes: All figures are in U.S. dollars unless otherwise noted.
STRUCTURED ASSET 2006-BC5: Moody's Ups Rating on A1 Certs from Ba3
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings of two bonds from US
residential mortgage-backed transaction (RMBS), backed by subprime
ARM mortgages issued by Structured Asset Securities Corporation
Trust 2006-BC5.
A comprehensive review of all credit ratings for the respective
transaction(s) has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: Structured Asset Securities Corporation Trust 2006-BC5
Cl. A1, Upgraded to Baa2 (sf); previously on Feb 13, 2025 Upgraded
to Ba3 (sf)
Cl. A5, Upgraded to A3 (sf); previously on Feb 13, 2025 Upgraded to
Ba1 (sf)
RATINGS RATIONALE
The rating upgrades reflect the increased levels of credit
enhancement available to the bonds, the recent performance, and
Moody's updated loss expectations on the underlying pools. Credit
enhancement grew by 14% on average for these bonds upgraded over
the past 12 months.
The upgrades also reflect the further seasoning of the collateral
and increased clarity regarding the impact of borrower relief
programs on collateral performance. Information obtained from loan
servicers in recent years has shed light on their current
strategies regarding borrower relief programs and the impact those
programs may have on collateral performance and transaction
liquidity, through servicer advancing. Moody's recent analysis has
found that in addition to robust home price appreciation, many of
these borrower relief programs have contributed to stronger
collateral performance than Moody's had previously expected, thus
supporting the upgrades.
No actions were taken on the other rated classes in these deals
because their expected losses remain commensurate with their
current ratings, after taking into account the updated performance
information, structural features, credit enhancement and other
qualitative considerations.
Principal Methodology
The principal methodology used in these ratings was "US Residential
Mortgage-backed Securitizations: Surveillance" published in
December 2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
THAYER PARK: S&P Affirms B- (sf) Rating on Class E-R Notes
----------------------------------------------------------
S&P Global Ratings assigned its ratings to the replacement class
A-1-RR and B-RR notes from Thayer Park CLO Ltd./Thayer Park CLO
LLC, a CLO originally issued in 2017 that is managed by Blackstone
Liquid Credit Strategies LLC and underwent a refinancing in March
2021. At the same time, S&P withdrew its ratings on the previous
class A-1-R and B-R notes following payment in full on the Nov. 21,
2025, refinancing date. S&P also affirmed its ratings on the class
X-R, A-2A-R, A-2B-R, C-R, D-R, and E-R notes, which were not
refinanced.
The replacement debt was issued via a supplemental indenture, which
outlines the terms of the replacement debt. According to the
supplemental indenture:
-- The first payment date following the refinancing is Jan. 20,
2026.
-- The non-call period was extended to May 21, 2026.
-- No additional subordinated notes were issued on the refinancing
date.
-- S&P said, "On a standalone basis, our cash flow analysis
indicated a lower rating on the class D-R and E-R notes (which were
not refinanced). However, given the improved cash flow results for
class D-R notes following the refinancing, the overall credit
quality of the portfolio, the relatively low exposure to 'CCC/CCC-'
assets, and the passing coverage tests, we affirmed a 'BB- (sf)'
rating to the class D-R debt and 'B- (sf)' rating to class E-R
debt."
Replacement And Previous Debt Issuances
Replacement debt
-- Class A-1-RR, $310.00 million: Three-month CME term SOFR +
1.00000%
-- Class B-RR, $30.00 million: Three-month CME term SOFR +
1.95000%
Previous debt
-- Class X-R, $0.50 million: Three-month CME term SOFR + 1.11161%
-- Class A-2A-R, $58.00 million: Three-month CME term SOFR +
1.66160%
-- Class A-2B-R, $12.00 million: Three-month CME term SOFR +
2.81000%
-- Class C-R, $28.50 million: Three-month CME term SOFR +
3.06161%
-- Class D-R, $16.50 million: Three-month CME term SOFR +
6.51161%
-- Class E-R, $10.00 million: Three-month CME term SOFR +
9.13161%
-- Subordinated notes, $54.60 million
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each rated tranche. The results of the cash flow
analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Ratings Assigned
Thayer Park CLO Ltd./Thayer Park CLO LLC
Class A-1-RR, $310.00 million: AAA (sf)
Class B-RR (deferrable), $30.00 million: AA (sf)
Ratings Withdrawn
Thayer Park CLO Ltd./Thayer Park CLO LLC
Class A-1-R to NR from 'AAA (sf)'
Class B-R to NR from 'AA (sf)'
Rating Affirmed
Thayer Park CLO Ltd./Thayer Park CLO LLC
Class X-R: AAA (sf)
Class A-2A-R: AA (sf)
Class A-2B-R: AA (sf)
Class C-R: BBB- (sf)
Class D-R: BB- (sf)
Class E-R: B- (sf)
Other Debt
Thayer Park CLO Ltd./Thayer Park CLO LLC
Subordinated notes, $54.60 million: NR
NR--Not rated.
TRUPS FINANCIALS 2025-3: Moody's Assigns (P)Ba3 Rating to D Notes
-----------------------------------------------------------------
Moody's Ratings has assigned provisional ratings to seven classes
of notes to be issued by TruPS Financials Note Securitization
2025-3 (the Issuer or TFNS 2025-3):
US$265,500,000 Class A-1 Senior Secured Floating Rate Notes due
2041, Assigned (P)Aaa (sf)
US$93,000,000 Class A-2 Senior Secured Floating Rate Notes due
2041, Assigned (P)Aa2 (sf)
US$13,000,000 Class B-1 Mezzanine Deferrable Floating Rate Notes
due 2041, Assigned (P)A3 (sf)
US$10,000,000 Class B-2 Mezzanine Deferrable Fixed Rate Notes due
2041, Assigned (P)A3 (sf)
US$16,000,000 Class C-1 Mezzanine Deferrable Floating Rate Notes
due 2041, Assigned (P)Baa3 (sf)
US$15,000,000 Class C-2 Mezzanine Deferrable Fixed Rate Notes due
2041, Assigned (P)Baa3 (sf)
US$22,000,000 Class D Mezzanine Deferrable Floating Rate Notes due
2041, Assigned (P)Ba3 (sf)
The notes listed are referred to herein, collectively, as the Rated
Notes.
RATINGS RATIONALE
The rationale for the ratings is based on Moody's methodologies and
considers all relevant risks, particularly those associated with
the CDO's portfolio and structure.
TFNS 2025-3 is a static cash flow CDO. The issued notes will be
collateralized primarily by trust preferred securities ("TruPS"),
subordinated notes, surplus notes, and senior unsecured notes
issued by US community banks and their holding companies and
insurance companies. The portfolio is expected to be 100% ramped as
of the closing date.
EJF CDO Manager LLC (the Manager), an affiliate of EJF Capital LLC
will direct the selection, acquisition and disposition of the
assets on behalf of the Issuer. The Manager will direct the
disposition of any defaulted securities, credit risk securities,
certain securities whose issuer has been acquired, or merged with
another institution ("APAI securities"). Subject to certain
reinvestment criteria, the Manager may reinvest proceeds from sales
of APAI securities or from the repayments of substitutable
securities. Substitutable security is any bank subordinated note
issued after January 01, 2012 that either (a) has a stated maturity
that is prior to the second anniversary of the closing date of the
transaction or (b) initially bears interest at a floating rate and
is scheduled to convert to a floating rate instrument prior to the
second anniversary of the closing date of the transaction.
In addition to the Rated Notes, the Issuer will issue one classes
of preferred shares.
The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.
The portfolio of this CDO consists of TruPS, subordinated debt,
surplus notes and senior unsecured notes issued by 58 US community
banks and 10 insurance companies, the majority of which Moody's do
not rate. Moody's assesses the default probability of bank obligors
that do not have public ratings through credit scores derived using
RiskCalc(TM), an econometric model developed by Moody's Analytics.
Moody's evaluations of the credit risk of the bank obligors in the
pool relies on FDIC Q2-2025 financial data. Moody's assesses the
default probability of insurance company obligors that do not have
public ratings through credit assessments provided by Moody's
insurance ratings team based on the credit analysis of the
underlying insurance companies' annual statutory financial reports.
Moody's assumes a fixed recovery rate of 10% for both the bank and
insurance obligations.
For modeling purposes, Moody's used the following base-case
assumptions:
Par amount: $483,034,000
Weighted Average Rating Factor (WARF): 714
Weighted Average Spread (WAS) Float only: 3.10%
Weighted Average Coupon (WAC) Fixed only : 6.57%
Weighted Average Coupon (WAC) Fixed to float : 6.38%
Weighted Average Spread (WAS) Fixed to float : 4.08%
Weighted Average Life (WAL): 7.5 years
In addition to the quantitative factors that Moody's explicitly
model, qualitative factors were part of the rating committee
consideration. Moody's considers the structural protections in the
transaction, the risk of an event of default, the legal environment
and specific documentation features. All information available to
rating committees, including macroeconomic forecasts, inputs from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transaction, influenced the final rating decision.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "TruPS CDOs"
published in June 2025.
Factors That Would Lead to an Upgrade or Downgrade of the Ratings:
The performance of the rated notes is subject to uncertainty. The
performance of the rated notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The portfolio consists primarily
of unrated assets whose default probability Moody's assesses
through credit scores derived using RiskCalc(TM) or credit
estimates. Because these are not public ratings, they are subject
to additional estimation uncertainty.
Moody's obtained a loss distribution for this CDO's portfolio by
simulating defaults using Moody's CDOROM(TM), which used Moody's
assumptions for asset correlations and fixed recoveries in a Monte
Carlo simulation framework. Moody's then used the resulting loss
distribution, together with structural features of the CDO, as an
input in its CDOEdge(TM) cash flow model.
TRYSAIL CLO 2021-1: S&P Assigns BB- (sf) Rating on Cl. E-R Notes
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to the replacement class
A-1R, A-JR, B-R, C-1R, C-FR, D-1R, D-JR, and E-R debt from Trysail
CLO 2021-1 Ltd./Trysail CLO 2021-1 LLC, a CLO managed by Sancus
Credit Advisors LP that was originally issued in June 2021. At the
same time, S&P withdrew its ratings on the previous class A-1, A-F,
B, C, D, and E debt following payment in full on the Nov. 25, 2025,
refinancing date.
The replacement debt was issued via a proposed supplemental
indenture, which outlines the terms of the replacement debt.
According to the supplemental indenture:
-- The replacement class A-1R, A-JR, B-R, C-1R, D-1R, D-JR, and
E-R debt was issued at a lower spread over three-month SOFR than
the existing debt.
-- The non-call period was extended to Oct. 20, 2026.
-- The reinvestment period was extended to Oct. 20, 2028.
-- The legal final maturity dates for the replacement debt and the
existing subordinated notes were extended to Oct. 20, 2036.
-- The target initial par amount increased to $350,000,000. There
is a new effective date, and the first payment date following the
refinancing is April 20, 2026.
-- Additional subordinated notes amounting to $38.75 million were
issued on the refinancing date.
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Ratings Assigned
Trysail CLO 2021-1 Ltd./Trysail CLO 2021-1 LLC
Class A-1R, $210.00 million: AAA (sf)
Class A-JR, $14.00 million: AAA (sf)
Class B-R, $42.00 million: AA (sf)
Class C-1R (deferrable), $13.00 million: A (sf)
Class C-FR (deferrable), $8.00 million: A (sf)
Class D-1R (deferrable), $21.00 million: BBB- (sf)
Class D-JR (deferrable), $2.625 million: BBB- (sf)
Class E-R (deferrable), $11.375 million: BB- (sf)
Ratings Withdrawn
Trysail CLO 2021-1 Ltd./Trysail CLO 2021-1 LLC
Class A-1 to NR from 'AAA (sf)'
Class A-F to NR from 'AAA (sf)'
Class B to NR from 'AA (sf)'
Class C to NR from 'A (sf)'
Class D to NR from 'BBB- (sf)'
Class E to NR from 'BB- (sf)'
Other Debt
Trysail CLO 2021-1 Ltd./Trysail CLO 2021-1 LLC
Subordinated notes, $69.05 million: NR
NR--Not rated.
UBS-BARCLAYS COMMERCIAL 2012-C4: DBRS Confirms C Rating on F Certs
------------------------------------------------------------------
DBRS Limited confirmed its credit ratings on all classes of
Commercial Mortgage Pass-Through Certificates, Series 2012-C4
issued by UBS-Barclays Commercial Mortgage Trust 2012-C4 as
follows:
-- Class E at CCC (sf)
-- Class F at C (sf)
There are no trends as CCC (sf) and C (sf) credit ratings
categories generally do not carry trends in commercial
mortgage-backed securities (CMBS).
The credit rating confirmations continue to reflect Morningstar
DBRS' recoverability expectations for the two remaining loans in
the pool, which are secured by real estate owned (REO) assets.
Since Morningstar DBRS' previous review in November 2024, the
scheduled dispositions of both loans have been delayed and both
assets were reappraised in Q3 2025. For this review, Morningstar
DBRS updated the liquidation scenario for both loans based on
conservative haircuts to the most recent appraised values and
determined that losses are likely to be contained to the
lowest-rated Class F certificate. Although Morningstar DBRS'
recoverability scenarios suggest that Class E remains insulated
from loss, given the low investor appetite for regional mall
properties, the possibility of further value volatility, and the
increased propensity for interest shortfalls, Morningstar DBRS
confirmed the credit rating on Class E at CCC (sf).
The Newgate Mall loan (Prospectus ID#6; 80.7% of the pool) is
secured by the in-line space and two anchor spaces of a
single-level regional mall in Ogden, Utah, and has been REO since
April 2021. While the servicer indicated a target sale date in Q4
2024 at the last review, the disposition has now been pushed to Q1
2027 as efforts to lease up the property continue. The property's
performance has significantly deteriorated since issuance, with the
loan's debt service coverage ratio dropping below breakeven in
YE2024 and occupancy remaining stagnant at 79.0%. An updated
appraisal, dated July 2025, valued the property at $19.0 million,
which represents a 77.1% decline from the issuance value of $83.0
million. For this review, Morningstar DBRS applied a 30.0% haircut
to the most recent value, resulting in an implied loss exceeding
$45.5 million and a loss severity of approximately 82.5%.
The Fashion Square loan (Prospectus ID#23; 19.3% of the pool) is
secured by a mixed-use property in St. Louis, Missouri, consisting
of 13,000 square feet (sf) of retail space, 75,000 sf of office
space, and 72 multifamily units and has been REO since April 2023.
Per the most recent financials, the property's occupancy rate
dropped to 43.3% as of June 2025 from 87.0% at YE2024 with the
departure of several commercial tenants, including U.S. Bank (which
fully occupied the office space) at its lease expiration in June
2025. According to the servicer's recent commentary, the property
sale has been delayed to Q1 2026, with the borrower shifting its
focus to lease up the multifamily units, which were 79.0% occupied
as of July 2025. An updated appraisal, dated August 2025, valued
the property at $9.0 million, an improvement from the May 2024
value of $7.9 million, but well below the issuance value of $25.0
million. For this review, Morningstar DBRS applied a 40.0% haircut
to the August 2025 value, resulting in an implied loss exceeding
$8.5 million and a loss severity of approximately 64.0%.
Notes: All figures are in U.S. dollars unless otherwise noted.
UNLOCK HEA 2025-2: DBRS Finalizes BB Rating on Class C Notes
------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Asset-Backed Notes, Series 2025-2 (the Notes) to be issued by
Unlock HEA Trust 2025-2 as follows:
-- $167.7 million Class A at A (low) (sf)
-- $47.8 million Class B at BBB (low) (sf)
-- $39.7 million Class C at BB (sf)
The A (low) (sf) credit rating reflects credit enhancement of
47.51% for Class A, the BBB (low) (sf) credit rating reflects
credit enhancement of 32.55% for Class B, and the BB (sf) credit
rating reflects credit enhancement of 20.13% for Class C.
Other than the specified classes above, Morningstar DBRS did not
rate any other classes in this transaction.
Home equity investments (HEIs) allow homeowners access to the
equity in their homes without having to sell their homes or make
monthly mortgage payments. HEIs provide homeowners with an
alternative to borrowing and are available to homeowners of any age
(unlike reverse mortgage loans, for example, for which there is
often a minimum age requirement). A homeowner receives an upfront
cash payment (an Advance or an Investment Payment) in exchange for
giving an Investor (i.e., an Originator) a stake in their property.
The homeowner retains sole right of occupancy of the property and
pays all upkeep and expenses during the term of the HEI, but the
Originator earns an investment return based on the future value of
the property, typically subject to a returns cap.
Like reverse mortgage loans, the HEI underwriting approach is
asset-based, meaning there is greater emphasis placed on the value
of the underlying property and the amount of home equity than on
the credit quality of the homeowner. The property value is the main
focus for predicting investment return because it is the primary
source of funds to satisfy the obligation. HEIs are nonrecourse; in
a default situation a homeowner is not required to provide
additional funds when the HEI settlement amount exceeds the
remaining equity value in the property (after accounting for any
other obligations such as senior liens, if applicable). Recovery of
the Advance and any Originator return is driven by the structure of
the agreement, the amount of appreciation/ depreciation on the
property, the amount of debt that may be senior to the HEA, and the
cap on investor return.
As of the cut-off date, the collateral consists of approximately
$319.5 million in current exercise value from 2,276 nonrecourse HEI
agreements secured by first, second, third and fourth liens on
single-family detached, multifamily (two- to four-family),
condominium, and townhouse properties. All of the contracts in the
asset pool were originated between 2020 and 2025.
Of the pool, 318 contracts in the transaction are first-lien
contracts, representing roughly $57.5 million in current exercise
value; 1,657 are second-lien contracts, representing roughly $225.4
million in current exercise value, 300 are third-lien contracts,
representing roughly $36.6 million in current exercise value, and
one contract is a fourth-lien contract, representing roughly
$84,700 in current exercise value.
Of the pool, 18.1% of the contracts are first lien and have a
weighted-average (WA) exchange rate of 1.71 times (x), 70.5% are
second-lien contracts and have a WA exchange rate of 1.73x, 11.4%
of the pool are third-lien contracts with a WA exchange rate of
1.74x, and the remaining 0.02% of the pool includes one fourth-lien
contract with a WA exchange rate of 1.60x. This brings the entire
transaction's WA exchange rate to 1.73x. To better understand the
impact and mechanics of exchange rates, please see the example in
the Contract Mechanics--Worked Example section of the related
presale report. The current unadjusted loan-to-value ratio of the
pool is 34.46% (i.e., of senior liens ahead of the contracts). At
cut-off, the pool had a WA contract-to-value (also known as
option-to-value) of 20.89%, and a WA loan plus contract-to-value
(also known as loan plus option-to-value, or LOTV) of 55.35%.
The transaction uses a sequential structure in which cash
distributions are first made to reduce the interest payment amount
and any interest carryforward amount on Class A-IO, Class A, Class
B (as long as a trigger event is not in effect), and Class C Notes
(as long as a trigger event is not in effect). Payments are then
made to reduce the note principal balance on Class A Notes until
such notes are paid off. With respect to the Class B Notes,
payments are first made to any remaining Interest Payment Amount
and Interest Carryforward Amount and then to reduce the note
principal balance until such notes are paid off. With respect to
the Class C Notes, payments are first made to any remaining
Interest Payment Amount and Interest Carryforward Amount and then
to reduce the note principal balance until such notes are paid off.
The Class D Notes are principal only and will not be entitled to
any payments until the Class A, B, and C Notes have been paid
down.
A Trigger Event will occur if (1) the payment date on which the
Reserve Fund is less than 50% of the Reserve Fund Target Amount or
(2) the payment date on which the average home price valuation of
the outstanding HEA is less than 80% of the starting home valuation
as of the cut-off date. During a Trigger Event, the Class B and C
Notes shall not receive any interest or principal payments until
the Class A Notes are fully paid down. The Class C Notes shall not
receive any interest or principal payments until both the Class A
and B Notes are fully paid down.
Notes: All figures are in U.S. dollars unless otherwise noted.
UPG HI 2025-2: Fitch Assigns 'BBsf' Rating on Class C Notes
-----------------------------------------------------------
Fitch Ratings has assigned ratings to three classes of asset-backed
securities (ABS) issued by UPG HI 2025-2 Issuer Trust (UPG HI
2025-2). The notes are backed by a pool of loan draws (home
improvement [HI] loan draws) on unsecured, fixed-rate HI loans
originated by Upgrade Inc. via Cross River Bank, the originating
partner bank.
The underlying pool of HI loan draws are serviced by Upgrade Inc.
UPG HI 2025-2 is the second public HI ABS ultimately backed by HI
loans originated under the Upgrade HI program. The Rating Outlook
for the notes is Stable.
Entity/Debt Rating Prior
----------- ------ -----
UPG HI 2025-2
Issuer Trust
A LT A-sf New Rating A-(EXP)sf
B LT BBBsf New Rating BBB(EXP)sf
C LT BBsf New Rating BB(EXP)sf
KEY RATING DRIVERS
Consistent Receivable Quality: UPG HI 2025-2 is backed by a pool of
HI loan draws on unsecured HI loans originated at the point of sale
to U.S. homeowners through a national network of contractors. The
loan proceeds made available to the borrowers are designated for
the financing of windows and doors, roofing, kitchens and
bathrooms, heating, ventilation and air conditioning systems,
basements, and various other HI products and services. They
typically exclude projects for water filtration systems and solar
systems. As the sponsors, LuminArx and two co-contributors are
contributing the underlying pool of HI loans for the
securitization.
The Upgrade program offers four core loan products: Reduced Rate
(RR), Zero Interest Loan (ZIL), No-Interest No-Payment (No-No) and
No-Interest Yes-Payment (No-Yes) loans. The RR product is a
standard interest-bearing amortized loan and the ZIL product is its
no interest-bearing equivalent. No-No and No-Yes are promotional
products with a promotional period of up to 24 months, during which
no interest is accrued or billed. For all promotional products,
principal and interest amortization occurs after the promotional
period.
The No-Yes product requires a minimum principal payment during the
promotional period. Additional promotional product variations,
Deferred No-No and Deferred No-Yes, work similarly, with deferred
interest accruing during the promotional period and extinguished if
full prepayment of the loan occurs prior to the completion of the
promotional period. Otherwise, the deferred accrued interest will
amortize in equal installments over the amortization period.
The weighted average (WA) FICO score of the asset pool is 776. The
WA original term of the asset pool is 136 months and the WA loan
seasoning is six months.
Rating Cap at 'Asf': The Upgrade HI loan origination program began
in 2022. Consequently, Fitch was provided about 2.5 years of
historical performance data. With a WA original term of about 11.3
years for the asset pool and 20 years being the longest term
offered by Upgrade, 2.5 years of historical data only provide
limited insights into the lifetime performance of the loans, in
Fitch's view. Fitch used available performance data from comparable
HI and unsecured consumer loan originators in the U.S. to
complement Upgrade-specific historical data. Fitch applies a rating
cap at 'Asf' to the transaction due to the limitations in
historical data.
Asset Pool Assumptions: Fitch's WA base case lifetime default rate
assumption is 7.4%, based on the mix of product type and FICO
scores for the asset pool. Fitch assumes a rating case default
multiple of 3.0x at the 'A-sf' rating level, with a corresponding
lifetime default rate of 22.2%. The multiple is assessed at the
median-high end of the range of Fitch's applicable rating criteria,
primarily reflecting the limited data history for
originator-specific performance. Fitch assumes a zero-recovery rate
on defaulted loans, due to the unsecured nature of the loans and
limited historical data available on recoveries.
Fitch differentiates prepayment rate assumptions by product type,
recognizing prepayment incentives for deferred products, given
payment step-up after the promotional period, the extent of which
depends on the specific product structure. The assumed base case WA
prepayment rate is 15.5% per annum (p.a.) during the promotional
period and 11.8% p.a. thereafter, based on the mix of FICO scores
in the asset pool. All other asset pool and cash flow modeling
assumptions are as described in Fitch's rating criteria and
throughout this report.
Transaction Structure: The pool of HI assets is financed via three
classes of rated notes (A, B and class C notes; together, the
notes). The notes pay a monthly fixed interest rate set at closing,
with the first payment date in January 2026. Credit enhancement
(CE) is provided by overcollateralization (OC; initially equal to
4.00% of the asset pool at closing), OC via the subordination of
more junior notes, a fully funded non-amortizing reserve sized at
0.50% of the initial note balance and excess spread to the extent
generated by the asset pool (initially estimated at 5.7% pa).
The structure provides for OC build-up to target 4.25% of the
outstanding asset pool, with a floor of 0.50% of the initial asset
pool. Target OC for the class A notes is 25.00%. Total hard CE at
closing (as a percentage of the initial asset pool, including
reserve fund and excluding excess spread) is 14.48%, 10.48% and
4.48% for classes A, B and C notes, respectively.
Adequate Servicing Capabilities: Upgrade and Systems & Services
Technologies, Inc. (SST) will act as servicer and backup servicer,
respectively, for the transaction upon closing. Minimum
counterparty ratings as well as replacement and other
counterparty-related provisions in the transaction documents are in
line with Fitch's counterparty criteria. Fitch views backup
servicing arrangements and mitigants to servicer disruption risk to
be in line with ratings of up to 'A-sf'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
For its sensitivity analysis, Fitch examines the magnitude of the
multiplier compression by projecting expected cash flows and loss
coverage levels over the life of investments under default
assumptions that are higher than the initial base case. Fitch
models cash flows with the revised default estimates while holding
all other modeling assumptions constant.
Rating sensitivity to increased base case defaults rates:
- Ratings for class A, B and C notes: 'A-sf'/'BBBsf'/'BBsf';
- Increased base case default by 10%: 'BBB+sf'/'BBBsf'/'BBsf';
- Increased base case default by 25%: 'BBB+sf'/'BBsf'/'Bsf';
- Increased base case default by 50%: 'BBB-sf'/'BB+sf'/'BB-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 levels and consideration
for potential upgrades. Due to the limitations in historical data,
Fitch applies a rating cap at 'Asf' to the transaction.
Rating sensitivity to decreased base case defaults rates:
- Ratings for class A, B and C notes: 'A-sf'/'BBBsf'/'BBsf';
- Decreased base case default by 50%: 'AAsf'/'A-sf'/'BBBsf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by KPMG LLP. The third-party due diligence described in
Form 15E focused on a comparison and recalculation of certain
characteristics with respect to 150 randomly selected statistical
receivables. Fitch considered this information in its analysis and
it did not have an effect on Fitch's analysis or conclusions.
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.
WELLESLEY PARK: S&P Assigns BB- (sf) Rating on Class E Notes
------------------------------------------------------------
S&P Global Ratings assigned its ratings to Wellesley Park CLO
Ltd./Wellesley Park CLO LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by Blackstone CLO Management LLC.
The ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Ratings Assigned
Wellesley Park CLO Ltd./Wellesley Park CLO LLC
Class A, $116.50 million: NR
Class A-L, $203.50 million: NR
Class B, $60.00 million: AA (sf)
Class C (deferrable), $30.00 million: A (sf)
Class D-1 (deferrable), $30.00 million: BBB- (sf)
Class D-2 (deferrable), $4.00 million: BBB- (sf)
Class E (deferrable), $16.00 million: BB- (sf)
Subordinated notes, $49.65 million: NR
NR--Not rated.
WFRBS COMMERCIAL 2014-C21: DBRS Confirms C Rating on Class F Certs
------------------------------------------------------------------
DBRS Limited downgraded credit ratings on four classes of
Commercial Mortgage Pass-Through Certificates, Series 2014-C21
issued by WFRBS Commercial Mortgage Trust 2014-C21 as follows:
-- Class D to CCC (sf) from B (sf)
-- Class E to C (sf) from CCC (sf)
-- Class X-B to CCC (sf) from B (high) (sf)
-- Class X-C to C (sf) from CCC (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class B at A (sf)
-- Class C at BBB (sf)
-- Class F at C (sf)
-- Class PEX at BBB (sf)
The trends on Classes B, C, and PEX were changed to Negative from
Stable. Classes D, E, F, X-B, and X-C have credit ratings that do
not typically carry trends in commercial mortgage-backed securities
(CMBS) credit ratings.
The credit rating downgrades and Negative trends reflect
Morningstar DBRS' uncertainty around the recoverability of the
maturing pool and the increased propensity for interest shortfalls.
As of the October 2025 remittance, only eight loans remain in the
pool, six of which, representing 63.7% of the current pool balance,
are in special servicing, primarily because they were not repaid at
their respective maturity dates. The largest of these, Queens
Atrium (Prospectus ID#2, 29.2% of the pool balance) was recently
modified, extending the loan's maturity to July 2026. Two
nonspecially serviced loans are being monitored on the servicer's
watchlist for performance-related concerns. The largest of which
Fairview Park Drive (Prospectus ID#1, 33.0% of the pool balance)
was recently modified, extending the loan's maturity to July 2026,
and the smaller loan has an upcoming maturity date in December
2025. Given the concentration of defaulted loans and distressed
properties remaining in the pool, Morningstar DBRS analyzed each of
the remaining loans in the pool with a conservative liquidation
scenario based on value stresses to the most recent appraised
values. Individual property value haircuts range from 20.0% to
40.0%. Morningstar DBRS considered various factors when determining
the level of stress, including the property type, age, submarket
conditions, historical performance, and upcoming tenant rollover
risk. The analysis resulted in cumulative implied losses of
approximately $55.7 million, fully eroding the Class F and the
nonrated Class G certificates, as well as approximately half of the
balance of the Class E certificate, significantly reducing the
credit support provided to Class D, thereby supporting the credit
rating downgrades with this review.
Moreover, interest shortfalls continue to accrue, most recently
reported at $2.7 million as of the October 2025 reporting, compared
with $654,000 at the time of the last credit rating action in
January 2025. Class D did not receive full interest between June
2025 and October 2025, bringing it to the Morningstar DBRS
shortfall tolerance of five to six remittance periods for the BB
and B credit rating categories, further supporting the credit
rating downgrade for this class.
The Negative trends on Classes B,C, and PEX are tied to the
potential value deterioration of the specially serviced loans and
the challenged refinancing prospects of the two largest loans in
the pool that collectively represent 72% of the pool
balance--Fairview Park Drive and Queens Atrium--given their
upcoming maturity dates in 2026. Should the borrower default at the
upcoming maturity dates, the timeline of recoverability on the
outstanding bonds could be extended, ultimately increasing the
propensity for interest shortfalls and overall trust exposure. This
consideration is the primary driver for the Negative trends, thus
signaling that further credit rating downgrades to these Classes is
warranted.
Since the previous credit rating action in January, Morningstar
DBRS' loss expectations have increased for several loans, including
the largest loan in the pool, Fairview Park Drive, which is secured
by a 360,864-square-foot (sf) office building in Falls Church,
Virginia. The loan transferred back to the master servicer in
February 2025 following a loan modification executed in November
2024. As a part of the terms of the loan modification agreement,
the borrower was required to deposit $8.5 million into a general
cash reserve account in exchange for a two-year maturity extension
followed by a 12-month extension option, with a fully extended
maturity date in July 2027. The loan is currently being monitored
on the servicer's watchlist for a low debt service coverage ratio
of 1.21 times (x) reported per the trailing six-month period ended
June 30, 2025. However, Morningstar DBRS expects the decline in net
cash flow to be temporary as the largest tenant, who took occupancy
in 2020 and was paying rent as of the March 2025 rent roll, is
currently benefitting from a free-rent period that is scheduled
through December 2025, after which, Morningstar DBRS anticipates
cash flow will likely recover. The subject reported an occupancy
rate of 85.1% with the June 2025 rent roll with approximately 12.7%
of the net rentable area (NRA) scheduled to rollover by the fully
extended maturity date, which includes the second largest tenant at
the subject. The largest tenants include BAE Systems, Inc. (47.0%
of the NRA, lease expiry in June 2031), Booz Allen & Hamilton, Inc.
(7.7% of the NRA, lease expiry in July 2026), and Deloitte & Touche
LLP (formerly occupied 10.0% of the NRA and recently downsized to
6.3% of the NRA at its October 2025 lease expiry, new lease expires
in October 2032). As per Reis, office properties within the Falls
Church submarket reported an average vacancy rate of 15.2% in Q3
2025, with an average asking rental rate of $35.51 per sf (psf),
compared with the subject's average rental rate of $30.74 psf. An
August 2024 appraisal valued the property at $91.1 million, 32.5%
less than the Issuance Appraised Value of $135.0 million.
Morningstar DBRS analyzed a few competitive assets within close
proximity of the subject property that were re-appraised over the
past year, the results of which suggest value has likely declined
further. While the execution of the modification agreement is a
positive development, Morningstar DBRS remains concerned with the
recent maturity default and moderate rollover risk prior to the
extended maturity date. As such, the loan was analyzed with a
liquidation scenario based on a haircut to the latest appraised
value, resulting in an implied loss severity of more than 20%.
Notes: All figures are in U.S. dollars unless otherwise noted.
WHITEBOX CLO I: S&P Assigns Prelim BB- (sf) Rating on E-R3 Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the proposed
new class X-R3 and replacement A-1-R3, A-2-R3, B-R3, C-R3, D-1-R3,
D-2-R3, and E-R3 debt from Whitebox CLO I Ltd./Whitebox CLO I LLC,
a CLO managed by Whitebox Capital Management LLC that was
originally issued in August 2019 and underwent a second refinancing
in June 2024.
The preliminary ratings are based on information as of Nov. 24,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
On the Dec. 1, 2025, refinancing date, the proceeds from the
proposed new and replacement debt will be used to redeem the
existing debt. S&P said, "At that time, we expect to withdraw our
ratings on the existing class X-RR, A-1-RR, A-2-RR, B-RR, C-RR,
D-1-RR, D-2-RR, and E-RR debt and assign ratings to the proposed
new class X-R3 and replacement class A-1-R3, A-2-R3, B-R3, C-R3,
D-1-R3, D-2-R3, and E-R3 debt. However, if the refinancing doesn't
occur, we may affirm our ratings on the existing debt and withdraw
our preliminary ratings on the replacement and proposed new debt."
The replacement and proposed new debt will be issued via a proposed
supplemental indenture, which outlines the terms of the replacement
debt. According to the proposed supplemental indenture:
-- The replacement debt is expected to be issued at lower spreads
than the existing debt.
-- The non-call period will be extended to Dec. 1, 2026.
-- The reinvestment period will be extended to Jan. 24, 2029.
-- The legal final maturity dates for the replacement debt and the
existing subordinated notes will be extended to Jan. 24, 2037.
-- New class X-R3 debt will be issued in connection with this
refinancing. This debt is expected to be paid down using interest
proceeds during the first 12 payment dates, beginning with the Jan.
24, 2026, payment date.
-- The required minimum overcollateralization ratios will be
amended.
-- No additional subordinated notes will be issued on the
refinancing date.
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each rated tranche.
"We will continue to review whether, in our view, the ratings
assigned to the debt remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Preliminary Ratings Assigned
Whitebox CLO I Ltd./Whitebox CLO I LLC
Class X-R3, $4.30 million: AAA (sf)
Class A-1-R3, $254.00 million: AAA (sf)
Class A-2-R3, $10.00 million: AAA (sf)
Class B-R3, $40.00 million: AA (sf)
Class C-R3 (deferrable), $24.00 million: A (sf)
Class D-1-R3 (deferrable), $24.00 million: BBB- (sf)
Class D-2-R3 (deferrable), $4.00 million: BBB- (sf)
Class E-R3 (deferrable), $14.00 million: BB- (sf)
Other Debt
Whitebox CLO I Ltd./Whitebox CLO I LLC
Subordinated notes, $35.45 million: NR
NR--Not rated.
[] Fitch Takes Rating Actions on 23 FFELP SLABS
-----------------------------------------------
Fitch Ratings has affirmed 16 Federal Family Education Loan (FFELP)
Student Loan ABS (SLABS) ratings across 10 transactions at their
current levels. The Rating Outlooks on the class A-7 and B notes of
SLC Student Loan (SLC) 2004-1 have been revised to Negative from
Stable, while the Outlook on the SLC 2009-1 class A-2 notes has
been revised to Positive from Stable. The Outlooks are Stable for
the other affirmed notes, except SLC 2006-1 class B note and SLC
2009-3 class A note, which are Positive and Negative,
respectively.
Fitch has also downgraded seven FFELP SLABS ratings from four
transactions. The SLC 2005-3 class A-4 notes to 'AAsf' from 'AA+sf'
and assigned a Negative Outlook. The SLC 2006-2 class A-6 and B
notes to 'BBBsf' from 'Asf', with a Negative Outlook for both
classes. The SLC 2007-2 class A-3 notes to 'Bsf' from 'BBsf' and
assigned a Stable Outlook. The SLC 2008-1 class A-4A, A-4B and B
notes to 'Asf' from 'AAsf' and assigned a Stable Outlook.
Entity/Debt Rating Prior
----------- ------ -----
SLC Student Loan
Trust 2004-1
A-7 784423AG0 LT B-sf Affirmed B-sf
B 784423AH8 LT B-sf Affirmed B-sf
SLC Student Loan
Trust 2006-1
A-6 784427AF3 LT AA+sf Affirmed AA+sf
B 784427AG1 LT Asf Affirmed Asf
SLC Student Loan
Trust 2007-2
A-3 784422AC1 LT Bsf Downgrade BBsf
B 784422AD9 LT Bsf Affirmed Bsf
SLC Student Loan
Trust 2008-1
A-4A 78444LAD5 LT Asf Downgrade AAsf
A-4B 78444LAF0 LT Asf Downgrade AAsf
B 78444LAE3 LT Asf Downgrade AAsf
SLC Student Loan
Trust 2009-3
A 78444TAA4 LT AA+sf Affirmed AA+sf
SLC Student Loan
Trust 2005-3
A-4 784420AQ4 LT AAsf Downgrade AA+sf
B 784420AR2 LT Asf Affirmed Asf
SLC Student Loan
Trust 2007-1
A-5 784424AG8 LT AAsf Affirmed AAsf
B 784424AE3 LT Asf Affirmed Asf
SLC Student Loan
Trust 2008-2
A-4 78444NAD1 LT Dsf Affirmed Dsf
B 78444NAE9 LT Csf Affirmed Csf
SLC Student Loan
Trust 2009-1
A-2 78444QAB8 LT AAsf Affirmed AAsf
SLC Student Loan
Trust 2005-1
A-4 784420AD3 LT AA+sf Affirmed AA+sf
B-1 784420AE1 LT AAsf Affirmed AAsf
SLC Student Loan
Trust 2005-2
A-4 784420AJ0 LT AA+sf Affirmed AA+sf
B 784420AK7 LT Asf Affirmed Asf
SLC Student Loan
Trust 2006-2
A-6 784428AF1 LT BBBsf Downgrade Asf
B 784428AG9 LT BBBsf Downgrade Asf
Transaction Summary
For SLC 2004-1 class A-7 and B notes, the change in Outlooks
reflect the expected further pressure as the legal final maturity
date for class A-7 is less than two years away.
For SLC 2005-3 class A-4 notes, the downgrade to 'AAsf' from
'AA+sf' reflects an increase in maturity and credit risk as
cushions continue to tighten. The Negative Outlook reflects Fitch's
expectations of tighter cushions in the model for future reviews at
the current rating level.
For SLC 2006-2 class A-6 and B notes, the downgrade to 'BBBsf' from
'Asf' reflects the persistent performance deterioration since prior
review, with lower cushions in lower categories. The Negative
Outlook for both notes reflects Fitch's expectations of further
deterioration in the model for future reviews at the current rating
level.
SLC 2007-2 class A-3 notes continue to face increased maturity risk
and sensitivity to the remaining term. The notes miss their legal
final maturity date under Fitch's credit and maturity scenarios.
The notes downgrade to 'Bsf' from 'BBsf' is consistent with Fitch's
Federal Family Education Loan Program (FFELP) criteria. The Outlook
following the downgrade is Stable to give credit to potential
support from the servicer at maturity, still more than 14 years
away.
For class A-4A and A-4B SLC 2008-1 notes, the downgrade to 'Asf'
from 'AAsf' reflects the increased maturity risk observed since
previous reviews, as maturity cushion continue to tighten. Credit
risk remains low. The class B notes are constrained by the senior
notes of the transaction, which is reflected in the downgrade. The
Outlook for all notes following the downgrade is Stable.
For class A-2 notes of SLC 2009-1, the Positive Outlook reflects
the stable performance of the transaction with low credit risk and
deceleration in the increase in the remaining term, currently at
193.9 months as of the latest reporting date.
For SLC 2008-1, a currency swap provided by Credit Suisse
International (CS) supports euro-denominated payments on the class
A-4B notes. Fitch affirmed CS, a subsidiary of UBS AG, at 'A+'/'F1'
and revised the Outlook to Positive on May 21, 2025. The
transaction's swap documents do not clearly envisage collateral
posting in line with Fitch counterparty criteria. While Credit
Suisse was rated below 'A' by Fitch, Fitch was informed by
transaction parties that the swap counterparty would post, at a
minimum, the mark-to-market (MTM) of the swap when the swap is
out-of-money for the swap counterparty.
Additionally, under the swap documents, Credit Suisse International
(CS) would need to be replaced as swap counterparty if downgraded
below 'BBB+' or 'F2' by Fitch, regardless of collateral posting.
Fitch considers the combination of the collateral posting of the
MTM of the swap and the replacement trigger in line with Fitch
criteria to sufficiently mitigate counterparty risk and support
ratings on the senior notes at the current rating level.
For SLC Student Loan Trust 2008-2, the affirmation of the class A-4
notes at 'Dsf' reflects the ongoing default on the senior class A-4
notes in the payment of their outstanding principal on their legal
final maturity date on June 15, 2021. The class B notes are
affirmed at 'Csf', reflecting f the high level of credit risk for
the notes, resulting from the occurrence of an event of default in
the transaction.
Thus far the class B notes have continued to make interest
payments; however, pursuant to the trust indenture, the trust could
switch to a post-event of default waterfall, directing all payments
to the class A-4 notes until the balance is paid in full, which
would result in interest payments being diverted away from the
class B notes. If this course of action were followed, the class B
notes would not pass Fitch's base case cashflow scenarios, as
reflected by the current rating on the notes.
Fitch continues to monitor the remedies to the occurrence of the
event of default implemented by the noteholders or transaction
parties, as provided under the trust indenture, and take any
additional rating action based on the impact of those remedies, as
deemed appropriate.
KEY RATING DRIVERS
U.S. Sovereign: The trust collateral comprises 100% FFELP loans
with guaranties provided by eligible guarantors and reinsurance
provided by the U.S. Department of Education for at least 97% of
principal and accrued interest. All notes are capped at the U.S.
sovereign rating and will likely move in tandem with the U.S.
sovereign rating given the reinsurance and special allowance
payments (SAP) provided by ED. Fitch currently rates the U.S.
sovereign 'AA+'/Stable.
Collateral Performance: For all transactions, Fitch applied the
standard default timing curve in its credit stress cash flow
analysis. In addition, the claim reject rate was assumed to be
0.25% in the base case and 2.00% in the 'AA+' case for cashflow
modeling.
Fitch is maintaining the sustainable constant default rate (sCDR)
assumptions ranging from 2.00% to 5.30% and sustainable constant
prepayment rate (sCPR) assumptions ranging from 8.00% to 9.50%.
The 'AA+sf' default rates range from approximately 30.75% to
100.00%, and the 'Bsf' default rates range from 10.25% to 45.00%.
The TTM levels of deferment, forbearance, and income-based
repayment (prior to adjustment) range from 1.93% to 5.83%, 7.07% to
17.83%, and 16.60% to 32.76%, respectively, and are the starting
point in cash flow modelling. Subsequent declines or increases are
modelled as per criteria. The borrower benefits range from 0.02% to
0.25%, based on information provided by the sponsor.
Basis and Interest Rate Risks: Basis risk for these transactions
arises from any rate and reset frequency mismatch between interest
rate indices for special allowance payments (SAP) and the
securities. Fitch applies its standard basis and interest rate
stresses to these transactions as per criteria.
Payment Structure: Credit enhancement (CE) is provided by
overcollateralization, excess spread where available and for the
class A notes, subordination provided by the class B notes where
available. As of the most recent distribution, reported total
parity ratios range from 100.00% to 119.2%. Liquidity support is
provided by reserve accounts that are at their floors for all
transactions, except for SLC 2008-2, which is sized at $0. All
transactions are releasing cash as of the latest distribution
except for SLC 2004-1, 2008-1 and 2009-1, which have fallen below
10% of their initial pool balances, and SLC 2008-2 also given the
event of default in place.
Operational Capabilities: Day-to-day servicing is provided by
Navient Solutions, LLC. Fitch believes Navient to be an adequate
servicer, due to its extensive track record as one of the largest
servicers of FFELP loans. Fitch was notified that Navient entered
into a binding letter of intent on Jan. 29, 2024, which will
transition the student loan servicing to MOHELA, a student loan
servicer for government and commercial enterprises. The transition
to MOHELA is not expected to interrupt servicing activities.
Transaction Parties and Operational Risk: Credit Suisse
International, a subsidiary of UBS AG, provides a currency swap for
SLC Student Loan Trust 2008-1. Collateral posting excludes
liquidity adjustments and volatility cushions linked to Fitch's
ratings, in addition to the market-to-market of the swap, which
represents a variation from Fitch's "Structured Finance and Covered
Bonds Counterparty Rating Criteria: Derivative Addendum." The
transaction's currency swap documentation is a negative factor for
the credit profile as the documentation constrains the ratings
implicitly lower than the results of Fitch's cashflow modeling for
the transaction would otherwise indicate.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
'AA+sf' rated tranches of most FFELP securitizations will likely
move in tandem with the U.S. sovereign rating given the strong
linkage to the U.S. sovereign, by nature of the reinsurance
provided by the ED. Aside from the U.S. sovereign rating, defaults,
basis risk and loan extension risk account for the majority of the
risk embedded in FFELP student loan transactions.
Fitch conducts credit and maturity stress sensitivity analysis by
increasing or decreasing key assumptions by 50% over the base case.
The credit stress sensitivity is viewed by increasing both the base
case default rate and the basis spread. The maturity stress
sensitivity is viewed by increasing remaining term and IBR usage
and decreasing prepayments. The results should only be considered
as one potential outcome, as the transaction is exposed to multiple
dynamic risk factors and should not be used as an indicator of
possible future performance.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
No upgrade credit or maturity stress sensitivity is provided for
the 'AA+sf' rated tranches of notes as they are at their highest
possible current and model implied ratings.
Fitch conducts credit and maturity stress sensitivity analysis by
increasing or decreasing key assumptions by 25% over the base case.
The credit stress sensitivity is viewed by decreasing both the base
case default rate and the basis spread. The maturity stress
sensitivity is viewed by decreasing remaining term and IBR usage
and increasing prepayments. The results should only be considered
as one potential outcome, as the transaction is exposed to multiple
dynamic risk factors and should not be used as an indicator of
possible future performance.
For the notes affirmed at 'Bsf' and below, the current ratings are
most sensitive to Fitch's maturity risk scenario. Key factors that
may lead to positive rating action are sustained increases in
payment rate and a material reduction in weighted average remaining
loan term. A material increase in CE from lower defaults and
positive excess spread, given favorable basis spread conditions, is
a secondary factor that may lead to positive rating action.
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.
ESG Considerations
SLC Student Loan Trust 2008-1 has an ESG Relevance Score of '5' for
Transaction Parties & Operational Risk due to due to the
transaction's swap documentation, which has a negative impact on
the credit profile, and is highly relevant to the rating, resulting
in an implicitly lower rating than the results of Fitch's cashflow
modeling for the transaction would otherwise indicate.
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.
[] Moody's Takes Rating Action on 13 Bonds from 7 US RMBS Deals
---------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 13 bonds from seven US
residential mortgage-backed transactions (RMBS), backed by subprime
and Alt-A mortgages issued by multiple issuers.
A comprehensive review of all credit ratings for the respective
transactions has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: C-BASS Mortgage Loan Asset-Backed Certificates, Series
2004-CB7
Cl. B-3, Upgraded to Caa1 (sf); previously on Sep 24, 2014
Downgraded to C (sf)
Cl. B-4, Upgraded to Caa3 (sf); previously on Mar 10, 2011
Downgraded to C (sf)
Issuer: CSFB ABS Trust Series 2001-HE22
Cl. A-1, Upgraded to Aaa (sf); previously on Feb 15, 2024 Upgraded
to Aa3 (sf)
Cl. M-1, Upgraded to Caa1 (sf); previously on Mar 15, 2011
Downgraded to Caa2 (sf)
Issuer: CSFB Home Equity Pass-Through Certificates, Series 2004-8
Cl. M-4, Upgraded to Aaa (sf); previously on Jan 17, 2024 Upgraded
to Aa2 (sf)
Cl. M-5, Upgraded to Aa2 (sf); previously on Jan 17, 2024 Upgraded
to Baa1 (sf)
Cl. M-6, Upgraded to Caa2 (sf); previously on Mar 15, 2011
Downgraded to C (sf)
Issuer: CSFB Home Equity Pass-Through Certificates, Series 2005-3
Cl. M-6, Upgraded to Caa3 (sf); previously on May 5, 2010
Downgraded to C (sf)
Issuer: CSFB Home Equity Pass-Through Certificates, Series 2005-5
Cl. M-4, Upgraded to Aaa (sf); previously on Feb 15, 2024 Upgraded
to A3 (sf)
Cl. M-5, Upgraded to Ca (sf); previously on Mar 19, 2009 Downgraded
to C (sf)
Issuer: Merrill Lynch Mortgage Investors Trust 2005-A3
Cl. M-1, Upgraded to Aaa (sf); previously on Dec 12, 2023 Upgraded
to Aa3 (sf)
Cl. M-2, Upgraded to Caa3 (sf); previously on Apr 1, 2010
Downgraded to C (sf)
Issuer: Merrill Lynch Mortgage Investors Trust 2005-A6
Cl. M-1, Upgraded to A1 (sf); previously on May 14, 2024 Upgraded
to Baa1 (sf)
RATINGS RATIONALE
The rating upgrades reflect the increased levels of credit
enhancement available to the bonds, the recent performance, and
Moody's updated loss expectations on the underlying pools and
Moody's revised loss-given-default expectation for each bond.
Some of the bonds experiencing a rating change has either incurred
a missed or delayed disbursement of an interest payment or is
currently, or expected to become, undercollateralized, which may
sometimes be reflected by a reduction in principal (a write-down).
Moody's expectations of loss-given-default assesses losses
experienced and expected future losses as a percent of the original
bond balance.
The rest of the rating upgrades, for bonds that have not or are not
expected to take a loss, are a result of the improving performance
of the related pools, and/or an increase in credit enhancement
available to the bonds. The credit enhancement over the past 12
months has grown, on average, 1.05x for these bonds.
No actions were taken on the other rated classes in these deals
because their expected losses remain commensurate with their
current ratings, after taking into account the updated performance
information, structural features, credit enhancement and other
qualitative considerations. This includes the bond's expected and
realized losses remain within appropriate ranges for the rating
levels, and Moody's analysis reflecting interest risk from current
or potential missed interest that remain unreimbursed and the
potential impact of collateral performance volatility on ratings.
Principal Methodology
The principal methodology used in these ratings was "US Residential
Mortgage-backed Securitizations: Surveillance" published in
December 2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
[] Moody's Takes Rating Action on 22 Bonds from 10 US RMBS Deals
----------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 21 bonds and downgraded
the rating of one bond from ten US residential mortgage-backed
transactions (RMBS), backed by subprime mortgages issued by
multiple issuers.
A comprehensive review of all credit ratings for the respective
transactions has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: Citicorp Residential Mortgage Trust Series 2007-1
Cl. A-5, Upgraded to Aaa (sf); previously on Nov 20, 2018 Upgraded
to Aa3 (sf)
Cl. M-2, Upgraded to Ca (sf); previously on Jun 1, 2010 Downgraded
to C (sf)
Issuer: Citigroup Mortgage Loan Trust 2007-WFHE3
Cl. M-1, Downgraded to Caa1 (sf); previously on Jun 9, 2020
Downgraded to B1 (sf)
Cl. M-3, Upgraded to Caa2 (sf); previously on Jan 18, 2017
Reinstated to C (sf)
Cl. M-2, Upgraded to Caa1 (sf); previously on Aug 29, 2018 Upgraded
to Caa3 (sf)
Issuer: CSFB Home Equity Asset Trust 2005-9
Cl. M-1, Upgraded to Aaa (sf); previously on Aug 1, 2019 Upgraded
to Aa1 (sf)
Cl. M-2, Upgraded to Caa2 (sf); previously on Jul 26, 2016 Upgraded
to Ca (sf)
Issuer: CWABS Asset-Backed Certificates Trust 2005-15
Cl. M-4, Upgraded to Caa3 (sf); previously on Mar 25, 2009
Downgraded to C (sf)
Issuer: CWABS Asset-Backed Certificates Trust 2005-17
Cl. 1-AF-3, Upgraded to Caa1 (sf); previously on Mar 7, 2019
Upgraded to Caa3 (sf)
Underlying Rating: Upgraded to Caa1 (sf); previously on Mar 7, 2019
Upgraded to Caa3 (sf)
Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)
Cl. 1-AF-5, Upgraded to Caa1 (sf); previously on Mar 7, 2019
Upgraded to Caa3 (sf)
Underlying Rating: Upgraded to Caa1 (sf); previously on Mar 7, 2019
Upgraded to Caa3 (sf)
Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)
Cl. 1-AF-4, Upgraded to Caa2 (sf); previously on Oct 26, 2016
Confirmed at Ca (sf)
Underlying Rating: Upgraded to Caa2 (sf); previously on Oct 26,
2016 Confirmed at Ca (sf)
Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)
Cl. MV-3, Upgraded to Caa2 (sf); previously on Mar 25, 2009
Downgraded to C (sf)
Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust, INABS
2005-C
Cl. M-3, Upgraded to Caa1 (sf); previously on Mar 6, 2018 Upgraded
to Caa3 (sf)
Cl. M-4, Upgraded to Caa2 (sf); previously on Sep 15, 2010
Downgraded to C (sf)
Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust, INABS
2006-A
Cl. A-4, Upgraded to Ba1 (sf); previously on Nov 22, 2019 Upgraded
to B1 (sf)
Issuer: MASTR Asset Backed Securities Trust 2006-FRE1
Cl. M-1, Upgraded to Caa3 (sf); previously on Nov 27, 2018 Upgraded
to Ca (sf)
Issuer: Popular ABS Mortgage Pass-Through Trust 2005-D
Cl. M-1, Upgraded to Caa3 (sf); previously on Jul 21, 2010
Downgraded to C (sf)
Issuer: Soundview Home Loan Trust 2006-OPT3
Cl. II-A-4, Upgraded to Aaa (sf); previously on Dec 18, 2019
Upgraded to Aa2 (sf)
Cl. M-1, Upgraded to Caa3 (sf); previously on Jun 17, 2010
Downgraded to C (sf)
RATINGS RATIONALE
The rating actions reflect the current levels of credit enhancement
available to the bonds, the recent performance, analysis of the
transaction structures, Moody's updated loss expectations on the
underlying pools and Moody's revised loss-given-default expectation
on the bonds.
Some of the bonds experiencing a rating change have either incurred
a missed or delayed disbursement of an interest payment or is
currently, or expected to become, undercollateralized, which may
sometimes be reflected by a reduction in principal (a write-down).
Moody's expectations of loss-given-default assesses losses
experienced and expected future losses as a percent of the original
bond balance.
In addition, Moody's analysis also reflects the potential for
collateral volatility given the number of deal-level and macro
factors that can impact collateral performance, the potential
impact of any collateral volatility on the model output, and the
ultimate size or any incurred and projected loss.
The rating downgrade of Class M-1 issued by Citigroup Mortgage Loan
Trust 2007-WFHE3 is due to outstanding credit interest shortfalls
on the bond that are not expected to be recouped. This bond has
weak interest recoupment mechanism where missed interest payments
will likely result in a permanent interest loss. Unpaid interest
owed to bonds with weak interest recoupment mechanisms are
reimbursed sequentially based on bond priority, from excess
interest, if available, and often only after the
overcollateralization has built to a pre-specified target amount.
In transactions where overcollateralization has already been
reduced or depleted due to poor performance, any such missed
interest payments to these bonds is unlikely to be repaid.
The rest of the rating upgrades, for bonds that have not or are not
expected to take a loss, are a result of the improving performance
of the related pools, and/or an increase in credit enhancement
available to the bonds. The credit enhancement over the past 12
months has grown, on average, 1.08x for these bonds. Moody's
analysis also considered the existence of historical interest
shortfalls for some of the bonds.
No actions were taken on the other rated classes in these deals
because their expected losses remain commensurate with their
current ratings, after taking into account the updated performance
information, structural features, credit enhancement and other
qualitative considerations.
Principal Methodology
The principal methodology used in these ratings was "US Residential
Mortgage-backed Securitizations: Surveillance" published in
December 2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
[] Moody's Upgrades Ratings on 10 Bonds from 2 US RMBS Deals
------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 10 bonds from two US
residential mortgage-backed transactions (RMBS). The collateral
backing these deals consists of prime jumbo and agency eligible
mortgage loans issued by J.P. Morgan Mortgage Trust.
A comprehensive review of all credit ratings for the respective
transactions has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: J.P. Morgan Mortgage Trust 2019-7
Cl. B-5, Upgraded to A3 (sf); previously on Jan 29, 2025 Upgraded
to Baa1 (sf)
Issuer: J.P. Morgan Mortgage Trust 2024-4
Cl. B-1, Upgraded to Aa2 (sf); previously on Apr 30, 2024
Definitive Rating Assigned Aa3 (sf)
Cl. B-1-A, Upgraded to Aa2 (sf); previously on Apr 30, 2024
Definitive Rating Assigned Aa3 (sf)
Cl. B-1-X*, Upgraded to Aa2 (sf); previously on Apr 30, 2024
Definitive Rating Assigned Aa3 (sf)
Cl. B-2, Upgraded to Aa3 (sf); previously on Feb 6, 2025 Upgraded
to A2 (sf)
Cl. B-2-A, Upgraded to Aa3 (sf); previously on Feb 6, 2025 Upgraded
to A2 (sf)
Cl. B-2-X*, Upgraded to Aa3 (sf); previously on Feb 6, 2025
Upgraded to A2 (sf)
Cl. B-3, Upgraded to Baa1 (sf); previously on Feb 6, 2025 Upgraded
to Baa2 (sf)
Cl. B-4, Upgraded to Baa3 (sf); previously on Feb 6, 2025 Upgraded
to Ba1 (sf)
Cl. B-5, Upgraded to Ba3 (sf); previously on Feb 6, 2025 Upgraded
to B1 (sf)
* Reflects Interest-Only Classes
RATINGS RATIONALE
The rating upgrades reflect the increased levels of credit
enhancement available to the bonds, the recent performance, and
Moody's updated loss expectations on the underlying pools.
Each of the transactions Moody's reviewed continues to display
strong collateral performance, with minimal cumulative losses for
each transaction under 0.15% and a small percentage of loans in
delinquencies. In addition, enhancement levels for the tranches in
these transactions have grown, as the pools amortize. The credit
enhancement since closing has grown, on average, by 2.25x for the
tranches upgraded.
Moody's analysis also considered the relationship of exchangeable
bonds to the bond(s) they could be exchanged for.
In addition, while Moody's analysis applied a greater probability
of default stress on loans that have experienced modifications,
Moody's decreased that stress to the extent the modifications were
in the form of temporary payment relief.
No actions were taken on the other rated classes in these deals
because the expected losses on these bonds remain commensurate with
their current ratings, after taking into account the updated
performance information, structural features, credit enhancement
and other qualitative considerations.
Principal Methodologies
The principal methodology used in rating all classes except
interest-only classes was "US Residential Mortgage-backed
Securitizations" published in August 2025.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
An IO bond may be upgraded or downgraded, within the constraints
and provisions of the IO methodology, based on lower or higher
realized and expected loss due to an overall improvement or decline
in the credit quality of the reference bonds and/or pools.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
[] Moody's Upgrades Ratings on 12 Bonds from 8 US RMBS Deals
------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 11 bonds and downgraded
the rating of one bond from eight US residential mortgage-backed
transactions (RMBS), backed by Alt-A, option ARM and subprime
mortgages issued by multiple issuers.
A comprehensive review of all credit ratings for the respective
transactions has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: Accredited Mortgage Loan Trust 2004-4, Asset-Backed Notes,
Series 2004-4
Cl. A-1B, Upgraded to Aaa (sf); previously on May 11, 2012
Downgraded to Aa2 (sf)
Cl. A-2C, Upgraded to Aa2 (sf); previously on May 11, 2012
Downgraded to A1 (sf)
Cl. A-2D, Upgraded to Aa2 (sf); previously on Oct 25, 2017
Downgraded to Aa3 (sf)
Issuer: American Home Mortgage Investment Trust 2004-4
Cl. VI-M-1, Upgraded to Caa2 (sf); previously on Jun 20, 2013
Downgraded to Ca (sf)
Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
2006-HE3
Cl. A5, Upgraded to Aaa (sf); previously on Jul 11, 2018 Upgraded
to Aa2 (sf)
Cl. M1, Upgraded to Caa3 (sf); previously on Apr 27, 2017 Upgraded
to Ca (sf)
Issuer: Citicorp Residential Mortgage Trust Series 2006-3
Cl. M-2, Upgraded to Ca (sf); previously on Jun 1, 2010 Downgraded
to C (sf)
Issuer: Citicorp Residential Mortgage Trust Series 2007-2
Cl. M-2, Upgraded to Ca (sf); previously on Jun 1, 2010 Downgraded
to C (sf)
Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2004-J13
Cl. B, Upgraded to Ca (sf); previously on Mar 22, 2011 Downgraded
to C (sf)
Issuer: Freddie Mac Securities REMIC Trust 2005-S001
Cl. 1B1, Upgraded to Ca (sf); previously on Jan 3, 2011 Downgraded
to C (sf)
Issuer: Morgan Stanley Home Equity Loan Trust 2006-2
Cl. M-1, Downgraded to Caa1 (sf); previously on Nov 27, 2018
Upgraded to B1 (sf)
Cl. M-2, Upgraded to Ca (sf); previously on Jul 15, 2010 Downgraded
to C (sf)
RATINGS RATIONALE
The rating actions reflect the current levels of credit enhancement
available to the bonds, the recent performance, analysis of the
transaction structures, Moody's updated loss expectations on the
underlying pools, and Moody's revised loss-given-default
expectation for each bond.
Most of the bonds experiencing a rating change have either incurred
a missed or delayed disbursement of an interest payment or are
currently, or expected to become, undercollateralized, which may
sometimes be reflected by a reduction in principal (a write-down).
Moody's expectations of loss-given-default assesses losses
experienced and expected future losses as a percent of the original
bond balance.
The rating downgrade is the result of outstanding credit interest
shortfalls that are unlikely to be recouped. This bond has a weak
interest recoupment mechanism where missed interest payments will
likely result in a permanent interest loss. Unpaid interest owed to
bonds with weak interest recoupment mechanisms are reimbursed
sequentially based on bond priority, from excess interest, if
available, and often only after the overcollateralization has built
to a pre-specified target amount. In transactions where
overcollateralization has already been reduced or depleted due to
poor performance, any such missed interest payments to these bonds
is unlikely to be repaid. The size and length of the outstanding
interest shortfalls were considered in Moody's analysis.
The rest of the rating upgrades, for bonds that have not or are not
expected to take a loss, are a result of the improving performance
of the related pools, and/or an increase in credit enhancement
available to the bonds.
Moody's analysis also reflects the potential for collateral
volatility given the number of deal-level and macro factors that
can impact collateral performance, the potential impact of any
collateral volatility on the model output, and the ultimate size or
any incurred and projected loss.
No actions were taken on the other rated classes in these deals
because their expected losses remain commensurate with their
current ratings, after taking into account the updated performance
information, structural features, credit enhancement and other
qualitative considerations.
Principal Methodology
The principal methodology used in these ratings was "US Residential
Mortgage-backed Securitizations: Surveillance" published in
December 2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
[] Moody's Upgrades Ratings on 26 Bonds from 4 US RMBS Deals
------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 26 bonds from four US
residential mortgage-backed transactions (RMBS), backed by
agency-eligible and prime jumbo mortgage loans.
A comprehensive review of all credit ratings for the respective
transaction(s) has been conducted during a rating committee.
The complete rating actions are as follows:
Issuer: Citigroup Mortgage Loan Trust 2022-INV1
Cl. B-2, Upgraded to Aa3 (sf); previously on Feb 11, 2025 Upgraded
to A1 (sf)
Cl. B-2-IO*, Upgraded to Aa3 (sf); previously on Feb 11, 2025
Upgraded to A1 (sf)
Cl. B-2-IOW*, Upgraded to Aa3 (sf); previously on Feb 11, 2025
Upgraded to A1 (sf)
Cl. B-2-IOX*, Upgraded to Aa3 (sf); previously on Feb 11, 2025
Upgraded to A1 (sf)
Cl. B-2W, Upgraded to Aa3 (sf); previously on Feb 11, 2025 Upgraded
to A1 (sf)
Cl. B-3, Upgraded to A3 (sf); previously on Feb 11, 2025 Upgraded
to Baa1 (sf)
Cl. B-3-IO*, Upgraded to A3 (sf); previously on Feb 11, 2025
Upgraded to Baa1 (sf)
Cl. B-3-IOW*, Upgraded to A3 (sf); previously on Feb 11, 2025
Upgraded to Baa1 (sf)
Cl. B-3-IOX*, Upgraded to A3 (sf); previously on Feb 11, 2025
Upgraded to Baa1 (sf)
Cl. B-3W, Upgraded to A3 (sf); previously on Feb 11, 2025 Upgraded
to Baa1 (sf)
Cl. B-5, Upgraded to Ba1 (sf); previously on Feb 11, 2025 Upgraded
to Ba2 (sf)
Issuer: Mello Mortgage Capital Acceptance 2021-MTG2
Cl. B1, Upgraded to Aa1 (sf); previously on May 1, 2024 Upgraded to
Aa2 (sf)
Cl. B1A, Upgraded to Aa1 (sf); previously on May 1, 2024 Upgraded
to Aa2 (sf)
Cl. B2, Upgraded to Aa3 (sf); previously on Feb 12, 2025 Upgraded
to A1 (sf)
Cl. B2A, Upgraded to Aa3 (sf); previously on Feb 12, 2025 Upgraded
to A1 (sf)
Cl. B5, Upgraded to Ba1 (sf); previously on Feb 12, 2025 Upgraded
to Ba2 (sf)
Cl. BX1*, Upgraded to Aa1 (sf); previously on May 1, 2024 Upgraded
to Aa2 (sf)
Cl. BX2*, Upgraded to Aa3 (sf); previously on Feb 12, 2025 Upgraded
to A1 (sf)
Issuer: Wells Fargo Mortgage Backed Securities 2021-INV2 Trust
Cl. B-3, Upgraded to A1 (sf); previously on Feb 19, 2025 Upgraded
to A2 (sf)
Cl. B-4, Upgraded to Baa1 (sf); previously on Feb 19, 2025 Upgraded
to Baa2 (sf)
Cl. B-5, Upgraded to Ba1 (sf); previously on Feb 19, 2025 Upgraded
to Ba2 (sf)
Issuer: Wells Fargo Mortgage Backed Securities 2022-2 Trust
Cl. A-17, Upgraded to Aaa (sf); previously on Apr 26, 2022
Definitive Rating Assigned Aa1 (sf)
Cl. A-18, Upgraded to Aaa (sf); previously on Apr 26, 2022
Definitive Rating Assigned Aa1 (sf)
Cl. B-1, Upgraded to Aa2 (sf); previously on Apr 26, 2022
Definitive Rating Assigned Aa3 (sf)
Cl. B-2, Upgraded to A1 (sf); previously on May 13, 2024 Upgraded
to A2 (sf)
Cl. B-3, Upgraded to Baa1 (sf); previously on Feb 19, 2025 Upgraded
to Baa2 (sf)
*Reflects Interest-Only Classes.
RATINGS RATIONALE
The rating upgrades reflect the increased levels of credit
enhancement available to the bonds, the recent performance, and
Moody's updated loss expectations on the underlying pools.
Each of the transactions Moody's reviewed continues to display
strong collateral performance, with cumulative losses for each
transaction under .02% and a small percentage of loans in
delinquency. In addition, enhancement levels for most tranches have
grown significantly, as the pools amortize relatively quickly. The
credit enhancement since closing has grown, on average, 1.8x for
the tranches upgraded.
In addition, while Moody's analysis applied a greater probability
of default stress on loans that have experienced modifications,
Moody's decreased that stress to the extent the modifications were
in the form of temporary payment relief.
No actions were taken on the other rated classes in these deals
because the expected losses on these bonds remain commensurate with
their current ratings, after taking into account the updated
performance information, structural features, and credit
enhancement.
Principal Methodologies
The principal methodology used in rating all classes except
interest-only classes was "US Residential Mortgage-backed
Securitizations" published in August 2025.
Factors that would lead to an upgrade or downgrade of the ratings:
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's expectations as a
result of a higher number of obligor defaults or deterioration in
the value of the mortgaged property securing an obligor's promise
of payment. Transaction performance also depends greatly on the US
macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
An IO bond may be upgraded or downgraded, within the constraints
and provisions of the IO methodology, based on lower or higher
realized and expected loss due to an overall improvement or decline
in the credit quality of the reference bonds and/or pools.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions. In addition, improvements in
reporting formats and data availability across deals and trustees
may provide better insight into certain performance metrics such as
the level of collateral modifications.
*********
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however, be complete or accurate. The Monday Bond Pricing table
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then-ending.
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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 is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2025. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
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or $2,350 for twelve months, delivered via e-mail. Additional
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Peter A. Chapman at 215-945-7000.
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