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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, January 4, 2026, Vol. 30, No. 4
Headlines
1121 AVENUE 2015-1211: Fitch Affirms 'BB' Rating on Class E Certs
ACRE COMMERCIAL 2021-FL4: DBRS Confirms BB(low) Rating on F Notes
ANCHORAGE CAPITAL 34: Fitch Gives BB(EXP) Rating on Class E Debt
APIDOS CLO XXXIV: Fitch Affirms BB+sf Rating on E-R2 Notes
AQUEDUCT EUROPEAN 15: Fitch Rates Class F-R-R Debt 'B-sf'
AREIT 2022-CRE7: DBRS Confirms B(low) Rating on Class G Notes
ARES LXXVIII: Fitch Rates Class E Debt 'BB-sf'
BALBOA BAY 2025-2: Fitch Gives BB+(EXP) Rating on Class E Notes
BANK OF AMERICA 2015-UBS7: Fitch Affirms CCsf Rating on 2 Tranches
BANK5 2025-5YR19: DBRS Finalizes B(high) Rating on Class G Certs
BARINGS CLO 2025-VII: Fitch Rates Class F Notes 'Bsf'
BAYSWATER PARK: S&P Assigns BB- (sf) Rating on Class E-R Notes
BAYVIEW FINANCIAL 2004-C: Moody's Cuts Rating on B Certs to Caa1
BENCHMARK 2020-IG1: Fitch Cuts Rating on Class C Certs to Bsf
BENCHMARK 2020-IG2: DBRS Lowers Rating on Class D Certs to Csf
BENCHMARK 2020-IG3: DBRS Lowers Rating on Class D Certs to BB(low)
BX COMMERCIAL 2024-MF: DBRS Confirms B Rating on Class HRR Certs
CEDAR FUNDING XV: S&P Assigns Prelim B+ (sf) Rating on F-R Notes
CHASE HOME 2025-13: DBRS Finalizes B(low) Rating on Class B5 Certs
CHESTNUT NOTES: DBRS Confirms BB Rating on Class C Notes
CIFC FUNDING 2025-VIII: Fitch Rates Class E Debt 'BB-sf'
CITIGROUP COMMERCIAL 2015-GC33: Fitch Cuts Ratings on 6 Tranches
DIAMETER CAPITAL 13: S&P Assigns BB- (sf) Rating on Class E Notes
EFMT 2025-NQM6: Fitch Rates Class B2 Certs 'Bsf'
ELEMENT NOTES: DBRS Confirms BB Rating on Class C Notes
GEMINI NOTES: DBRS Confirms BB Rating on Class C Notes
GS MORTGAGE 2025-PJ11: Moody's Assigns B3 Rating to Cl. B-5 Certs
ILPT COMMERCIAL 2022-LPFX: DBRS Confirms BB(high) on HRR Certs
JORDAN NOTES: DBRS Confirms BB Rating on Class C Notes
JP MORGAN 2025-11: DBRS Finalizes B(low) Rating on Class B5 Certs
JP MORGAN 2025-12MPR: Moody's Assigns (P)B2 Rating to Cl. B-2 Certs
JP MORGAN 2025-12MPR: Moody's Assigns Ba2 Rating to Cl. B-2 Certs
JP MORGAN 2025-CES7: S&P Assigns B-(sf) Rating on Cl. B-2 Notes
JP MORGAN 2025-LTV3: Fitch Gives B-(EXP) Rating to Class B2 Certs
JP MORGAN 2025-NQM5: DBRS Finalizes B(low) Rating on B2 Certs
JP MORGAN 2025-PHNY: DBRS Finalizes B(low) Rating on Class F Certs
JUBILEE CLO 2025-XXXII: Fitch Rates Class F Notes 'B-sf'
KAWARTHA CAD 2024-1: DBRS Finalizes BB(high) Rating on E Tranche
KENNEDY LEWIS 3: S&P Assigns 'BB- (sf)' Rating on Class E-R3 Notes
KKR CLO 24: Moody's Affirms Ba3 Rating on $23MM Class E Notes
KKR CLO 38: Fitch Rates Class E-R Debt 'BBsf'
KKR CLO 59: Fitch Rates Class E Debt 'BB-sf'
MADISON PARK XLVIII: Fitch Rates Class E-R Debt 'Bsf'
MAGNETITE LTD XXXV: Moody's Gives B3 Rating to $250,000 F-RR Notes
MIDOCEAN CREDIT: Fitch Rates Class E Notes 'BB-sf'
MORGAN STANLEY 2025-NQM10: DBRS Finalizes B Rating on B2 Certs
MORGAN STANLEY 2025-NQM10: S&P Assigns B (sf) Rating on B-2 Certs
MTN COMMERCIAL 2022-LPFL: DBRS Confirms BB(low) Rating on E Certs
NEW RESIDENTIAL 2025-NQM7: Fitch Rates Class B2 Notes 'B-sf'
NORTHWOODS CAPITAL XV: Fitch Rates Class ER3 Debt 'BB-sf'
OHA CREDIT 24: Fitch Rate Class E Notes 'BB-sf'
PARK BLUE 2025-X: Moody's Assigns B3 Rating to $250,000 F Notes
PMT LOAN 2025-CNF2: Moody's Assigns B3 Rating to Cl. B-5 Certs
PMT LOAN 2025-J5: DBRS Finalizes B(low) Rating on B5 Notes
PMT LOAN 2025-J5: Moody's Assigns B3 Rating to Cl. B-5 Certs
PRMI SECURITIZATION 2025-CMG1: DBRS Finalizes B Rating on B2 Notes
PRMI SECURITIZATION 2025-CMG1: Fitch Gives B+sf Rating on B2 Notes
PRPM 2025-NQM6: DBRS Finalizes B(high) Rating on 2 Cert. Classes
PRPM 2025-NQM6: Fitch Rates Class B2 Certificates 'Bsf'
RAD CLO 31: Fitch Rates Class D Debt 'BB-sf'
RIPPLE NOTES: DBRS Confirms BB Rating on Class C Notes
ROCKFORD TOWER 2019-2: Moody's Cuts Rating on $9MM F Notes to Caa2
SCULPTOR EUROPEAN XI: Fitch Assigns B-sf Rating on Class F-R Notes
SEQUOIA MORTGAGE 2025-13: Fitch Gives Bsf Rating on Class B5 Certs
SHACKLETON 2017-XI CLO: Moody's Cuts $22.5MM E Notes Rating to B3
SILVER POINT 14: Fitch Assigns BB+sf Rating on Class E Notes
SIXTH STREET 31: Fitch Rates Class E Notes 'BB-sf'
TCI-FLATIRON CLO 2018-1: Fitch Affirms BB-sf Rating on E-R2 Notes
TIDAL NOTES: DBRS Confirms BB Rating on Class C Notes
TIKEHAU CLO III: Fitch Rates Class F-R Notes 'B-sf'
TRINITAS CLO XXXVII: Fitch Rates Class E Certs 'BB+sf'
WELLS FARGO 2014-LC16: DBRS Confirms C Rating on Class C Certs
WELLS FARGO 2025-5C7: Fitch Rates Class F-RR Certs 'B-sf'
[] Fitch Takes Action on 2,060 Classes From 300 US RMBS Deals
*********
1121 AVENUE 2015-1211: Fitch Affirms 'BB' Rating on Class E Certs
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Fitch Ratings has affirmed eight classes of 1211 Avenue of the
Americas Trust 2015-1211 commercial mortgage pass-through
certificates. The Rating Outlooks for classes B, C, D, E and X-B
have been revised to Stable from Negative.
RATINGS ACTION
Rating Prior
------ -----
1211 Avenue of the
Americas Trust 2015-1211
A-1A1 90117PAA3 LT AAAsf Affirmed AAAsf
A-1A2 90117PAC9 LT AAAsf Affirmed AAAsf
B 90117PAJ4 LT AA-sf Affirmed AA-sf
C 90117PAL9 LT A-sf Affirmed A-sf
D 90117PAN5 LT BBB-sf Affirmed BBB-sf
E 90117PAQ8 LT BBsf Affirmed BBsf
X-A 90117PAE5 LT AAAsf Affirmed AAAsf
X-B 90117PAG0 LT AA-sf Affirmed AA-sf
TRANSACTION SUMMARY
The certificates represent the beneficial interests in the mortgage
loan securing the borrower's fee simple interest in a 45-story
office building totaling approximately 2 million sf of office and
retail space, located at 1211 Avenue of the Americas in New York,
NY. The 10-year, fixed-rate, interest-only loan matures in August
2028.
KEY RATING DRIVERS
Overall Stable Performance; Maturity Extension: The affirmations
reflect overall stable performance from issuance. The Outlook
revisions to Stable from Negative reflect the reduced likelihood of
downgrades in the next 12-24 months given the borrower's
demonstrated commitment to the property and a recently executed
loan modification that includes equity contributions and extends
the maturity date through August 2028.
The terms of the modification also include an upfront borrower
deposit of $100 million into a leasing and capital reserve,
followed by two additional reserve deposits totaling $105 million
— the first of which is due by February 2027 and the other by
February 2028. The Stable Outlooks also reflect Fitch's expectation
that the asset's performance is expected to remain stable
throughout the remaining modified loan term.
The most recent servicer-reported net cash flow (NCF) DSCR was
2.48x as of September 2025 compared to 2.11x as of September 2024,
2.19x at YE 2023, and 2.34x at YE 2022. Occupancy has declined but
remains in line with the submarket. The servicer-reported occupancy
was 85% as of September 2025, down from 91.5% at September 2024,
96% at YE 2023 and 94.7% at YE 2022. The decline in occupancy is
partly attributable to Fox Corporation (Fox) reducing its footprint
following its lease extension. Per the September 2025 rent roll,
Fox occupies approximately 34% of NRA, down from 38% at the prior
rating action, but has an expansion option to lease an additional
floor (roughly 2% of the NRA) in the future. In early 2023, it was
announced that tenants Fox and News Corporation (24% of the NRA)
both renewed for 20 years through 2042 at rental rates that are in
line with the submarket.
Fitch's updated NCF of $86.1 million is up 2% from the prior rating
action and reflects leases in place per the September 2025 rent
roll. Despite the positive news regarding the Fox and News
Corporation renewals, Fitch assumed a lower expense reimbursement
ratio of approximately 28% compared to historical levels of
approximately 40% given a base year reset for the tenants in 2026.
The Fitch issuance NCF was $95.5 million.
Above-Average Property Quality in Strong Location: 1211 Avenue of
the Americas consists of a 45-story, class A office building
located in Midtown Manhattan. The property is adjacent to
Rockefeller Center and near subway lines and major transportation
hubs. Media reports indicated that the borrower is planning a $300
million capital improvement project that includes renovating the
existing lobby, adding an additional lobby along 47th Street,
adding amenity and conference space and upgrading the outdoor
plazas.
According to CoStar, the New York office market continues to be one
of the top performing markets in the country with new leasing
activity set to outpace 2019 totals. For the Times Square
submarket, availability is 15.5% as of 3Q 2025 and has been
trending downward since 2021. Submarket asking rents of $83/sf (in
line with the current in-place rents) are the second highest in the
New York metro area, behind only the Plaza District.
High-Quality Tenancy: The top five tenants account for
approximately 86.5% of the NRA and include Fox (34% of NRA; rated
A-; lease expiry in 2042), News Corporation (24% of NRA; rated
BBB-; lease expiry in 2042), Ropes & Gray (17% of NRA; lease expiry
in September 2028 ), RBC (3.2% of NRA; rated AA-; lease expiry in
December 2026) and Nordea (2.2% of NRA; rated AA-; lease expiry in
April 2031). Tenants with investment-grade credit ratings account
for approximately 62% of the NRA.
Upcoming Tenant Expiration; Departure Expected: Media reports
indicate that Ropes & Gray has signed a new lease at 1285 Avenue of
the Americas and is expected to vacate upon its lease expiration;
according to servicer updates, the tenant executed a short term,
18-month lease extension with a new lease expiry in August 2028.
Other upcoming rollover includes Wells Fargo (1.7% of NRA; October
2026) and RBC Capital Markets (3.3% of NRA; December 2026).
Fitch Leverage: The $1.035 billion mortgage loan ($507 psf) has a
Fitch DSCR and loan-to-value (LTV) of 0.95x and 93.2%,
respectively, compared to 1.12x and 78.6%, respectively, at
issuance. In its analysis, Fitch incorporated a stressed cap rate
to 7.75%, consistent with the prior rating action and comparable
properties in the submarket, and higher than the 7.25% cap rate at
issuance. Given the reduction in Fitch NCF and increase in cap
rate, Fitch's value is 15.6% lower than issuance and 45.8% lower
than the issuance appraisal.
Sponsorship/New Equity Partner: At issuance, the loan sponsor was
Ivanhoé Cambridge Inc. According to media reports in January 2025,
RXR Realty has acquired a 49% interest in the building with Ivanhoe
Cambridge Inc. retaining a 51% stake.
Single Asset Office: The transaction is secured by a single office
property and is, therefore, more susceptible to single-event risks
related to the secular shifts in market demand for office space,
sponsor, or the largest tenants occupying the property.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades are possible if the borrower fails to manage upcoming
rollover, resulting in a sustained, material occupancy decline and
NCF falling below Fitch's sustainable performance expectations. In
addition, Outlooks may revert to Negative without viable prospects
for repayment as the loan approaches its extended August 2028
maturity, or if the borrower fails to abide by the terms of the
modification.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades to classes B through E are possible with stable to
improved occupancy and increases in Fitch's sustainable NCF and
property value, but are not likely prior to the extended maturity.
Fitch rates classes A-1A1 and A-1A2 at 'AAAsf'; therefore, upgrades
are not possible.
ACRE COMMERCIAL 2021-FL4: DBRS Confirms BB(low) Rating on F Notes
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DBRS, Inc. confirmed its credit ratings on all classes of notes
issued by ACRE Commercial Mortgage 2021-FL4 Ltd. (the Issuer) as
follows:
-- Class C at A (low) (sf)
-- Class D at BBB (sf)
-- Class E at BBB (low) (sf)
-- Class F at BB (low) (sf)
-- Class G at CCC (sf)
Morningstar DBRS changed the trend on Class C to Positive from
Stable and on Class E to Stable from Negative. The trend on Class F
remains Negative while the trend on Class D remains Stable. Class G
has a credit rating that typically does not carry a trend in
commercial mortgage-backed securities (CMBS) credit ratings.
The credit rating confirmations reflect Morningstar DBRS' ultimate
recoverability expectations for the pool, as well as concerns
around ongoing interest shortfalls. There has been a collateral
reduction of 65.9% since closing, with a 4.2% collateral reduction
realized since Morningstar DBRS' previous credit ratings action in
January 2025. The Positive trend on Class C reflects Morningstar
DBRS' expectation that the class will repay in full based on the
recoverability expectations for the remaining collateral in the
pool.
Class G has not received full interest due since the June 2024
remittance. Morningstar DBRS' tolerance for unpaid interest is
limited to six consecutive remittance periods at the B (sf) credit
rating category. The Negative trend on Class F continues to reflect
Morningstar DBRS' concern around the possibility of increased
interest shortfalls, as well as the uncertainty around the
recoverability of the remaining loans in this maturing pool.
The transaction is in wind down, with a cumulative trust balance of
$227.0 million, composed of five loans as of the December 2025
remittance. Of the remaining loans, three, representing more than
75.0% of the pool balance, are secured by office properties.
Morningstar DBRS believes the values of the assets have declined
from their respective loan closing as the borrowers of each loan
have been unable to successfully implement their respective
business plans. One of these loans, highlighted below, is currently
in special servicing.
Exchange (Prospectus ID#3; 31.9% of the current trust balance), the
second-largest asset in the pool, is secured by a
567,859-square-foot (sf) office property in Charlotte, North
Carolina. The loan is currently paid through April 2024 and
transferred to special servicing for maturity default in May 2024.
According to the servicer, the asset is currently real estate
owned. As of the annualized five-month period ended May 31, 2025,
net cash flow (NCF) was reported at $5.5 million (with a debt
service coverage ratio (DSCR) of 0.91 times (x)) compared with the
servicer reported trailing 12-month period (T-12) ended September
30, 2024, NCF of $4.5 million (with a DSCR of 0.72x). The property
was appraised for $83.0 million as of February 2024, down 24.7%
from the issuance value of $110.2 million. The February 2024 value
implies a loan-to value ratio (LTV) of 78.4% based on the current
funded A-note of $65.1 million. Morningstar DBRS believes the
current market value is likely lower and, in its analysis,
Morningstar DBRS applied a haircut to the most recent appraisal
value, resulting in a minor loss severity. The projected losses for
this loan are expected to be contained to the unrated first-loss
piece.
The transaction closed in January 2021 with an initial collateral
pool of 23 floating-rate mortgage loans secured by 34 mostly
transitional real estate properties with a cut-off date pool
balance of approximately $667.2 million. The collateral pool for
the transaction is static; however, the Issuer was able to acquire
funded loan participation interests into the trust over the
Permitted Funded Companion Participation Acquisition Period, which
ended with the April 2024 Payment Date.
The largest loan in the pool, 311 West Monroe (Prospectus ID#1;
39.4% of the current trust balance), is secured by a 15-story,
390,512-sf, Class A office property in the West Loop submarket of
Chicago. The loan is being monitored on the servicer's watchlist
for upcoming maturity risk concerns. The loan has been modified
several times, with the most recent modification extending loan
maturity through January 2026 to allow the borrower additional time
to market the property for sale. The borrower's business plan
focused on stabilizing operations following its $43.4 million
capital expenditure plan. At closing, the loan was equipped with a
$48.0 million future funding component allocated for leasing costs
and debt serviced shortfalls. To date, the loan is fully funded as
the lender has advanced all funds to the borrower. According to
documents provided by the servicer, the property was 93.0% occupied
as of June 2025, unchanged from the reported occupancy rate as of
the T-12 period ended September 30, 2024. The T-12 NCF figure of
$7.9 million (DSCR of 0.72x) as of June 2025 is up from the T-12
period ended September 30, 2024, NCF figure of $7.5 million (DSCR
of 0.65x). In its analysis, Morningstar DBRS assumed a stressed
value, which resulted in an LTV in excess of 100%.
Notes: All figures are in U.S. dollars unless otherwise noted.
ANCHORAGE CAPITAL 34: Fitch Gives BB(EXP) Rating on Class E Debt
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Fitch Ratings has assigned expected ratings and Rating Outlooks to
Anchorage Capital CLO 34, Ltd.
RATING ACTIONS
Anchorage Capital CLO 34, 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
F LT NR(EXP)sf Expected Rating
Subordinated LT NR(EXP)sf Expected Rating
Transaction Summary
Anchorage Capital CLO 34, Ltd. (the issuer) is an arbitrage cash
flow collateralized loan obligation (CLO) that will be managed by
Anchorage Collateral Management, L.L.C. 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', 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 99.7%
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 40.0% of the portfolio balance in aggregate while the top five
obligors can represent up to 11.5% 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 5-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.
APIDOS CLO XXXIV: Fitch Affirms BB+sf Rating on E-R2 Notes
----------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Apidos
CLO XXXIV reset transaction.
RATINGS ACTION
Rating Prior
------ -----
Apidos CLO XXXIV
X-R2 LT NRsf New Rating NR(EXP)sf
A-1-R2 LT NRsf New Rating NR(EXP)sf
A-2-R2 LT AAAsf New Rating AAA(EXP)sf
B-R2 LT AAsf New Rating AA(EXP)sf
C-R2 LT Asf New Rating A(EXP)sf
D-1-R2 LT BBB-sf New Rating BBB-(EXP)sf
D-2-R2 LT BBB-sf New Rating BBB-(EXP)sf
E-R2 LT BB+sf New Rating BB+(EXP)sf
F-R2 LT NRsf New Rating NR(EXP)sf
Subordinated LT NRsf New Rating NR(EXP)sf
Transaction Summary
Apidos CLO XXXIV (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) managed by CVC Credit
Partners, LLC. that originally closed in November 2020 and
refinanced in December 2021. 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', 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 98.5% first
lien senior secured loans and has a weighted average recovery
assumption of 73.18%. 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 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 between 'BBB+sf' and 'AA+sf' for class A-2-R2, 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
Upgrade scenarios are not applicable to the class A-2-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, 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-1-R2, 'A-sf' for class D-2-R2, and 'BBB+sf' for class
E-R2.
AQUEDUCT EUROPEAN 15: Fitch Rates Class F-R-R Debt 'B-sf'
---------------------------------------------------------
Fitch Ratings has assigned Aqueduct European CLO 15 DAC reset notes
final ratings.
RATING ACTIONS
Aqueduct European CLO 15 DAC
A-R-R XS3240833080 LT AAAsf New Rating
B-R-R XS3240833247 LT AAsf New Rating
C-R-R XS3240833593 LT Asf New Rating
D-R-R XS3240833759 LT BBB-sf New Rating
E-R-R XS3240833916 LT BB-sf New Rating
F-R-R XS3240834138 LT B-sf New Rating
Subordinated Notes LT NRsf New Rating
Z-1 XS3241328213 LT NRsf New Rating
Z-2 XS3241328486 LT NRsf New Rating
Z-3 XS3241328643 LT NRsf New Rating
Transaction Summary
Aqueduct European CLO 15 DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds have been used to redeem the existing notes (except the
subordinated notes) and fund the existing portfolio with a target
par of EUR450 million.
The portfolio is actively managed by HPS Investment Partners CLO
(UK) LLP. The collateralised loan obligation (CLO) has a 4.6-year
reinvestment period and an 8.5-year weighted average life (WAL)
test at closing.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the identified portfolio at
'B'/'B-'. The Fitch weighted average rating factor of the
identified portfolio is 24.6.
High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. The recovery
prospects for these assets are more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62%.
Diversified Asset Portfolio (Positive): The transaction has various
portfolio concentration limits, including a top 10 obligor
concentration limit of 20% and a maximum exposure to the three
largest Fitch-defined industries at 40%. These covenants ensure
that the asset portfolio will not be exposed to excessive
concentration.
Portfolio Management (Neutral): The transaction includes two Fitch
test matrices that are effective at closing. These correspond to
two fixed-rate asset limits at 5% and 10%, and an 8.5-year WAL test
covenant. It has another two matrices, corresponding to the same
limits but a 7.5-year WAL test covenant, which can be selected by
the manager 12 months after closing, provided the collateral
principal amount (including defaulted obligations at Fitch
collateral value) is at least at the reinvestment target par
balance.
The transaction has a 4.6-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL test covenant, to account for strict reinvestment
conditions after the reinvestment period, including the
satisfaction of the over-collateralisation test and Fitch's 'CCC'
limit tests, plus a gradually decreasing WAL test covenant. These
conditions reduce the effective risk horizon of the portfolio
during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the A-R-R and B-R-R notes, and
lead to downgrades of one notch each for the class C-R-R, D-R-R and
E-R-R notes, and to below 'B-sf' for the class F-R-R notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class
B-R-R, C-R-R, D-R-R, E-R-R and F-R-R notes each have a rating
cushion of two notches, due to the better metrics and shorter life
of the identified portfolio than the Fitch-stressed portfolio.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to three
notches for the class A-R-R notes, four notches for the class
B-R-R, C-R-R and D-R-R notes, and to below 'B-sf' for the class
E-R-R and F-R-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to three notches each for the notes, except the
'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement and excess
spread to cover losses in the remaining portfolio.
AREIT 2022-CRE7: DBRS Confirms B(low) Rating on Class G Notes
-------------------------------------------------------------
DBRS, Inc. upgraded its credit ratings on two classes of notes
issued by AREIT 2022-CRE7 LLC as follows:
-- Class B to AA (sf) from AA (low) (sf)
-- Class C to A (high) (sf) from A (low) (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class A at AAA (sf)
-- Class A-S at AAA (sf)
-- Class D at BBB (sf)
-- Class E at BBB (low) (sf)
-- Class F at BB (low) (sf)
-- Class G at B (low) (sf)
All trends are Stable.
The credit rating upgrades reflect the increased collateral
reduction since Morningstar DBRS' last review in May 2025. Since
then, six loans have repaid from the trust, totaling a paydown of
$162.6 million or 17.0% of the original pool balance. The credit
rating confirmations and Stable trends reflect the overall stable
performance of the underlying loans since May 2025. Additionally,
the transaction benefits from a high concentration of loans backed
by multifamily collateral, representing 84.6% of the current trust
balance. Morningstar DBRS notes that multifamily properties have
historically exhibited lower default rates compared with other
property types. While individual borrowers have had mixed success
in implementing the respective business plans to increase property
cash flows and asset values, the transaction continues to benefit
from significant credit support to the investment-grade bonds as
the below-investment-grade bonds, the Class F and Class G Notes,
have a cumulative balance of $88.4 million, and the unrated
first-loss piece has a balance of $86.0 million. These factors
support the credit rating confirmations throughout the capital
stack.
In conjunction with this press release, Morningstar DBRS published
a Surveillance Performance Update report with in-depth analysis and
credit metrics for the transaction and with business plan updates
on select loans.
The initial collateral consisted of 38 floating-rate mortgage loans
secured by 50, mostly transitional, properties with a cut-off
balance totaling $955.6 million. The transaction had a Permitted
Funded Companion Participation Acquisition Period, whereby the
Issuer could acquire funded loan participation interests in the
trust. This period expired with the December 2024 payment date. As
of the November 2025 remittance, the pool comprised 26 loans
secured by 34 properties with a cumulative trust balance of $752.1
million, reflecting a collateral reduction of 21.3% since
issuance.
Leverage across the pool as of the November 2025 reporting remained
relatively in line with issuance metrics, as the current
weighted-average (WA) as-is appraised loan-to-value ratio (LTV) is
71.7%, with a current WA stabilized LTV of 62.4%. In comparison,
these figures were 72.1% and 62.4%, respectively, at issuance.
Morningstar DBRS recognizes that select property values may be
inflated, as the majority of the individual property appraisals
were completed in 2022 or earlier and may not fully reflect the
effects of increased interest rates and/or widening capitalization
rates (cap rates) in the current environment. In its analysis for
this review, Morningstar DBRS applied upward LTV adjustments across
15 loans, representing 74.5% of the current pool balance, to
reflect cap-rate assumptions that are generally above the implied
cap rates based on the issuance appraisals.
As of November 2025, one loan, Park at Aventino (Prospectus ID#9;
4.3% of the current pool balance), was reported as current and in
special servicing. One additional loan, UNT Portfolio (Prospectus
ID#7; 7.3% of the current pool balance), is delinquent. This loan
has been delinquent since defaulting on the September 2025 payment.
The borrower's original business plan was to invest $5.0 million
toward interior and exterior renovations as well as the correction
of deferred maintenance items. As per the Issuer's latest report,
no future funding remains outstanding. The Q3 2025 collateral
manager's report indicated all exterior and 81% of the
unit-interior upgrades were complete; however, flood damage caused
a number of units to go offline, halting further progression of the
business plan. The servicer reported that it will be marketing the
property for foreclosure sale. At loan closing, the appraiser
valued the property on an as-is basis at $71.6 million, indicative
of an LTV of 77.5% based on the outstanding loan balance of $55.5
million. Given the property's current performance and significant
outstanding deferred maintenance, Morningstar DBRS believes the
current market value of the property has declined. In its analysis,
Morningstar DBRS took a conservative approach and liquidated the
loan from the trust based on a 60% haircut to the as-is appraised
value; the resulting loss severity was 54% with implied losses
totaling $30.1 million, which would be contained to the unrated
$86.0 million first-loss piece.
There are also 19 loans, representing 78.5% of the current trust
balance, being monitored on the servicer's watchlist. Most of the
loans were flagged for low occupancy rates and low debt service
coverage ratios; however, all loans remain current. Notably,
increased debt service payments, given the floating-rate nature of
all loans in the transaction, have placed greater stress on
operating cash flows. The transaction also faces heightened
maturity risk as all outstanding loans are scheduled to mature by
June 2026. All loans have outstanding extension options remaining,
however, which slightly mitigates this risk. As individual
properties may not achieve the required performance metrics to
allow borrowers to exercise extension options, Morningstar DBRS
expects that the collateral manager will continue to work with
affected sponsors to negotiate mutually beneficial loan
modifications to exercise the options. Morningstar DBRS also
expects lenders to require borrowers to inject additional capital
to fund principal curtailments, fund carry reserves, and/or
purchase an interest rate cap agreement to extend the loans.
Through November 2025, the lender had advanced cumulative loan
future funding of $91.9 million to 22 outstanding individual
borrowers. The largest advance to a single borrower, $20.7 million,
was provided to the Balboa Retail Portfolio loan (Prospectus ID#5;
4.2% of the current trust), which is secured by four
cross-collateralized multitenant retail properties across
California and Oregon. As of November 2025, no future funding
remained. The advanced funds went toward completing capital
improvements and leasing costs. The collateral manager reported a
consolidated occupancy rate of 80.0% across the portfolio as of Q3
2025, with several ongoing negotiations for the vacant space. The
loan has a scheduled maturity in January 2026, with one remaining
extension option for a fully extended maturity date in January
2027. An additional $8.0 million in loan future funding allocated
to three of the outstanding individual borrowers remains available.
The largest portion of available funding ($5.3 million) is
allocated to the borrower of the L&C Complex loan (Prospectus ID#4;
5.0% of the current pool balance).
Notes: All figures are in U.S. dollars unless otherwise noted.
ARES LXXVIII: Fitch Rates Class E Debt 'BB-sf'
----------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Ares
LXXVIII CLO Ltd.
RATINGS ACTION
Ares LXXVIII CLO 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
D-3 LT BBB-sf New Rating
E LT BB-sf New Rating
Subordinate LT NRsf New Rating
Transaction Summary
Ares LXXVIII CLO Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by Ares
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 23.29, 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 97.67% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 73.12% 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 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, between less
than 'B-sf' and 'BB+sf' for class D-3, 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, 'A-sf' for class D-3, and 'BBB+sf'
for class E.
BALBOA BAY 2025-2: Fitch Gives BB+(EXP) Rating on Class E Notes
---------------------------------------------------------------
Fitch Ratings has assigned expected ratings and Rating Outlooks to
Balboa Bay Loan Funding 2025-2 Ltd.
RATING ACTIONS
Balboa Bay Loan Funding 2025-2 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
F LT NR(EXP)sf Expected Rating
Subordinated LT NR(EXP)sf Expected Rating
TRANSACTION SUMMARY
Balboa Bay Loan Funding 2025-2 Ltd (the issuer) is an arbitrage
cash flow collateralized loan obligation (CLO) that will be managed
by Pacific Investment Management Company 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 leverage 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 98% first-lien
senior secured loans and has a weighted average recovery assumption
of 74.88%. 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 5.1-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 notes, between
'BB+sf' and 'A+sf' for class B notes, between 'BB-sf' and 'Asf' for
class C-1 notes, between 'B+sf' and 'BBB+sf' for class C-2 notes,
between less than 'B-sf' and 'BB+sf' for class D-1 notes, and
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, 'AA+sf' for class C-1
notes, 'AA+sf' for class C-2 notes, 'Asf' for class D-1 notes, and
'A-sf' for class D-2 notes and 'BBB+sf' for class E notes.
BANK OF AMERICA 2015-UBS7: Fitch Affirms CCsf Rating on 2 Tranches
------------------------------------------------------------------
Fitch Ratings has affirmed nine classes of Bank of America Merrill
Lynch Commercial Mortgage Trust (BACM) 2015-UBS7. The Rating
Outlooks for class A-S and X-B have been revised to Stable from
Negative.
RATING ACTIONS
Rating Prior
------ -----
BACM Trust 2015-UBS7
A-S 06054ABB4 LT AAAsf Affirmed AAAsf
B 06054ABC2 LT A-sf Affirmed A-sf
C 06054ABD0 LT BB+sf Affirmed BB+sf
D 06054ABE8 LT CCCsf Affirmed CCCsf
E 06054AAG4 LT CCsf Affirmed CCsf
F 06054AAJ8 LT Csf Affirmed Csf
X-B 06054AAZ2 LT AAAsf Affirmed AAAsf
X-D 06054ABA6 LT CCCsf Affirmed CCCsf
X-E 06054AAA7 LT CCsf Affirmed CCsf
KEY RATING DRIVERS
Concentrated Transaction; Stable Recovery Expectations: The
transaction is concentrated with only five loans remaining, three
of which (67.7%) are in special servicing and have been designated
as Fitch Loans of Concern (FLOCs).
The affirmations reflect stable recovery and loss expectations, as
well as better-than-expected outcomes from loan payoffs since the
last rating action.
The Outlook revisions to Stable on classes A-S and X-B reflect the
significant increase in credit enhancement (CE) and paydown, as
well as the anticipated recovery of these classes from the
remaining loans. In addition, future interest shortfalls are no
longer anticipated to impact these classes, and past amounts were
recovered within one month: classes A-S through H incurred interest
shortfalls as of the September 2025 distribution date; however,
full interest was recovered on class A-S as of October 2025, class
B as of November 2025 and class C as of December 2025. While the
servicer has not confirmed details on the cause of the shortfalls,
based on the current pool's limited outstanding advances and
anticipated fees, future shortfalls on class A-S are not considered
likely.
The classes with Negative Outlooks on classes B and C reflect these
classes' reliance on proceeds from defaulted loans to repay.
Further downgrades to these classes are possible with further
performance deterioration, appraisal value declines,
lower-than-expected recoveries or prolonged workouts on specially
serviced loans.
Due to the near-term loan maturities, increasing pool concentration
and adverse selection, Fitch performed a look-through analysis to
determine the remaining loans' expected recoveries and losses to
assess the outstanding classes' ratings relative to their CE.
Higher probabilities of default were assigned to loans that
recently transferred to special servicing or are past their
respective maturity dates and expected to transfer to special
servicing.
Largest Contributors to Loss: The largest contributor to pool loss
expectations is the 261 Fifth Avenue loan (38.7%), which is secured
by a 446,820-sf office building in the Midtown South submarket of
Manhattan. The loan transferred to special servicing in September
2025 due to maturity default, as the loan matured on Sept. 1, 2025.
According to servicer updates, workout discussions are ongoing with
the borrower.
As of YE 2024, occupancy was 87%, which is in-line with prior
years. The largest tenants are Town and Country Holdings (8%;
expires in 2031), Dan Klores (7.4%, expires 2032) and Himatsingka
(6.9%; expires 2030). The property has minimal upcoming rollover.
The servicer reported net operating income (NOI) debt service
coverage ratio (DSCR) was 1.57x at YE 2024, compared with 1.48x at
YE 2023 and 1.36x at YE 2022.
Fitch's 'Bsf' rating case loss of approximately 36% (prior to
concentration add-ons) reflects a 10% cap rate, 10% stress to the
YE 2024 NOI, and an increased probability of default due to the
loan's transfer to special servicing.
The second-largest contributor to loss is the New Hampshire Mall
loan (27.6%), which is secured by a regional mall sponsored by
Simon Property Group and located in Manchester, NH. Sears, a
non-collateral anchor, closed in November 2018; a portion of that
space has since been re-leased to Dick's Sporting Goods and Dave &
Buster's. The loan transferred to special servicing in July 2025
due to maturity default. A modification and extension agreement was
executed, which provided a two-year extension that will expire in
July 2027 with the option to extend an additional nine months to
March 2027 if the NOI is at or above $11 million. As of October
2025, the loan remains current and NOI has been at or above $11
million from the loan's issuance through YE 2024. The most recent
TTM as of Sept. 2025 was $10.5 million. Occupancy was 84% as of
June 2025.
As of YE 2024, the property was 88% occupied and NOI DSCR was
1.79x, compared to 84% and 1.87x, respectively, at YE 2023, 83% and
1.96x at YE 2021, and 87% and 2.11x at YE 2019.
Fitch's 'Bsf' rating case loss of approximately 17% (prior to
concentration add-ons) reflects a discount to the June 2025
appraisal, which reflects a Fitch stressed value of $309 psf.
Increased CE; Interest Shortfalls: As of the December 2025
distribution date, the pool's aggregate balance has been reduced by
76% to $180.5 million from $757.3 million at issuance. Since
Fitch's prior review, approximately 52% of the original pool
balance has paid off with no realized principal losses. The pool
has incurred $19.4 million in realized losses to date and interest
shortfalls of $3.2 million are currently affecting classes D, E, F,
G and H, with approximately 80% allocated to class H. Interest
shortfalls began to impact classes A-S and B in September 2025.
However, by October, class A-S recovered all shortfalls, by
November, class B had recovered all shortfalls, and by December,
class C recovered all shortfalls.
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 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 the class rated 'A-sf' may occur, should
performance of the specially serviced loans deteriorate further or
if values significantly decline, primarily the 261 Fifth Avenue
loan;
-- Downgrades to the classes rated 'BB+sf' are likely with higher
expected losses from continued underperformance of the specially
serviced loans or with greater certainty of near-term losses;
-- Further downgrades to the distressed rated classes would occur
as losses become more certain and/or realized.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
-- Upgrades to the class rated 'A-sf' are possible with
significantly increased CE from paydown, coupled with stable to
improved pool-level loss expectations and improved performance of
special serviced assets; classes would not be upgraded above
'AA+sf' if there is likelihood of interest shortfalls;
-- Upgrades to 'BB+sf' category rated classes could occur only if
the performance of the remaining pool is stable, recoveries are
larger than expected, and there is sufficient CE to the classes;
-- Upgrades to the distressed rated classes are not expected but
possible with better-than-expected recoveries on specially serviced
loans, primarily 261 Fifth Avenue.
BANK5 2025-5YR19: DBRS Finalizes B(high) Rating on Class G Certs
----------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
following classes of Commercial Mortgage Pass-Through Certificates,
Series 2025-5YR19 (the Certificates) issued by BANK5 2025-5YR19
(the Trust):
-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class A-2-1 at AAA (sf)
-- Class A-2-2 at AAA (sf)
-- Class A-2-X1 at AAA (sf)
-- Class A-2-X2 at AAA (sf)
-- Class A-3 at AAA (sf)
-- Class A-3-1 at AAA (sf)
-- Class A-3-2 at AAA (sf)
-- Class A-3-X1 at AAA (sf)
-- Class A-3-X2 at AAA (sf)
-- Class X-A at AAA (sf)
-- Class X-B at AA (high) (sf)
-- Class A-S at AAA (sf)
-- Class A-S-1 at AAA (sf)
-- Class A-S-2 at AAA (sf)
-- Class A-S-X1 at AAA (sf)
-- Class A-S-X2 at AAA (sf)
-- Class B at AAA (sf)
-- Class B-1 at AAA (sf)
-- Class B-2 at AAA (sf)
-- Class B-X1 at AAA (sf)
-- Class B-X2 at AAA (sf)
-- Class C at AA (sf)
-- Class C-1 at AA (sf)
-- Class C-2 at AA (sf)
-- Class C-X1 at AA (sf)
-- Class C-X2 at AA (sf)
-- Class D at A (low) (sf)
-- Class X-D at A (sf)
-- Class E at BBB (sf)
-- Class X-E at BBB (high) (sf)
-- Class F at BB (high) (sf)
-- Class X-F at BBB (low) (sf)
-- Class G at B (high) (sf)
-- Class X-G at BB (low) (sf)
All trends are Stable.
Classes D, X-D, E, X-E, F, X-F, G, X-G, H, and X-H will be
privately placed.
The Class A-2-1, Class A-2-2, Class A-2-X1, Class A-2-X2, Class
A-3-1, Class A-3-2, Class A-3-X1, Class A-3-X2, Class A S-1, Class
A-S-2, Class A-S-X1, Class A-S-X2, Class B 1, Class B-2, Class
B-X1, Class B-X2, Class C-1, Class C-2, Class C-X1 and Class C-X2
certificates are also offered certificates. Such classes of
certificates, together with the Class A-2, Class A-3, Class A-S,
Class B and Class C certificates, constitute the Exchangeable
Certificates. The Class A-1, Class D, Class E, Class F, Class G and
Class H certificates, together with the Exchangeable Certificates
with a certificate balance, are referred to as the principal
balance certificates.
The collateral for the BANK5 2025-5YR19 transaction consists of 35
loans secured by 85 commercial and multifamily properties with an
aggregate cut-off date balance of $949.1 million. Two loans,
representing 10.0% of the total pool, are shadow-rated investment
grade by Morningstar DBRS. Morningstar DBRS analyzed the conduit
pool to determine the provisional credit ratings, reflecting the
long-term probability of loan default within the term and its
liquidity at maturity. When the cut-off balances were measured
against the Morningstar DBRS Net Cash Flow (NCF) and their
respective constants, the initial Morningstar DBRS Weighted Average
Debt Service Coverage Ratio (WA DSCR) of the pool was 1.42 times
(x). Excluding the two shadow-rated loans, the Morningstar DBRS
Issuance DSCR drops to 1.36x. Of the 35 loans, 14 loans,
representing 43.4% of the total pool have a Morningstar DBRS
Issuance DSCR of less than 1.25x, which historically had higher
default frequencies. The pool's Morningstar DBRS WA Issuance LTV
was 60.5% and the pool is scheduled to amortize to a Morningstar
DBRS WA Balloon LTV of 60.4% at maturity based on the A note
balances. Excluding the shadow-rated loans, the deal exhibits a
moderate Morningstar DBRS WA Issuance LTV of 63.2% and a
Morningstar DBRS WA Balloon LTV of 63.1%. Ten of the 35 loans,
representing a total of 23.0% of the total pool, have Morningstar
DBRS Issuance LTV ratios above 67.6%, which have historically had
higher default frequencies. The transaction has sequential-pay
pass-through structure.
Two loans, representing 10.0% of the pool, exhibited credit
characteristics consistent with investment-grade shadow ratings.
The top loan, Mall at Bay Plaza, makes up 7.4% of the pool and
exhibited credit characteristics consistent with an
investment-grade shadow rating of "A." The second shadow-rated
loan, International Plaza, makes up 2.6% of the total pool and
exhibited credit characteristics consistent with an
investment-grade shadow rating of AA (low).
Eight loans, representing 27.7% of the total pool, are within a
Morningstar DBRS Market Rank 6 or 7, which is indicative of more
densely populated urban areas that benefit from increased liquidity
driven by consistently strong investor demand, even during times of
economic stress. Additionally, 10 loans, accounting for 32.3% of
the pool are within a Morningstar DBRS Market rank of 5, which
benefits from lower default frequencies than less dense suburban,
tertiary, and rural markets. Lastly, 11 loans in the pool,
representing 37.9% of the total pool, are in Morningstar DBRS
Metropolitan Statistical Area (MSA) Group 3, the best-performing
group in terms of historical CMBS default rates among the top 25
MSAs.
The pool has a total of 18 loans, accounting for 49.4% of the total
pool, which are secured by multifamily, MHC, or self-storage
properties. These property types are considered to be more stable
and have historically seen lower default frequencies.
The pool had a total of nine properties with sponsors that were
regarded as Weak by Morningstar DBRS and one property that was
regarded as Bad/Litigious by Morningstar DBRS totaling 28.9% of the
pool. This designation was generally applied to sponsors who had
low net worth and liquidity, a recent history of
defaults/bankruptcies, outstanding/prior litigations, and/or a lack
of CRE experience. There is a total of eight loans (or 26.2% of the
total pool) that are regarded with Weak sponsors, and one loan
(2.6% of the pool), which is regarded as a Bad (Litigious) sponsor.
The pool has a relatively high concentration of loans secured by
office and retail properties, at eight loans, representing 33.5% of
the pool. These property types were among the most affected by the
COVID-19 pandemic and many have yet to return to pre-pandemic
performance. Future demand for office space is uncertain because of
the post-pandemic growth in remote or hybrid work, resulting in
less use and, in some cases, companies downsizing their office
footprints. Declining consumer sentiment and spending will continue
to affect the retail sector, with many companies closing stores as
a result of decreased sales.
The pool has a relatively high concentration of loans secured by
hotels with nine loans, representing 17.1% of the pool, which is
elevated compared with recent securitizations. Hotels have the
highest cash flow volatility of all major property types as their
income, which is derived from daily contracts rather than multiyear
leases, and their expenses, which are often mostly fixed, are quite
high as a percentage of revenue. These two factors cause revenue to
fall swiftly during a downturn and cash flow to fall even faster as
a result of high operating leverage. Furthermore, one of the
hotels, representing 16.6% of the hotel concentration (Prospectus
ID#14, Cambridge Beaches Resort and Spa, 2.8% of the total pool),
is outside the United States in Bermuda, and presents sovereign
risk and is subject to the laws of that country.
Thirty loans, representing 89.3% of the pool, are being used to
refinance existing debt. Additionally, one loan, representing 1.8%
of the pool, is a recapitalization. Morningstar DBRS views loans
that refinance existing debt as more credit negative compared with
loans that finance an acquisition. Acquisition financing typically
includes a meaningful cash investment from the sponsor, which
aligns its interests more closely with the lenders, whereas
refinance transactions may be cash neutral or cash-out
transactions, the latter of which may reduce the borrower's
commitment to a property.
Thirty-four loans, representing 97.4% of the pool, have IO payment
structures throughout the loan term. Loans with IO payment
structures potentially face refinance risk at maturity if the
appraised values do not remain stable. The remaining loan amortizes
over its full loan term with no periods of IO payments. The
transaction includes 23 loans, representing 67.1% of the pool, that
exhibit negative leverage, defined as the Issuer's implied cap rate
(Issuer's NCF divided by the appraised value) is less than the
current interest rate. On average, the transaction exhibits -0.65%
of negative leverage. While cap rates have been increasing over the
last few years, they have not surpassed the current interest rates.
In the short term, this suggests borrowers are willing to have
their equity returns reduced in order to secure financing. In the
longer term, should interest rates hold steady, the loans in this
transaction could be subject to negative value adjustments that may
affect the borrower's ability to refinance its loans.
Notes: All figures are in U.S. dollars unless otherwise noted.
BARINGS CLO 2025-VII: Fitch Rates Class F Notes 'Bsf'
-----------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Barings
CLO Ltd. 2025-VII.
RATINGS ACTION
Barings CLO Ltd. 2025-VII
X LT NRsf New Rating
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 BBsf New Rating
F LT Bsf New Rating
Subordinated Notes LT NRsf New Rating
Transaction Summary
Barings CLO Ltd. 2025-VII (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by
Barings 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+'/'B', which is in line with that of recent CLOs.
The weighted average rating factor (WARF) of the indicative
portfolio is 22.93 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 98.6% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.4% 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 other recent
CLOs.
Portfolio Management: The transaction has a 3.1-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, between less
than 'B-sf' and 'B+sf' for class E, and between less than 'B-sf'
and 'Bsf' for class F.
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, 'BBB+sf' for class E, and 'BB+sf'
for class F.
BAYSWATER PARK: S&P Assigns BB- (sf) Rating on Class E-R Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to the replacement class
A-R, B-1-R, B-2-R, C-R, D-R, and E-R debt and proposed new class X
debt from Bayswater Park CLO Ltd./Bayswater Park CLO LLC, a CLO
managed by Blackstone CLO Management LLC that was originally issued
in December 2023. At the same time, we withdrew our ratings on the
previous class B, C, D, and E debt following payment in full on the
Dec. 30, 2025, refinancing date.
The replacement and new debt was issued via a supplemental
indenture, which outlines the terms of the replacement debt.
According to the supplemental indenture:
-- The replacement class A-R, B-1-R, C-R, D-R, and E-R debt was
issued at a lower spread over three-month CME term SOFR than the
existing debt.
-- The replacement class B-1-R and B-2-R debt was issued at a
floating spread and fixed coupon, respectively, replacing the
existing floating-rate class B debt.
-- New class X debt was issued in connection with this refinancing
and will be paid down using interest proceeds during the first 12
payment dates, beginning with the first payment date.
-- The non-call period was extended to December 2027.
-- The reinvestment period was extended to January 2031.
-- The legal final maturity dates for the replacement debt and the
existing subordinated notes were extended to January 2039.
-- The target initial par amount remains at $500.00 million. There
was no additional effective date or ramp-up period, and the first
payment date following the refinancing is Jan. 20, 2026.
-- No additional subordinated notes 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 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."
Ratings Assigned
Bayswater Park CLO Ltd./Bayswater Park CLO LLC
Class X, $4.25 million: AAA (sf)
Class A-R, $312.50 million: AAA (sf)
Class B-1-R, $60.00 million: AA (sf)
Class B-2-R, $7.50 million: AA (sf)
Class C-R (deferrable), $30.00 million: A (sf)
Class D-R (deferrable), $30.00 million: BBB- (sf)
Class E-R (deferrable), $18.50 million: BB- (sf)
Ratings Withdrawn
Bayswater Park CLO Ltd./Bayswater Park CLO LLC
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
Bayswater Park CLO Ltd./Bayswater Park CLO LLC
Subordinated notes, $45.60 million: NR
NR--Not rated.
BAYVIEW FINANCIAL 2004-C: Moody's Cuts Rating on B Certs to Caa1
----------------------------------------------------------------
Moody's Ratings has downgraded the rating of Class B issued by
Bayview Financial Mortgage Pass-Through Certificates, Series
2004-C, backed by Scratch and Dent mortgages.
A comprehensive review of all credit rating for the respective
transaction has been conducted during a rating committee.
The complete rating action is as follows:
Issuer: Bayview Financial Mortgage Pass-Through Certificates,
Series 2004-C
Cl. B, Downgraded to Caa1 (sf); previously on Mar 13, 2025 Upgraded
to Ba1 (sf)
RATINGS RATIONALE
The rating action reflects the current level of credit enhancement
available to the bond, the recent performance, analysis of the
transaction structure, Moody's updated loss expectation on the
underlying pool and Moody's assessments of interest shortfalls on
the bond.
The rating downgrade of Class B is due to outstanding interest
shortfall and the uncertainty of whether this shortfall will be
reimbursed. The size and length of the outstanding interest
shortfall was considered in Moody's analysis.
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.
BENCHMARK 2020-IG1: Fitch Cuts Rating on Class C Certs to Bsf
-------------------------------------------------------------
Fitch Ratings has downgraded three and affirmed five classes of
Benchmark 2020-IG1 Mortgage Trust, commercial mortgage pass-through
certificates, series 2020-IG1. Fitch has assigned a Negative
Outlook to three classes following their downgrades, and the
Outlook remains Negative on two classes.
RATINGS ACTION
Rating Prior
------ -----
BENCHMARK 2020-IG1
A-1 08162LAA8 LT AAAsf Affirmed AAAsf
A-2 08162LAB6 LT AAAsf Affirmed AAAsf
A-3 08162LAC4 LT AAAsf Affirmed AAAsf
A-S 08162LAF7 LT AA-sf Affirmed AA-sf
B 08162LAG5 LT BBsf Downgrade BBB-sf
C 08162LAH3 LT Bsf Downgrade BB-sf
X-A 08162LAD2 LT AA-sf Affirmed AA-sf
X-B 08162LAE0 LT BBsf Downgrade BBB-sf
KEY RATING DRIVERS
The downgrades reflect continued performance deterioration of
office assets in the pool with limited progress toward
stabilization, most notably for the 805 Third Avenue and 181 West
Madison loans. Both loans exhibit declining occupancy and rollover
concerns driving lower collateral values and increased expectations
for loss. Fitch's analysis incorporates stresses to NCF, including
mark-to-market rental adjustments for near-term rolling tenants,
increased vacancy assumptions and higher tenant improvement
allowances and replacement reserves.
The Negative Outlooks reflect concerns related to the
refinanceability of the 181 West Madison loan given the upcoming
December 2026 maturity and potential for further value degradation
of the 805 Third Avenue and 181 West Madison properties. A
downgrade of the A-S class is likely due to limited credit support
from subordinate classes amid increasing losses and reliance on
proceeds from distressed office loans to repay the class.
The pool is highly concentrated as six of the 13 loans are secured
by office properties and two loans are secured by mixed-use
properties with significant office components, totaling 63.1% of
the overall pool. Two loans have transferred to special servicing
since the prior rating action including 650 Madison Avenue in
September 2025 and Parkmerced in March 2024. The 805 Third Avenue
loan returned to the master servicer in February 2025 after having
transferred to special servicing in September 2024.
The largest decline in Fitch sustainable NCF from the last rating
action is 181 West Madison (7.6% of the pool), secured by a
952,559-sf office building located in Chicago, IL. The property's
largest tenant, Northern Trust, was originally 42% of the NRA. It
is expected to reduce its footprint to 24%, with 2.3% of its space
on a month-to-month basis. The remaining Northern Trust space is
leased through December 2027. The second largest tenant (11% of
NRA) has a lease expiration in March 2027. As of YE 2024, NOI has
declined 35% from the originator's underwritten NOI with a reported
NOI DSCR of 1.50x. Following the downsize of Northern Trust, cash
flow is expected to fall short of covering debt service.
The updated Fitch NCF of $11.0 million is 31.8% below Fitch's
issuance NCF of $16.2 million, accounting for a higher vacancy
assumption given the elevated submarket availability rates and the
largest tenant's near-term lease expiration. According to Costar as
of 4Q25, the submarket vacancy, availability rate and average
asking rent were 28.7%, 33.5% and $35.60 psf, respectively.
Furthermore, Fitch's analysis incorporated a capitalization rate of
9.50% which resulted in a Fitch-stressed valuation decline that is
approximately 69% below the issuance appraisal.
The 805 Third Avenue loan, which is secured by a 596,100-sf office
property located in the Grand Central submarket of Manhattan.
Performance has declined significantly from issuance with occupancy
falling to 58% as of June 2025 in-line with occupancy as of YE
2024, and down from 92% at issuance. Additionally, net cash flow as
of YE 2024 has declined 69% from issuance resulting in cash flow
insufficient to support debt service payments with NCF DSCR at
0.81x as of YE 2024. The largest tenant is Meredith Corporation
(35.7%; December 2026), which has subleased a majority of its space
on a co-terminus basis since issuance.
Fitch sustainable NCF of $10.4 million, which is 34.7% below
Fitch's issuance NCF of $15.9 million, reflects leases-in-place as
of the June 2025 rent roll, with a lease-up to a sustainable
occupancy level of 78% with rental rates in-line with current
in-place rents excluding the largest tenant, which pays a
substantially below market rental rate. Fitch's analysis
incorporated a capitalization rate of 9.0% which resulted in a
Fitch-stressed valuation decline that is approximately 74% below
the issuance appraisal.
The trust's assets are primarily 13 fixed-rate commercial mortgage
loans secured by first mortgage liens on 45 mortgaged properties.
While the majority of the loans in the pool have maturities in 2029
and beyond, the 181 Madison loan has a scheduled maturity in
December 2026. The Parkmerced loan defaulted at maturity in
December 2024 and is currently reported as performing matured as of
December 2025.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
-- Downgrades would occur should property occupancy and/or net cash
flow fail to improve and demonstrate lack of progress toward
stabilization, particularly for the 805 Third Avenue, Parkmerced,
and 650 Madison Avenue loans. Additionally, further performance
deterioration of the 181 West Madison loan with the departure of
the largest tenant and insufficient leasing activity would
contribute to a downgrade.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
-- Upgrades are currently not expected but are possible with
significant and sustained improvement in occupancy and net cash
flow, particularly for the 805 Third Avenue, Parkmerced and 650
Madison Avenue loans, in addition to secured renewals for expiring
tenants and future lease up of vacancies at rates at or above
Fitch's expectations for the 181 West Madison loan.
BENCHMARK 2020-IG2: DBRS Lowers Rating on Class D Certs to Csf
--------------------------------------------------------------
DBRS Limited downgraded its credit rating on one class of
Commercial Mortgage Pass-Through Certificates, Series 2020-IG2
issued by Benchmark 2020-IG2 Mortgage Trust as follows:
-- Class C to C (sf) from CCC (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class A-3 at AAA (sf)
-- Class A-M at A (high) (sf)
-- Class X-A at AA (low) (sf)
-- Class B at BB (sf)
-- Class D at C (sf)
All trends are Stable with the exception of Classes C and D, which
have credit ratings that typically do not carry trends in
commercial mortgage-backed securities (CMBS) transactions.
The credit rating downgrade reflects Morningstar DBRS' increased
loss expectations for the two specially serviced loans in the pool
(18.6% of the pool), 225 Bush (Prospectus ID#11; 5.6% of the pool)
and Stonemont Net Lease Portfolio (Prospectus ID#5; 13.0% of the
pool), as well as the largest loan on the servicer's watchlist, 525
Market Street (Prospectus ID#9; 7.4% of the pool). The servicer has
provided an updated appraisal for the 225 Bush property, with the
value dropping by 74.0% from the issuance value as of January 2025.
Given the significant property performance deterioration for the
other two collateral properties since issuance, Morningstar DBRS
expects that the as-is values have also significantly deteriorated.
As such, Morningstar DBRS liquidated these three loans in the
analysis for this review based on conservative haircuts to the most
recent appraised values. The results suggested that liquidated
losses would fully erode Class D and approximately 7.0% of the
Class C certificate balance, supporting the credit rating downgrade
to C (sf). Additionally, as all loans in the pool are
collateralized by office or mixed-use properties with office
components, with select loans continuing to exhibit performance
declines from issuance and/or elevated rollover risk, Morningstar
DBRS maintains a conservative outlook and maintained elevated
adjustments to the individual Loan-to-Value ratio (LTV) Sizing
Benchmarks, where appropriate, to reflect increased credit risks.
The credit rating confirmations and Stable trends were supported by
the LTV Sizing Benchmarks and reflect the otherwise stable
performance for the remainder of the loans in the pool as evidenced
by the weighted-average debt service coverage ratio (DSCR) of 3.67
times (x) per the most recent financials. As of the December 2025
remittance, 10 of the original 11 interest-only (IO) loans remained
in the pool, with a collateral reduction of 32.2% since issuance
following the full payoff of the former largest loan in the pool,
Chase Center Tower I/II (Prospectus IDs #1 and #2), in February
2025, as well as the payoff of the loan-specific certificates
(Classes UBR-B, UBR-C, and UBR-D), which were collateralized by two
subordinate companion notes. As mentioned above, there are two
loans in special servicing (18.6% of the pool), unchanged from the
last review, and two loans (10.0% of the pool) that are being
monitored on the servicer's watchlist for declining property
performance. Despite the pool's significant exposure to office
collateral, most of the remaining loans benefit from subordinate
debt held outside the trust, which contributes to relatively low
LTVs on the senior debt held in the transaction.
The largest loan in special servicing is Stonemont Net Lease
Portfolio, which consisted of 66 individual office and retail
properties across various states at issuance. The trust loan
represents a pari passu portion of a larger whole loan, and the
Morningstar DBRS-rated BMARK 2020-IG3 transaction also holds a
portion of the pari passu debt. As of December 2025, the whole loan
balance was reduced to $751.6 million, reflecting a collateral
reduction of 18.7% since issuance, following the release of 26
properties from the pool. There are currently 40 unreleased
single-tenant properties in the portfolio, comprising 17 office
buildings and 23 retail properties. The loan transferred to special
servicing in January 2025 for maturity default; however, the loan
remains current. While the portfolio was 99.0% leased as of October
2025, physical occupancy is closer to 50.0%, with many properties
reported to be dark or seeking to sublease large portions of space
according to the servicer's most recent commentary. No updated
appraisal has been provided by the servicer to date. In the
analysis for this review, Morningstar DBRS liquidated the loan
based on a haircut in excess of 65.0% to the issuance appraised
value of $839.4 million, resulting in a projected loss severity of
68.3% on the $751.6 million whole loan, with the $296.5 million
senior debt portion sustaining a projected loss of approximately
$11.6 million.
The 225 Bush loan is secured by a mixed-use Class A office/retail
property in San Francisco's financial district. The loan
transferred to special servicing in November 2024 for maturity
default and has since been deemed as a nonperforming matured
balloon. The property's performance continues to deteriorate, most
recently reporting a DSCR of 0.77x for the A-note (0.44x for the
whole loan) for the trailing six-month period ended June 30, 2025,
with an occupancy of 37.3%. Although the workout strategy remained
unconfirmed as of December 2025, an updated appraisal value of
$153.0 million was provided as of January 2025, reflecting a 74.0%
drop from the issuance value of $589.0 million. Morningstar DBRS
maintained a liquidation scenario for the loan based on a 30.0%
haircut to the January 2025 value, resulting in a loss severity of
approximately 52.0% on the $203.6 million senior debt portion of
the $350.0 million whole loan balance. The haircut to the January
2025 value reflects Morningstar DBRS' expectation that investor
demand for this property will be tepid given the San Francisco
location and the low in-place occupancy rate.
Although not currently in default, Morningstar DBRS also liquidated
the largest loan on the watchlist, 525 Market Street, which is
secured by a Class A office property in San Fransico's central
business district. The trust loan is pari passu with several other
loan pieces, including the debt held within the Morningstar
DBRS-rated transaction MKT 2020-525M, which consists of the entire
subordinate debt and a portion of the senior debt. Please see the
related press release published on December 17, 2025, at
https://dbrs.morningstar.com for a detailed discussion of that
property and Morningstar DBRS' analytical approach. Given the
sizable cushion provided by the $212.0 million subordinate debt, no
loss is projected for the senior debt portion of the $682.0 million
whole loan.
Notes: All figures are in U.S. dollars unless otherwise noted.
BENCHMARK 2020-IG3: DBRS Lowers Rating on Class D Certs to BB(low)
------------------------------------------------------------------
DBRS Limited downgraded its credit ratings on three classes of
Commercial Mortgage Pass-Through Certificates, Series 2020-IG3
issued by Benchmark 2020-IG3 Mortgage Trust as follows:
-- Class B to A (low) (sf) from AA (low) (sf)
-- Class C to BBB (low) (sf) from BBB (high) (sf)
-- Class D to BB (low) (sf) from BBB (low) (sf)
In addition, Morningstar DBRS confirmed the following credit
ratings:
-- Class A2 at AAA (sf)
-- Class A3 at AAA (sf)
-- Class A4 at AAA (sf)
-- Class ASB at AAA (sf)
-- Class AS at AAA (sf)
-- Class XA at AAA (sf)
-- Class 825S-A at A (low) (sf)
-- Class 825S-B at BBB (low) (sf)
-- Class 825S-C at BB (low) (sf)
-- Class 825S-D at B (low) (sf)
-- Class T333-A at A (high) (sf)
-- Class T333-B at BBB (high) (sf)
-- Class T333-C at BB (high) (sf)
-- Class T333-D at BB (sf)
-- Class BX-A at A (low) (sf)
-- Class BX-B at BBB (low) (sf)
-- Class BX-C at BB (high) (sf)
All trends are Stable.
The credit rating downgrades reflect Morningstar DBRS' increased
loss projections for the Stonemont Net Lease Portfolio (Prospectus
ID#9; 10.7% of the pool), which transferred to special servicing at
the last credit rating action in January 2025. The trust loan is
pari passu with several other loan pieces, including the loan in
the BMARK 2020-IG2 transaction, which Morningstar DBRS also rates.
While the servicer has not yet provided an updated appraisal for
the portfolio, Morningstar DBRS expects that the as-is value has
declined significantly since issuance, given the deterioration in
property performance. Morningstar DBRS liquidated the loan in the
analysis for this review (Please see the BMARK 2020-IG2 press
release published on December 23, 2025, at
https://dbrs.morningstar.com for a detailed discussion of that
property and Morningstar DBRS' analytical approach), resulting in
liquidated losses that would erode approximately 15.2% of the Class
D certificate balance, which reduces the credit support for Classes
B and C, supporting the credit rating downgrades. The downgrades
also reflect select properties in the pool that are exhibiting
increased risks related to scheduled rollover in the near term,
including the Moffett Towers Buildings A, B, & C loan (Prospectus
ID#4; 15.6% of the pool).
The credit rating confirmations and Stable trends reflect the
otherwise stable performance for the remainder of the performing
loans in the pool as evidenced by the weighted-average debt service
coverage ratio (DSCR) of 3.81 times (x) per the most recent
financials. The pool's structure, which mostly comprises loans that
have significant subordinate debt held outside the trust,
contributes to the relatively low LTVs on the senior debt held in
the subject pool. Additionally, Morningstar DBRS analyzed most of
the loans based on relatively conservative scenarios with this
review and expects performance to remain generally stable through
the near term.
As of the December 2025 remittance, eight of the original nine
loans remain in the pool, reflecting a collateral reduction of
12.1% since issuance, as a result of the full payoff of the Chase
Center Tower I/II loan (Prospectus IDs #6 and #7) in February 2025,
loan amortization, and individual property releases in the BX
Industrial Portfolio (Prospectus ID#; 12.6% of the pool). Two loans
(22.3% of the pool) are being monitored on the servicer's watchlist
for deferred maintenance and informational reasons.
All outstanding loans in the transaction, with the exception of 825
South Hill (Prospectus ID#8; 9.7% of the pool), are interest only
(IO) during their entire loan terms. As of December 2025, the
A-note portion of the 825 South Hill loan was paid down by 19.8%
since issuance (and 12.3% on the whole loan). Given the large
concentration of office collateral in the pool (69.4% of the pool),
Morningstar DBRS has a generally conservative outlook and
maintained stressed scenarios, where appropriate, to reflect
increased credit risks. The resulting analysis supported the credit
rating confirmations.
One of the largest office loans in the pool, Moffett Towers
Buidlings A, B, & C, are secured by three Class A office properties
totaling more than 951,000 square feet (sf) in California's Silicon
Valley. The trust loan is pari passu with several other loan
pieces, including the loans in the BMARK 2020-IG2 and MOFT Trust
2020-ABC transactions, which Morningstar DBRS also rates. The
property is fully leased, with Google LLC (Google) leasing 85.7% of
the net rentable area (NRA) via three separate leases, the first of
which is set to expire in June 2026. According to a July 2025
CoStar article, Google will be reducing its footprint in Silicon
Valley, including its space at the subject properties. Although
none of Google's leases at the subject have termination rights,
498,362 sf (52.4% of the NRA) will expire by September 2027, while
the third lease (33.3% of the NRA) is set to expire in December
2030. A cash flow sweep was triggered nine months ahead of Google's
first lease expiry. There has been no leasing activity to date;
however, the property benefits from a prime location among various
technology companies such as Amazon and Meta, and the staggered
timing of the lease expiration dates also gives the borrower time
to incrementally backfill any vacated space. Property performance
has been strong since issuance and Morningstar DBRS expects the
DSCR to remain higher than breakeven after the 2026 lease expiry
for Google.
In the analysis for this review, Morningstar DBRS analyzed this
loan with a stressed scenario based on a capitalization (cap) rate
of 7.25% applied to the YE2024 in-place net cash flow (NCF) less
the income from Google's space to be vacated in 2026. Morningstar
DBRS also maintained positive qualitative adjustments to the
Loan-to-Value Ratio (LTV) Sizing Benchmarks totaling 4.0% to
reflect the recent construction and location along a prime office
campus in the Sunnyvale submarket. However, given the impending
decline in cash in the near term, Morningstar DBRS reduced the cash
flow volatility adjustment by 100 basis points, to 1.0%. The
Morningstar DBRS concluded value of $549.0 million represents a
-52.1% variance from the issuance appraised value of $1.1 billion
and implies an all-in LTV of 100.0%.
Eleven classes are loan-specific certificates, or rake bonds.
Classes 825S-A, 825S-B, 825S-C, and 825S-D are loan-specific
certificates associated with the subordinate component of the 825
South Hill loan, which is backed by a luxury multifamily property
in Los Angeles. Classes T333-A, T333-B, T333-C, and T333-D are
loan-specific certificates associated with the subordinate
component of the Tower 333 loan (Prospectus ID#5; 15.4% of the
pool), secured by an office tower in Bellevue, Washington. The
property is fully occupied by Amazon.com, Inc. via a lease through
September 2036, with several renewal options and no termination or
contraction clauses. With this review, Morningstar DBRS confirms
that these assets continue to exhibit a performance that remains in
line with issuance expectations and is consistent with
investment-grade characteristics.
Classes BX-A, BX-B, and BX-C are loan-specific certificates
associated with the subordinate component of the BX Industrial
Portfolio loan. The loan was secured by a portfolio of 68
industrial and logistics properties at issuance. Releases are
permitted via a prepayment premium of 105.0% of the allocated loan
amount (ALA), until the original principal balance reduces by
30.0%, and 110.0% of the ALA thereafter. To date, 21 properties
have been released (more than 26.0% of the issuance ALA), reducing
the issuance senior trust balance and the total appraisal value by
approximately 19.1% and 26.3%, respectively, per the December 2025
reporting. In the analysis for this credit rating action, the
Morningstar DBRS Value was updated to reflect the property releases
to date. Morningstar DBRS considered a conservative haircut to the
annualized NCF of $47.7 million for the trailing six-month period
ended June 30, 2025, and maintained the 7.25% cap rate applied at
the prior credit rating action, resulting in a Morningstar DBRS
Value of $592.4 million, which represents a variance of -16.4% to
the issuance appraised values for the remaining collateral.
Additionally, Morningstar DBRS maintained positive qualitative
adjustments totaling 5.25% in the LTV Sizing Benchmarks to reflect
the favorable geographic diversification, low cash flow volatility,
and property quality.
The Morningstar DBRS credit ratings assigned to Classes 825S-A,
825S-B, 825S-C, 825S-D, BX-A, BX-B, and BX-C are lower than the
results implied by the LTV Sizing Benchmarks by three or more
notches. The rationale for the variances is uncertain loan level
event risk, driven by the performance of the 825 South Hill
property (tied to Classes 825S-A, 825S-B, 825S-C, 825S-D), which
remains relatively unchanged since issuance, and the adverse
selection risk for the 47 unreleased properties in the BX
Industrial Portfolio (tied to Classes BX-A, BX-B, and BX-C), which
is also set to mature in October 2026.
Notes: All figures are in U.S. dollars unless otherwise noted.
BX COMMERCIAL 2024-MF: DBRS Confirms B Rating on Class HRR Certs
----------------------------------------------------------------
DBRS Limited confirmed its credit ratings on all classes of
Commercial Mortgage Pass-Through Certificates, Series 2024-MF
issued by BX Commercial Mortgage Trust 2024-MF as follows:
-- Class A at AAA (sf)
-- Class B at AA (high) (sf)
-- Class C at AA (low) (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (low) (sf)
-- Class HRR at B (sf)
All trends are Stable.
The credit rating confirmations reflect the overall stable
performance of the transaction, which remains in line with
Morningstar DBRS' issuance expectations.
At issuance, the $550.0 million loan was secured by the borrower's
fee-simple interest in 10 Class A multifamily properties, totaling
3,406 units, located throughout Texas, North Carolina, South
Carolina, and Florida. As of the December 2025 remittance, the loan
balance has been reduced to $487.0 million, representing a
collateral reduction of 11.5%, as one property, Cortland at
Stonebriar, has been released since closing. All remaining nine
properties are highly amenitized and are in Issuer-described
micro-markets that, within a one-mile radius, have seen strong
median household incomes and growth in population, jobs, and
wages.
The transaction features a pro rata paydown structure associated
with property releases for the first 30.0% of the unpaid principal
balance. Individual property releases are allowed under a
prepayment premium of 105% of the allocated loan amount (ALA) for
the first 30% of the principal paydown and 110% thereafter subject
to minimum debt yield requirements.
The subject floating-rate loan pays interest only (IO) and is
structured with an initial two-year term and three one-year
extension options for a final extended maturity date of February
2029. As a condition to exercising each of its extension options,
the borrower is required to enter into an interest rate cap
agreement with a strike rate that results in a debt service
coverage ratio (DSCR) of at least 1.10 times (x). The loan is
currently being monitored on the servicer's watchlist for its
upcoming maturity in February 2026; however, the loan has three
extension options remaining.
According to the June 2025 rent rolls, the remaining collateral
continues to demonstrate a steady weighted-average (WA) occupancy
rate of 94.0%, unchanged since YE2024, and in line with issuance
levels. Based on June 2025 financial reporting, the collateral
generated an annualized net cash flow (NCF) of $34.1 million for
the trailing six-months period ended June 30, 2025, corresponding
to a DSCR of 1.07x, a slight decline from the YE2024 figure of
$34.6 million (DSCR of 1.08x), but an improvement over Morningstar
DBRS issuance NCF of $31.5 million for the remaining nine
properties. As mentioned above, there is an interest cap in place,
and the borrower is required to purchase a new rate cap to exercise
the loan's extension option.
In the analysis for this review, Morningstar DBRS maintained its
valuation approach from the previous credit rating action in
January 2025, which was based on a capitalization rate of 6.25%
applied to a Morningstar DBRS NCF of $31.5 million for the
remaining nine properties. The resulting value of $503.5 million
represents a -29.7% variance from the issuance appraised value of
$716.6 million for the remaining collateral and corresponds to a
whole loan-to-value ratio of 96.7%. Morningstar DBRS also
maintained positive qualitative adjustments, totaling 7.0%, to
account for good property quality, strong markets fundamentals and
low cash flow volatility.
Notes: All figures are in U.S. dollars unless otherwise noted.
CEDAR FUNDING XV: S&P Assigns Prelim B+ (sf) Rating on F-R Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the
replacement class A-R loans and class A-R, B-R, C-1R, C-2R, D-1R,
D-2R, and E-R notes and proposed new class X-R and F-R notes from
Cedar Funding XV CLO Ltd./Cedar Funding XV CLO LLC, a CLO managed
by Aegon USA Investment Management LLC, a subsidiary of Aegon Ltd.
that was originally issued in March 2022.
The preliminary ratings are based on information as of Dec. 31,
2025. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
On the Jan. 8, 2025, refinancing date, the proceeds from the
replacement and proposed new 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 A loans and class A, B, C, D, and E
notes and assign ratings to the replacement class A-R loans and
class A-R, B-R, C-1R, C-2R, D-1R, D-2R, and E-R and proposed new
class X-R and F-R notes. 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 class A-R loans and class A-R, B-R, and C-1R
notes are expected to be issued at a lower spread over three-month
SOFR than the existing debt.
-- The replacement class D-1R and E-R notes are expected to be
issued at a higher spread over three-month SOFR than the existing
debt.
-- The replacement class C-1R and C-2R debt are expected to be
issued at a floating spread and fixed coupon, respectively,
replacing the current floating spread.
-- The replacement class D-1R and D-2R debt are expected to be
paid sequentially and issued at a floating spread and fixed coupon,
respectively, replacing the current floating spread.
-- The stated maturity, reinvestment period, and non-call period
will be extended by approximately 3.75 years.
-- The non-call period will be extended to Jan. 8, 2028.
-- The reinvestment period will be extended to Jan. 20, 2031.
-- The legal final maturity dates for the replacement debt and the
existing subordinated notes will be extended to Jan. 20, 2039.
-- The target initial par amount will remain at $400 million and
there will be no additional effective date or ramp-up period. The
first payment date following the refinancing is April 20, 2026.
-- New class X-R debt will be issued on the refinancing date. This
debt is expected to be paid down using interest proceeds in equal
installments of $291,666.67, beginning on the July 2026 payment
date.
-- New class F-R debt is expected to be issued in connection with
this refinancing.
-- 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 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
Cedar Funding XV CLO Ltd./Cedar Funding XV CLO LLC
Class X-R, $3.50 million: AAA (sf)
Class A-R loans, $50.00 million: AAA (sf)
Class A-R, $198.00 million: AAA (sf)
Class B-R, $56.00 million: AA (sf)
Class C-1R (deferrable), $16.00 million: A (sf)
Class C-2R (deferrable), $8.00 million: A (sf)
Class D-1R (deferrable), $20.00 million: BBB- (sf)
Class D-2R (deferrable), $4.00 million: BBB- (sf)
Class E-R (deferrable), $12.00 million: BB- (sf)
Class F-R (deferrable), $2.50 million: B+ (sf)
Other Debt
Cedar Funding XV CLO Ltd./Cedar Funding XV CLO LLC
Subordinated notes, $41.65 million: Not rated
CHASE HOME 2025-13: DBRS Finalizes B(low) Rating on Class B5 Certs
------------------------------------------------------------------
DBRS, Inc. finalized the following provisional credit ratings on
the Mortgage Pass-Through Certificates, Series 2025-13 (the
Certificates) issued by Chase Home Lending Mortgage Trust 2025-13:
-- $433.9 million Class A-1 at AAA (sf)
-- $374.2 million Class A-2 at AAA (sf)
-- $374.2 million Class A-3 at AAA (sf)
-- $374.2 million Class A-3-A at AAA (sf)
-- $374.2 million Class A-3-X1 at AAA (sf)
-- $374.2 million Class A-3-X2 at AAA (sf)
-- $374.2 million Class A-3-X3 at AAA (sf)
-- $280.7 million Class A-4 at AAA (sf)
-- $280.7 million Class A-4-A at AAA (sf)
-- $280.7 million Class A-4-B at AAA (sf)
-- $280.7 million Class A-4-X1 at AAA (sf)
-- $280.7 million Class A-4-X2 at AAA (sf)
-- $280.7 million Class A-4-X3 at AAA (sf)
-- $93.6 million Class A-5 at AAA (sf)
-- $93.6 million Class A-5-A at AAA (sf)
-- $93.6 million Class A-5-B at AAA (sf)
-- $93.6 million Class A-5-X1 at AAA (sf)
-- $93.6 million Class A-5-X2 at AAA (sf)
-- $93.6 million Class A-5-X3 at AAA (sf)
-- $224.5 million Class A-6 at AAA (sf)
-- $224.5 million Class A-6-A at AAA (sf)
-- $224.5 million Class A-6-B at AAA (sf)
-- $224.5 million Class A-6-X1 at AAA (sf)
-- $224.5 million Class A-6-X2 at AAA (sf)
-- $224.5 million Class A-6-X3 at AAA (sf)
-- $149.7 million Class A-7 at AAA (sf)
-- $149.7 million Class A-7-A at AAA (sf)
-- $149.7 million Class A-7-B at AAA (sf)
-- $149.7 million Class A-7-X1 at AAA (sf)
-- $149.7 million Class A-7-X2 at AAA (sf)
-- $149.7 million Class A-7-X3 at AAA (sf)
-- $56.1 million Class A-8 at AAA (sf)
-- $56.1 million Class A-8-A at AAA (sf)
-- $56.1 million Class A-8-B at AAA (sf)
-- $56.1 million Class A-8-X1 at AAA (sf)
-- $56.1 million Class A-8-X2 at AAA (sf)
-- $56.1 million Class A-8-X3 at AAA (sf)
-- $48.5 million Class A-9 at AAA (sf)
-- $48.5 million Class A-9-A at AAA (sf)
-- $48.5 million Class A-9-B at AAA (sf)
-- $48.5 million Class A-9-X1 at AAA (sf)
-- $48.5 million Class A-9-X2 at AAA (sf)
-- $48.5 million Class A-9-X3 at AAA (sf)
-- $149.7 million Class A-10 at AAA (sf)
-- $149.7 million Class A-10-A at AAA (sf)
-- $149.7 million Class A-10-B at AAA (sf)
-- $149.7 million Class A-10-X1 at AAA (sf)
-- $149.7 million Class A-10-X2 at AAA (sf)
-- $149.7 million Class A-10-X3 at AAA (sf)
-- $59.7 million Class A-11 at AAA (sf)
-- $59.7 million Class A-11-X at AAA (sf)
-- $59.7 million Class A-12 at AAA (sf)
-- $59.7 million Class A-13 at AAA (sf)
-- $59.7 million Class A-13-X at AAA (sf)
-- $59.7 million Class A-14 at AAA (sf)
-- $59.7 million Class A-14-X at AAA (sf)
-- $59.7 million Class A-14-X2 at AAA (sf)
-- $59.7 million Class A-14-X3 at AAA (sf)
-- $59.7 million Class A-14-X4 at AAA (sf)
-- $74.8 million Class A-15 at AAA (sf)
-- $74.8 million Class A-15-A at AAA (sf)
-- $74.8 million Class A-15-B at AAA (sf)
-- $74.8 million Class A-15-X1 at AAA (sf)
-- $74.8 million Class A-15-X2 at AAA (sf)
-- $74.8 million Class A-15-X3 at AAA (sf)
-- $74.8 million Class A-16 at AAA (sf)
-- $74.8 million Class A-16-A at AAA (sf)
-- $74.8 million Class A-16-B at AAA (sf)
-- $74.8 million Class A-16-X1 at AAA (sf)
-- $74.8 million Class A-16-X2 at AAA (sf)
-- $74.8 million Class A-16-X3 at AAA (sf)
-- $74.8 million Class A-17 at AAA (sf)
-- $74.8 million Class A-17-A at AAA (sf)
-- $74.8 million Class A-17-B at AAA (sf)
-- $74.8 million Class A-17-X1 at AAA (sf)
-- $74.8 million Class A-17-X2 at AAA (sf)
-- $74.8 million Class A-17-X3 at AAA (sf)
-- $131.0 million Class A-18 at AAA (sf)
-- $131.0 million Class A-18-A at AAA (sf)
-- $131.0 million Class A-18-B at AAA (sf)
-- $131.0 million Class A-18-X1 at AAA (sf)
-- $131.0 million Class A-18-X2 at AAA (sf)
-- $131.0 million Class A-18-X3 at AAA (sf)
-- $482.4 million Class A-X-1 at AAA (sf)
-- $482.4 million Class A-X-2 at AAA (sf)
-- $482.4 million Class A-X-3 at AAA (sf)
-- $11.5 million Class B-1 at AA (low) (sf)
-- $11.5 million Class B-1-A at AA (low) (sf)
-- $11.5 million Class B-1-X at AA (low) (sf)
-- $6.6 million Class B-2 at A (low) (sf)
-- $6.6 million Class B-2-A at A (low) (sf)
-- $6.6 million Class B-2-X at A (low) (sf)
-- $4.6 million Class B-3 at BBB (low) (sf)
-- $2.8 million Class B-4 at BB (low) (sf)
-- $1.0 million Class B-5 at B (low) (sf)
Classes A-3-X1, A-3-X2, A-3-X3, A-4-X1, A-4-X2, A-4-X3, A-5-X1,
A-5-X2, A-5-X3, A-6-X1, A-6-X2, A-6-X3, A-7-X1, A-7-X2, A-7-X3,
A-8-X1, A-8-X2, A-8-X3, A-9-X1, A-9-X2, A-9-X3, A-10-X1, A-10-X2,
A-10-X3, A-11-X, A-13-X, A-14-X, A-14-X2, A-14-X3, A-14-X4,
A-15-X1, A-15-X2, A-15-X3, A-16-X1, A-16-X2, A-16-X3, A-17-X1,
A-17-X2, A-17-X3, A-18-X1, A-18-X2, A-18-X3, A-X-1, A-X-2, A-X-3,
B-1-X, and B-2-X are interest-only (IO) certificates. The class
balances represent notional amounts.
Classes A-1, A-2, A-3, A-3-A, A-3-X1, A-3-X2, A-3-X3, A-4, A-4-A,
A-4-B, A-4-X1, A-4-X2, A-4-X3, A-5, A-5-A, A-5-X1, A-6, A-6-A,
A-6-B, A-6-X1, A-6-X2, A-6-X3, A-7, A-7-A, A-7-B, A-7-X1, A-7-X2,
A-7-X3, A-8, A-8-A, A-8-X1, A-9, A-9-A, A-9-X1, A-10, A-10-A,
A-10-B, A-10-X1, A-10-X2, A-10-X3, A-11, A-11-X, A-12, A-13, A-15,
A-15-A, A-15-X1, A-16, A-16-A, A-16-X1, A-17, A-17-A, A-17-X1,
A-18, A-18-A, A-18-B, A-18-X1, A-18-X2, A-18-X3, A-X-1, B-1, and
B-2 are exchangeable certificates. These classes can be exchanged
for combinations of depositable certificates as specified in the
offering documents.
Classes A-1, A-2, A-3, A-3-A, A-4, A-4-A, A-4-B, A-5, A-5-A, A-5-B,
A-6, A-6-A, A-6-B, A-7, A-7-A, A-7-B, A-8, A-8-A, A-8-B, A-10,
A-10-A, A-10-B, A-11, A-12, A-13, A-14, A-15, A-15-A, A-15-B, A-16,
A-16-A, A-16-B, A-17, A-17-A, A-17-B, A-18, A-18-A and A-18-B are
super-senior certificates. These classes benefit from additional
protection from the senior support certificate (Classes A-9, A-9-A,
A-9-B) regarding loss allocation.
The AAA (sf) credit ratings on the Certificates reflect 5.50% of
credit enhancement provided by subordinated certificates. The AA
(low) (sf), A (low) (sf), BBB (low) (sf), BB (low) (sf), and B
(low) (sf) credit ratings reflect 3.25%, 1.95%, 1.05%, 0.50%, and
0.30% of credit enhancement, respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
The transaction is a securitization of a portfolio of first-lien,
fixed-rate prime residential mortgages funded by the issuance of
the Certificates. The Certificates are backed by 480 loans with a
total principal balance of $537,306,704 as of the Cut-Off Date
(December 1, 2025).
The pool consists of fully amortizing fixed-rate mortgages with
original terms to maturity from 15 to 30 years and a
weighted-average loan age of three months. They are traditional,
prime jumbo mortgage loans. Approximately 62.3% of the loans were
underwritten using an automated underwriting system designated by
Fannie Mae or Freddie Mac. In addition, all the loans in the pool
were originated in accordance with the new general Qualified
Mortgage rule.
JP Morgan Chase Bank, N.A. (JPMCB) is the Originator and Servicer
of 100.0% of the pool.
For this transaction, generally, the servicing fee payable for
mortgage loans is composed of three separate components: the base
servicing fee, the delinquent servicing fee, and the additional
servicing fee. These fees vary based on the delinquency status of
the related loan and will be paid from interest collections before
distribution to the securities.
U.S. Bank Trust Company, National Association (rated AA with a
Stable trend), will act as Securities Administrator. U.S. Bank
Trust National Association will act as Delaware Trustee. JPMCB will
act as Custodian. Pentalpha Surveillance LLC will serve as the
Representations and Warranties (R&W) Reviewer.
The Sponsor (JPMCB) will retain an eligible vertical interest in
the transaction consisting of an uncertificated interest (the
Retained Interest) in the Trust representing not less than 5.0% of
the initial Class Principal Amount of each class of Certificates
(other than the Class A-R Certificates) to satisfy the EU/UK Risk
Retention requirements under Article 6(3) of PRASR and Chapter 4 of
SECN 5 of the UK Securitization Framework and Article 6(4) of the
EU Securitization Regulation.
The transaction employs a senior-subordinate, shifting-interest
cash flow structure that incorporates performance triggers and
credit enhancement floors.
Notes: All figures are in U.S. dollars unless otherwise noted.
CHESTNUT NOTES: DBRS Confirms BB Rating on Class C Notes
--------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, the Class C Notes, and the Class D Notes (together,
the Secured Notes) of Chestnut Notes Issuer LLC pursuant to the
Indenture dated as of July 28, 2023 (the Indenture), as amended by
the First Supplemental Indenture dated as of July 25, 2024, the
Second Supplemental Indenture dated as of December 20, 2024, the
Third Supplemental Indenture dated June 12, 2025, and the Fourth
Supplemental Indenture dated December 30, 2025 entered into between
Chestnut Notes Issuer LLC, as the Issuer and U.S. Bank Trust
Company, National Association, as Trustee:
-- Class A Notes confirmed at A (high) (sf)
-- Class B Notes confirmed at BBB (sf)
-- Class C Notes confirmed at BB (sf)
-- Class D Notes confirmed at BB (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest (excluding any Defaulted Interest, as defined in the
Indenture) and the ultimate return of principal on or before the
Stated Maturity (as defined in the Indenture). The credit ratings
on the Class B Notes, the Class C Notes, and the Class D Notes
address the ultimate payment of interest (excluding any Defaulted
Interest, as defined in the Indenture) and the ultimate return of
principal on or before the Stated Maturity (as defined in the
Indenture).
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' review
of the Fourth Supplemental Indenture, dated December 30, 2025, by
applying the Global Methodology for Rating CLOs and Corporate CDOs
(the CLO Methodology; November 10, 2025). The Fourth Supplemental
Indenture increased the Commitment Amounts of the Secured Notes and
modifies the collateral quality matrix (CQM), among other changes.
The Stated Maturity is July 25, 2035. The Scheduled Reinvestment
Period End Date is July 25, 2027.
The Secured Notes are collateralized primarily by a portfolio of
U.S. middle-market corporate loans. Chestnut Notes Issuer LLC is
managed by 26North Direct Lending II LP, an affiliate of 26North
Partners LP. Morningstar DBRS considers 26North Direct Lending II
LP to be an acceptable middle-market corporate loan manager.
In its analysis, Morningstar DBRS considered the following aspects
of the transaction:
(1) The integrity of the transaction structure.
(2) Morningstar DBRS' assessment of the portfolio quality.
(3) Adequate credit enhancement to withstand projected collateral
loss rates under various cash flow stress scenarios.
(4) Morningstar DBRS' assessment of the origination, servicing, and
middle-market corporate loan management capabilities of 26North
Direct Lending II LP.
The transaction has a dynamic structural configuration that permits
variations of certain asset metrics via the selection of an
applicable row from a collateral quality matrix (the CQM).
Depending on a given Diversity Score, the following metrics are
selected accordingly from the applicable row of the CQM:
Morningstar DBRS Risk Score, WAS Test, and Weighted-Average
Recovery Rate (WARR). Morningstar DBRS analyzed each structural
configuration as a unique transaction and all configurations (rows)
passed the applicable Morningstar DBRS rating stress levels. The
Coverage Tests and triggers as well as the Collateral Quality Tests
that Morningstar DBRS reviewed in its analysis are presented
below.
Coverage Tests:
Class A Overcollateralization Ratio Test: Actual 153.09%; Threshold
130.00%
Class B Overcollateralization Ratio Test: Actual 139.80%; Threshold
115.00%
Class C Overcollateralization Ratio Test: Actual 125.30%; Threshold
113.00%
Class A Interest Coverage Ratio Test: Actual 318.64%; Threshold
150.00%
Class B Interest Coverage Ratio Test: Actual 271.64%; Threshold
130.00%
Class C Interest Coverage Ratio Test: Actual 216.05%; Threshold
120.00%
Advance Rate Tests:
Class A Advance Rate: Actual 49.68%; Threshold 60.00%
Class B Advance Rate: Actual 55.89%; Threshold 67.50%
Class C Advance Rate: Actual 64.17%; Threshold 77.50%
Class D Advance Rate: Actual 66.24%; Threshold 80.00%
Collateral Quality Tests:
Minimum Diversity Score Test: Actual 23.02; Threshold 8
Maximum Morningstar DBRS Risk Score Test: Actual 29.90%; Threshold
40.00%
Minimum WA Spread: Actual 5.66%; Threshold 5.00%
Minimum WA Coupon: Actual N/A; Threshold 7.75%
Minimum Average Recovery Rate Test: Actual 60.10%; Threshold
59.04%
As of October 31, 2025, the transaction is in compliance with all
Coverage Tests and Collateral Quality Tests. There have not been
any defaults in the portfolio to date.
Some particular strengths of the transaction are (1) the collateral
quality, which consists of at least 95% of senior-secured middle
market loans; (2) the adequate diversification of the portfolio of
collateral obligations (Minimum Diversity Score Test of 8); and (3)
the Collateral Manager's expertise in CLOs and overall approach to
selection of Collateral Obligations.
Some challenges that were identified: (1) the expected
weighted-average (WA) credit quality of the underlying obligors may
fall below investment grade (per the Collateral Quality Matrix) and
the majority may not have public ratings once purchased; and (2)
the underlying collateral portfolio may be insufficient to redeem
the Secured 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 (November
10, 2025). The model-based analysis produced satisfactory results,
which, in addition to Morningstar DBRS' review of the Fourth
Supplemental Indenture, supported the credit rating actions on the
above-mentioned Secured Notes.
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 is used in
assigning ratings to a facility.
Notes: All figures are in U.S. dollars unless otherwise noted.
CIFC FUNDING 2025-VIII: Fitch Rates Class E Debt 'BB-sf'
--------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to CIFC
Funding 2025-VIII, Ltd.
RATING ACTIONS
Rating Prior
------ -----
CIFC Funding 2025-VIII, Ltd.
A-1 LT NRsf New Rating NR(EXP)sf
A-2 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C LT Asf New Rating A(EXP)sf
D-1 LT BBB+sf New Rating BBB+(EXP)sf
D-2 LT BBB-sf New Rating BBB-(EXP)sf
D-3 LT BBB-sf New Rating BBB-(EXP)sf
E LT BB-sf New Rating BB-(EXP)sf
Subordinated
Notes LT NRsf New Rating NR(EXP)sf
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 23.84, 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 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-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, 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.
CITIGROUP COMMERCIAL 2015-GC33: Fitch Cuts Ratings on 6 Tranches
----------------------------------------------------------------
Fitch Ratings has downgraded six and affirmed one class of
Citigroup Commercial Mortgage Trust 2015-GC33 commercial mortgage
pass-through certificates (CGCMT 2015-GC33). Fitch assigned
Negative Rating Outlooks for three of the downgraded classes.
Fitch also downgraded eight and affirmed three classes of GS
Mortgage Securities Trust commercial mortgage pass-through
certificates, series 2015-GC34 (GSMS 2015-GC34), and has assigned
Negative Outlooks to two classes following their downgrades. Fitch
also revised the Outlook for one affirmed class to Negative from
Stable.
RATINGS ACTION
CGCMT 2015-GC33
B 29425AAG8 LT BBBsf Downgrade A-sf
C 29425AAH6 LT Bsf Downgrade BB+sf
D 29425AAJ2 LT CCsf Downgrade CCCsf
E 29425AAP8 LT Csf Downgrade CCsf
F 29425AAR4 LT Csf Affirmed Csf
PEZ 29425AAN3 LT Bsf Downgrade BB+sf
X-D 29425AAM5 LT CCsf Downgrade CCCsf
GSMS 2015-GC34
A-4 36250VAD4 LT AAAsf Affirmed AAAsf
A-S 36250VAH5 LT Asf Downgrade AAsf
B 36250VAJ1 LT CCCsf Downgrade BBsf
C 36250VAL6 LT CCsf Downgrade CCCsf
D 36250VAM4 LT Csf Downgrade CCsf
E 36250VAP7 LT Csf Affirmed Csf
F 36250VAR3 LT Csf Affirmed Csf
PEZ 36250VAK8 LT CCsf Downgrade CCCsf
X-A 36250VAF9 LT Asf Downgrade AAsf
X-B 36250VAG7 LT CCCsf Downgrade BBsf
X-D 36250VAN2 LT Csf Downgrade CCsf
KEY RATING DRIVERS
Increased 'Bsf' Loss Expectations; Pool Concentration: Deal-level
'Bsf' rating case loss has increased since Fitch's prior rating
action to 53.3% in CGCMT 2015-GC33, and 62.7% in GSMS 2015-GC34,
from 14.0% and 18.6%, respectively, at the prior rating action. The
remaining four loans in the CGCMT 2015-GC33 transaction are Fitch
Loans of Concern (FLOCs; 100% of the pool), including three loans
(72.5%) in special servicing. Additionally, all seven of the
remaining loans in the GSMS 2015-GC34 transaction are FLOCs and are
in special servicing.
The downgrades in CGCMT 2015-GC33 reflect the remaining four loans
in the pool, all of which have continued performance concerns and
high loss expectations. Only one loan, Decoration and Design
Building (27.5% of the pool) is not past its scheduled loan
maturity, which is May 2026. The downgrades are primarily driven by
increased losses from the largest loan in the pool, Illinois Center
(42.5% of the pool), due to an updated Fitch stressed value. The
Negative Outlooks reflect the continued high losses with Hamilton
Landing (27.7% of the pool) along with the refinance concerns with
The Decoration and Design Building.
The affirmation of class A-2 in GSMS 2015-GC34 reflects Fitch's
expectation of a full recovery from loan payoffs and liquidations.
However, the Negative Outlook reflects the uncertainty of timing of
repayment from and potential for interest shortfalls. The
downgrades consider the continued refinance concerns, high loss
expectations and high exposure to specially serviced loans, as all
loans in the pool are past their scheduled maturity dates.
The downgrades also reflect the increased expected loss for
Illinois Center (38.5% of the pool), along with the continued risks
with FLOCs 750 Lexington Avenue (33.3%) and Woodlands Corporate
Center and 7049 Williams Road Portfolio (8.6%); these 3 FLOCs
account for 90% of the overall pool expected losses. The Negative
Outlook for class A-S indicates the potential for further
downgrades due to the uncertainties surrounding these larger FLOCs
and the potential for higher-than-expected losses.
In both transactions, due to the high concentration of FLOCs and
specially serviced loans that were not able to refinance or payoff
at maturity and adverse selection, Fitch performed a recovery and
liquidation analysis that grouped the remaining loans based on
their status and collateral quality and then ranked them by their
perceived likelihood of repayment and/or loss expectation.
GSMS 2015-GC34, Non-Recoverable Advances: In the GSMS 2015-GC34
transaction, class A-4 and Interest Only (IO) classes X-A, and X-B
are the only classes receiving interest payments as of the December
2025 remittance report. To date, the pool has incurred $17.5
million of realized losses from the claw-back of non-recoverable
advances and payment of special servicing fees in July 2025,
impacting the non-rated class G. The servicer has deemed the
following loans as non-recoverable: Illinois Center, 750 Lexington
Avenue, and Woodlands Corporate Center and 7049 Williams Road
Portfolio.
Largest Increases in Loss Expectations/Largest Loss Contributors:
The largest contributor and largest increase in overall loss
expectations since the prior rating action in both CGCMT 2015-GC33
and GSMS 2015-GC34 is the Illinois Center loan, secured by two
adjoining 32-story office towers totaling 2.1 million sf in the
East Loop submarket of the Chicago CBD. The loan transferred to
special servicing in April 2024 for payment default and failed to
repay at its scheduled August 2025 maturity date. According to the
December 2025 reporting, the loan was last paid in May 2024.
Combined occupancy of the two office towers dropped to 36.7% as of
the December 2024 rent roll, compared to 47.8% in December 2023.
The 111 East Wacker building was 55.1% occupied and the 233 North
Michigan building was 18.0% occupied. The Department of Health and
Human Services, which previously occupied 8.1% of NRA, vacated in
November 2023, and Bankers Life and Casualty, formerly occupying
6.5% of NRA, vacated in August 2023. Recently, several smaller
tenants have left following the expiration of their leases.
Notably, iHeartMedia + Entertainment reduced their space to 1.4%
from 4.6% of NRA, with the lease extending through August 2034.
The largest tenants are Taft Stettinius & Hollister (5.1% of NRA
through August 2034) and AmTrust (3.3%; June 2026). Upcoming
rollover per the December 2024 rent roll includes 5.0% of the NRA
rolling in 2025 and 9.8% in 2026. The servicer-reported TTM June
2025 NOI DSCR was 0.31x, compared to 3Q24 at 1.11x, 1.41x at YE
2023, 1.14x at YE 2022, 1.15x at YE 2021, 1.61x at YE 2020, and
2.19x at YE 2019.
The servicer noted that in the GSMS 2015-GC34 transaction, the loan
was declared non-recoverable and $5,014,250 of advances were clawed
back by Master Servicer in July 2025, resulting in differing 'Bsf'
rating case losses across the two transactions. The Fitch 'Bsf'
rating case loss (prior to concentration add-ons) is 70.8% in CGCMT
2015-GC33 and 65.1% in GSMS 2015-GC34, reflecting an updated Fitch
stressed value of approximately $41 psf. The elevated losses
reflect prolonged underperformance and significant required capital
expenditures to re-tenant the buildings.
The second largest contributor to overall loss expectations in GSMS
2015-GC34 is the 750 Lexington Avenue loan, secured by the
leasehold interest in a 361,443-sf office property with ground
floor retail located in Manhattan's Plaza District. The loan
transferred to special servicing in October 2023 for delinquent
payments. The loan failed to repay upon its scheduled October 2025
maturity date.
The property's largest tenants include WeWork (21.6% of NRA leased
through February 2029), The Invus Group (5.9%; January 2026),
Stemline Therapeutics, Inc. (4.5%; May 2028) and Odeon Capital
Group, LLC (3.9%; May 2029). Sephora is largest retail tenant
(1.8%; recently extended by 12 years through January 2037).
A 7,676-sf portion of the 24,602-sf land parcel is subject to a
ground lease until Dec. 31, 2077. The ground rent expense recently
increased to $6.4 million, as part of a scheduled rent reset based
on 110% of the prior year's rent or 9% of the land value. The
ground rent expense increases again in 2030.
The WeWork lease was executed to consist of two portions, both at
below-market rents and expiring in March 2035, with the tenant
receiving a total of 32 months of free rent spread over its lease
term. The first portion of the lease (82,500 sf; 21.6% of NRA)
commenced in March 2018 at rents of $65 psf, which helped to drive
occupancy up to 89.2% in June 2018 from 66% in June 2017.
The second portion of the lease, which includes an additional
30,775 sf (8.6% of NRA) on the 10th and 11th floors, was expected
to commence in February 2020; these remain vacant. Per the December
2024 rent roll, WeWork is now paying $42 psf, compared to their
previous rate of $70 psf, which reduces the overall income at the
property by approximately $2.3 million annually.
The loan was declared non-recoverable, with $10,614,966 of advances
clawed back by the Master Servicer in July 2025. Additional
advances may be required but amounts and timing are unknown at this
time. According to the December 2025 special servicer commentary,
the court entered the judgment of foreclosure and sale. The lender
is in the process of scheduling the foreclosure sale, which is not
expected to occur until after 1Q26.
As of the June 2025 rent roll, the property was 73.1% occupied,
compared to 69% at YE 2024, and 68% in 2Q23. The servicer-reported
YE 2024 NOI DSCR was 0.06x, compared to 0.45x at YE 2024, 0.66x at
YE 2022, 1.15x at YE 2021, and 2.26x at YE 2020. The loan began
amortizing in November 2020.
Fitch's 'Bsf' rating case loss of 70.2% (prior to concentration
add-ons) considers a stress to the most recent appraisal value,
reflecting a stressed value of $97 psf.
The third largest contributor to overall loss expectations in GSMS
2015-GC34 is the REO Woodlands Corporate Center and 7049 Williams
Road Portfolio assets, a portfolio of three office/flex properties
located in suburban Buffalo, NY. The loan transferred to special
servicing in December 2019 for imminent default and the assets
became REO in October 2022. According to the special servicer, the
vacant spaces across the portfolio are being marketed for lease. As
of December 2025, the assets are not listed for sale as the
servicer is continuing to address leasing and capex needs at the
properties.
Portfolio cash flow has declined since issuance, partially
attributed to the rent reduction of the largest tenant, Silipos
(16.6% of portfolio NRA leased through April 2028), by nearly 47%
as part of its 10-year lease renewal. The portfolio's other largest
tenants include TDG Transit Design Group (8.4%; August 2029) and
Incom Manufacturing (7.6%; April 2027). Calamar Construction
Management, Inc. (14.3%) vacated the property at its scheduled July
2025 lease expiration.
Portfolio occupancy was 56.2% as of the October 2025 rent roll,
down from 80.3% in March 2024, 80% in March 2023, 80% in December
2022, and 86.3% in April 2020.
Fitch's 'Bsf' rating case loss of 79.3% (prior to concentration
add-ons) considers a stress to the most recent appraisal,
reflecting a stressed value of $35 psf.
The second largest contributor to overall loss expectations in
CGCMT 2015-GC33 is the Decoration and Design Building loan, secured
by the leasehold interest in a 588,512-sf office property located
in Midtown Manhattan. The loan was flagged as a FLOC due to
declining property occupancy, upcoming rollover, escalating ground
rent payment and anticipated refinance risk. The loan matures in
May 2026.
The property is subject to a ground lease. The lease, which had
expired in December 2023, was extended for 25 years through 2049.
The ground rent was reset based upon the greater of the prior
year's payment or 6% of the unencumbered land value. Per the
updated schedule provided by the servicer, the ground rent payment
starts off at $5.75 million in the first year and rises to $10.5
million by year 12 and $14.5 million by year 25. There is one
additional ground lease extension option for 15 years through
2064.
Per the June 2025 rent roll, the property was 65.5% occupied,
compared to 62.1% in September 2024, 65% at YE 2023, 66% at YE
2022, 77% at YE 2021, 83% at YE 2020 and 87% at YE 2019. Current
major tenants are Stark Carpet (6.3% of the NRA through November
2034), Holly Refining and Marketing (3.2%; March 2027) and F.
Schumacher (3.1%; December 2029). Upcoming rollover includes 2.8%
and 12.1% of the NRA in 2025 and 2026, respectively.
Fitch's 'Bsf' rating case loss of 38.3% (prior to concentration
add-ons) reflects a 13% cap rate and considers a higher ground rent
figure using the annualized 2Q25 NOI. Fitch also factored a high
probability of default due to expected refinance concerns.
The third largest contributor to overall loss expectations in CGCMT
2015-GC33 is the Hamilton Landing loan, secured by a 406,355-sf
office property located in Novato, CA. The loan transferred to
special servicing in July 2025 for imminent maturity default and
failed to repay in full upon its August 2025 maturity date. As of
the December 2025 reporting, the loan is paid through October
2025.
Major tenants at the property include Visual Concepts Entertainment
(14.4% NRA through October 2033), Marin Community Foundation (8.9%;
December 2026), Vionic (4.8%; July 2029), and Apparent (4.7% NRA;
June 2033). Visual Concepts Entertainment had approximately half of
its NRA expiring in July 2025 when the tenant downsized from
122,935-sf (30.3% of NRA or 47% of base rent) to 58,704-sf (14.4%
of NRA or 23.1% of base rent).
As of the July 2025 rent roll, the property was 72.7% occupied, but
with the downsizing of Visual Concepts later that month, in-place
occupancy is approximately 57%, compared to 70% in September 2024,
66% in September 2022, and 79% at YE 2022. The servicer-reported
NOI DSCR as of 2Q25 was 2.06x, compared to 1.66x at YE 2024, 2.37x
at YE 2022, and 2.77x at YE 2021.
Fitch's 'Bsf' rating case loss of 35.6% (prior to concentration
add-ons) reflects a 10% cap rate, a 25% haircut to the TTM June
2025 NOI due to the downsizing of the largest tenant and factors a
heightened probability of default as the loan is now past its
scheduled maturity date.
Increase in Credit Enhancement (CE): As of the December 2025
distribution date, the pool's aggregate balance for GSMS 2015-GC34
has been reduced by 71.8% to $239.4 million from $848.4 million at
issuance. All remaining loans are past their scheduled 2025
maturity dates.
As of the December 2025 distribution date, the pool's aggregate
balance for CGCMT 2015-GC33 has been reduced by 77.4% to $216.8
million from $958.5 million at issuance. Three loans are past their
scheduled 2025 maturity dates and one loan is maturing in May
2026.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
--Downgrades to the junior 'AAAsf' rated class in GSMS 2015-GC34
are not expected due to anticipated paydown, but is possible with
continued performance deterioration and increased loss expectations
of the FLOCs, increased expected losses and limited to no
improvement in class CE, or if interest shortfalls occur or are
expected to occur;
--Downgrades to classes rated in the 'Asf' rated class in GSMS
2015-GC34 could occur should performance of the FLOCs, most notably
Illinois Center and 750 Lexington Avenue loans, deteriorate further
or if more loans than expected default at or prior to maturity;
--Downgrades in the 'BBBsf', and 'Bsf' rated categories in CGCMT
2015-GC33 are likely with higher-than-expected losses from
continued underperformance of the FLOCs, particularly the
aforementioned office and retail 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, as losses be realized or become more certain.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
--Upgrades to classes rated in the 'Asf' rated class in GSMS
2015-GC34 could occur with significantly increased CE, and stable
to improved pool-level loss expectations and performance
stabilization on the FLOCs, most notably Illinois Center and 750
Lexington Avenue loans;
--Upgrades to the 'BBBsf' category rated class in CGCMT 2015-GC33
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 'Bsf' category rated classes in CGCMT 2015-GC33
could occur 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 the 'CCCsf', 'CCsf' and 'Csf' category 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.
DIAMETER CAPITAL 13: S&P Assigns BB- (sf) Rating on Class E Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Diameter Capital CLO 13
Ltd./Diameter Capital CLO 13 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 Diameter CLO Advisors 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
Diameter Capital CLO 13 Ltd./Diameter Capital CLO 13 LLC
Class A-1, $246.00 million: AAA (sf)
Class A-2, $14.00 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), $2.00 million: BBB- (sf)
Class E (deferrable), $13.00 million: BB- (sf)
Subordinated notes, $37.90 million: NR
NR--Not rated.
EFMT 2025-NQM6: Fitch Rates Class B2 Certs 'Bsf'
------------------------------------------------
Fitch Ratings has assigned final ratings to EFMT 2025-NQM6.
RATING ACTIONS
Rating Prior
------ -----
EFMT 2025-NQM6
A1 LT AAAsf New Rating AAA(EXP)sf
A1A LT AAAsf New Rating AAA(EXP)sf
A1B LT AAAsf New Rating AAA(EXP)sf
A1F LT AAAsf New Rating AAA(EXP)sf
A1FCF LT AAAsf New Rating AAA(EXP)sf
A1IO LT AAAsf New Rating AAA(EXP)sf
A1LCF LT AAAsf New Rating AAA(EXP)sf
A2 LT AA-sf New Rating AA-(EXP)sf
A3 LT A-sf New Rating A-(EXP)sf
M1 LT BBB-sf New Rating BBB-(EXP)sf
B1 LT BB-sf New Rating BB-(EXP)sf
B1A LT BB-sf New Rating BB-(EXP)sf
B1X LT BB-sf New Rating BB-(EXP)sf
B2 LT B-sf New Rating B-(EXP)sf
B3 LT NRsf New Rating NR(EXP)sf
AIOS LT NRsf New Rating NR(EXP)sf
R LT NRsf New Rating NR(EXP)sf
X LT NRsf New Rating NR(EXP)sf
Transaction Summary
The EFMT 2025-NQM6 certificates are supported by 895 loans with a
balance of $501.14 million as of the cutoff date. This will be the
15th EFMT transaction rated by Fitch and the sixth non-QM EFMT
transaction in 2025.
The certificates are secured mainly by nonqualified mortgages
(non-QM, or NQM) as defined by the Ability to Repay (ATR) rule (the
Rule) and include investment properties and other loans that are
not subject to ATR.
The loans were originated by the following entities: 22.99% of the
loans were originated by The Loan Store, Inc. (Loan Store); 22.11%
of the loans were aggregated by Oceanview Life and Annuity Company
or one of its affiliates (the OVLAC Aggregator) and acquired using
the underwriting guidelines of Silver Hill Capital, LLC; 12.36% of
the loans were originated by LendSure Mortgage Corp. (LendSure);
and the remaining 42.55% of the loans by various third-party
originators.
Cornerstone Home Lending, Inc. and Nationstar Mortgage LLC d/b/a
Rushmore will service the loans. Nationstar Mortgage LLC
(Nationstar) will be the master servicer for the transaction.
While the majority of the loans in the collateral pool comprise
fixed-rate mortgages, 1.04% of the pool comprises loans with an
adjustable rate. All ARM loans are based on the 30-day secured
overnight financing rate (SOFR).
Classes A-1A,A-1B, A-1FCF, A-1LCF, A-2, and A-3 are fixed rate with
a step-up coupon on or after the January 2030 and capped at the net
weighted average coupon (WAC).
Class A-1F will be a floating-rate class with a per annum rate
equal to the least of (i) the related benchmark plus 1.200%, (ii)
7.000%, and (iii) the class A-1F net WAC cap for such distribution
date prior to January 2030. Class A-1IO will be an inverse
floating-rate class with a per annum rate equal to the excess, if
any, of (i) the lesser of (a) 7.000% and (b) the product of (x) the
net WAC rate for such distribution date divided by the class A-1
senior blended rate and (y) 7.000% over (ii) the pass-through rate
on the class A-1F certificates for such distribution date. Class
A-1F will have a step-up coupon on and after January 2030
Classes M-1 and B-1 are fixed rated and capped at the net WAC.
Classes B-2, B-3 will have an interest rate equal to the net WAC.
Fitch was not asked to rate the AIOS Class.
KEY RATING DRIVERS
Credit Risk of Nonprime Credit Quality (Mixed): 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 895 performing, fixed-rate and adjustable-rate
loans secured by loans on primarily one- to four-family residential
properties (including attached and detached single family homes,
planned unit developments [PUDs],) condos/condotels, townhouses,
multifamily two- to four-unit properties, five- to 10-unit
multifamily properties, mixed-use properties) totaling $ 501.14
million. The loans are exempt from QM or are NQM loans, with the
majority of the loans being underwritten to 12-24 month bank
statement or DSCR underwriting guidelines. The loans were made to
borrowers with relatively strong credit profiles and relatively low
leverage.
The loans are seasoned at an average of two months. The pool has a
weighted average (WA) original FICO score of 749, indicating very
high credit-quality borrowers. The original WA combined
loan-to-value ratio (CLTV) of 73.9%, as determined by Fitch,
translates to a sustainable loan-to-value ratio (sLTV) of 80.6%.
This transaction has a final PD of 40.87% at the 'AAA' rating
stress. Fitch's final loss severity at the 'AAAsf' rating stress is
41.59%. The expected loss at the 'AAAsf' rating stress is 17.0%.
Structural Analysis (Mixed): EFMT 2025-NQM6 has a modified
sequential structure with limited advancing of delinquent P&I.
The structure distributes collected principal pro rata among the
class A notes while excluding subordinate bonds from principal
until classes A-1A, A-1B, A-1F, A-1FCF, A-1LCF, A-2 and A-3 are
reduced to zero. To the extent that either a cumulative loss
trigger event or delinquency trigger event occurs in a given
period, principal will be distributed sequentially first to classes
A-1A, A-1B, A-1FCF, A-1LCF and A-1F and then A-2 and A-3 until they
are reduced to zero.
The class A certificates have a step-up coupon feature whereby the
coupon rate will be the lower of (i) the applicable fixed rate plus
1.000% and (ii) the net WAC rate. This step-up feature will occur
on or after the distribution date in January 2030 if the
transaction is still outstanding.
To mitigate the impact of the step-up feature, interest payments
are redirected from class B-3 to pay any cap carryover interest for
the A-1A, A-1B, A-1FCF, A-1LCF, A-1F, A-1IO, A-2 and A-3 classes on
and after January 2030. Specifically, on any distribution date
occurring on or after the distribution date in January 2030 on
which the aggregate unpaid cap carryover amount for class A
certificates is greater than zero, payments to the cap carryover
reserve account will be prioritized over the payment of interest
and unpaid interest payable to class B-3 certificates in both the
interest and principal waterfalls.
This feature is supportive of the class A-1A, A-1B, A-1FCF, A-1LCF,
and A-1F certificates being paid timely interest at the step-up
coupon rate under Fitch's stresses, and classes A-2 and A-3 being
paid ultimate interest at the step-up coupon rate under Fitch's
stresses. Fitch rates to timely interest for 'AAAsf' rated classes
and to ultimate interest for all other rated classes.
The transaction has excess spread that will be available to
reimburse the certificates for losses or interest shortfalls. The
excess spread may be reduced on and after January 2030, since class
A notes have a step-up coupon feature that goes into effect on that
distribution date.
The transaction is structured to three months of servicer advances
for delinquent principal and interest (P&I). The limited advancing
reduces loss severities, as a lower amount is repaid to the
servicer when a loan liquidates and liquidation proceeds are
prioritized to cover principal repayment over accrued but unpaid
interest. The downside is there is additional stress on the
structure, as liquidity is limited in the event of large and
extended delinquencies.
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 arrive at 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 5-bp z-score reduction for loans that
have been fully reviewed by the TPR firm and that have a final
grade of either "A" or "B."
Counterparty and Legal Analysis (Neutral): Fitch expects all
relevant transaction parties to conform to 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 EFMT
2025-NQM6 to be fully de-linked and have a bankruptcy remote SPV
transaction structure. 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 EFMT 2026-NQM6 and therefore Fitch is comfortable rating the
transaction at the highest possible rating of 'AAAsf' without any
rating caps.
The transaction is structured to three months of servicer advances
for delinquent P&I. The limited advancing reduces loss severities,
as a lower amount is repaid to the servicer when a loan liquidates,
and liquidation proceeds are prioritized to cover principal
repayment over accrued but unpaid interest. The downside is
additional stress on the structure, as liquidity is limited in the
event of large and extended delinquencies.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
This defined negative rating sensitivity analysis demonstrates how
the 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 37.7%, at 'AAA'. The analysis indicates 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
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 rated classes. Specifically, a
10% gain in home prices would result in a full category upgrade for
the rated classes 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 environments and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. They should not be used as indicators of
possible future performance.
CRITERIA VARIATION
The pool contains 15.79% cross-collateralized loans. Under the U.S.
RMBS Rating Criteria, Fitch allows up to 10% cross-collateralized
loans in a pool. Fitch permitted an exception to the 10% threshold
because the vast majority of the loans were all originated by a
single lender that specializes in cross-collateralized loans, all
loans underwent due diligence with no material findings, and the
loans' collateral attributes are strong. Historical performance
indicates that cross-collateralized loans perform well because the
borrower can use income from other properties to service the
mortgage if needed, compared with DSCR borrowers who rely on a
single income-generating property. There was no effect on the
rating impact from this variation.
ELEMENT NOTES: DBRS Confirms BB Rating on Class C Notes
-------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, the Class C Notes, and the Class D Notes (together,
the Secured Notes) of Element Notes Issuer LLC pursuant to the
Indenture dated as of July 28, 2023 (the Indenture), as amended by
the First Supplemental Indenture dated as of July 25, 2024, the
Second Supplemental Indenture dated as of December 20, 2024, the
Third Supplemental Indenture dated June 12, 2025, and the Fourth
Supplemental Indenture dated December 30, 2025 entered into between
Element Notes Issuer LLC, as the Issuer and U.S. Bank Trust
Company, National Association, as Trustee:
-- Class A Notes confirmed at A (high) (sf)
-- Class B Notes confirmed at BBB (sf)
-- Class C Notes confirmed at BB (sf)
-- Class D Notes confirmed at BB (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest (excluding any Defaulted Interest, as defined in the
Indenture) and the ultimate return of principal on or before the
Stated Maturity (as defined in the Indenture). The credit ratings
on the Class B Notes, the Class C Notes, and the Class D Notes
address the ultimate payment of interest (excluding any Defaulted
Interest, as defined in the Indenture) and the ultimate return of
principal on or before the Stated Maturity (as defined in the
Indenture).
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' review
of the Fourth Supplemental Indenture, dated December 30, 2025, by
applying the Global Methodology for Rating CLOs and Corporate CDOs
(the CLO Methodology; November 10, 2025). The Fourth Supplemental
Indenture increased the Commitment Amounts of the Secured Notes and
modifies the collateral quality matrix (CQM), among other changes.
The Stated Maturity is July 25, 2035. The Scheduled Reinvestment
Period End Date is July 25, 2027.
The Secured Notes are collateralized primarily by a portfolio of
U.S. middle-market corporate loans. Element Notes Issuer LLC is
managed by 26North Direct Lending II LP, an affiliate of 26North
Partners LP. Morningstar DBRS considers 26North Direct Lending II
LP to be an acceptable middle-market corporate loan manager.
In its analysis, Morningstar DBRS considered the following aspects
of the transaction:
(1) The integrity of the transaction structure.
(2) Morningstar DBRS' assessment of the portfolio quality.
(3) Adequate credit enhancement to withstand projected collateral
loss rates under various cash flow stress scenarios.
(4) Morningstar DBRS' assessment of the origination, servicing, and
middle-market corporate loan management capabilities of 26North
Direct Lending II LP.
The transaction has a dynamic structural configuration that permits
variations of certain asset metrics via the selection of an
applicable row from a collateral quality matrix (the CQM).
Depending on a given Diversity Score, the following metrics are
selected accordingly from the applicable row of the CQM:
Morningstar DBRS Risk Score, WAS Test, and Weighted-Average
Recovery Rate (WARR). Morningstar DBRS analyzed each structural
configuration as a unique transaction and all configurations (rows)
passed the applicable Morningstar DBRS rating stress levels. The
Coverage Tests and triggers as well as the Collateral Quality Tests
that Morningstar DBRS reviewed in its analysis are presented
below.
Coverage Tests:
Class A Overcollateralization Ratio Test: Actual 153.09%; Threshold
130.00%
Class B Overcollateralization Ratio Test: Actual 139.80%; Threshold
115.00%
Class C Overcollateralization Ratio Test: Actual 125.30%; Threshold
113.00%
Class A Interest Coverage Ratio Test: Actual 318.64%; Threshold
150.00%
Class B Interest Coverage Ratio Test: Actual 271.64%; Threshold
130.00%
Class C Interest Coverage Ratio Test: Actual 216.05%; Threshold
120.00%
Advance Rate Tests:
Class A Advance Rate: Actual 49.68%; Threshold 60.00%
Class B Advance Rate: Actual 55.89%; Threshold 67.50%
Class C Advance Rate: Actual 64.17%; Threshold 77.50%
Class D Advance Rate: Actual 66.24%; Threshold 80.00%
Collateral Quality Tests:
Minimum Diversity Score Test: Actual 23.02; Threshold 8
Maximum Morningstar DBRS Risk Score Test: Actual 29.90%; Threshold
40.00%
Minimum WA Spread: Actual 5.66%; Threshold 5.00%
Minimum WA Coupon: Actual N/A; Threshold 7.75%
Minimum Average Recovery Rate Test: Actual 60.10%; Threshold
59.04%
As of October 31, 2025, the transaction is in compliance with all
Coverage Tests and Collateral Quality Tests. There have not been
any defaults in the portfolio to date.
Some particular strengths of the transaction are (1) the collateral
quality, which consists of at least 95% of senior-secured middle
market loans; (2) the adequate diversification of the portfolio of
collateral obligations (Minimum Diversity Score Test of 8); and (3)
the Collateral Manager's expertise in CLOs and overall approach to
selection of Collateral Obligations.
Some challenges that were identified: (1) the expected
weighted-average (WA) credit quality of the underlying obligors may
fall below investment grade (per the Collateral Quality Matrix) and
the majority may not have public ratings once purchased; and (2)
the underlying collateral portfolio may be insufficient to redeem
the Secured 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 (November
10, 2025). The model-based analysis produced satisfactory results,
which, in addition to Morningstar DBRS' review of the Fourth
Supplemental Indenture, supported the credit rating actions on the
above-mentioned Secured Notes.
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 is used in
assigning ratings to a facility.
Notes: All figures are in U.S. dollars unless otherwise noted.
GEMINI NOTES: DBRS Confirms BB Rating on Class C Notes
------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, the Class C Notes, and the Class D Notes (together,
the Secured Notes) of Gemini Notes Issuer LLC pursuant to the
Indenture dated as of July 28, 2023 (the Indenture), as amended by
the First Supplemental Indenture dated as of July 25, 2024, the
Second Supplemental Indenture dated as of December 20, 2024, the
Third Supplemental Indenture dated June 12, 2025, and the Fourth
Supplemental Indenture dated December 30, 2025 entered into between
Gemini Notes Issuer LLC, as the Issuer and U.S. Bank Trust Company,
National Association, as Trustee:
-- Class A Notes confirmed at A (high) (sf)
-- Class B Notes confirmed at BBB (sf)
-- Class C Notes confirmed at BB (sf)
-- Class D Notes confirmed at BB (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest (excluding any Defaulted Interest, as defined in the
Indenture) and the ultimate return of principal on or before the
Stated Maturity (as defined in the Indenture). The credit ratings
on the Class B Notes, the Class C Notes, and the Class D Notes
address the ultimate payment of interest (excluding any Defaulted
Interest, as defined in the Indenture) and the ultimate return of
principal on or before the Stated Maturity (as defined in the
Indenture).
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' review
of the Fourth Supplemental Indenture, dated December 30, 2025, by
applying the Global Methodology for Rating CLOs and Corporate CDOs
(the CLO Methodology; November 10, 2025). The Fourth Supplemental
Indenture increased the Commitment Amounts of the Secured Notes and
modifies the collateral quality matrix (CQM), among other changes.
The Stated Maturity is July 25, 2035. The Scheduled Reinvestment
Period End Date is July 25, 2027.
The Secured Notes are collateralized primarily by a portfolio of
U.S. middle-market corporate loans. Gemini Notes Issuer LLC is
managed by 26North Direct Lending II LP, an affiliate of 26North
Partners LP. Morningstar DBRS considers 26North Direct Lending II
LP to be an acceptable middle-market corporate loan manager.
In its analysis, Morningstar DBRS considered the following aspects
of the transaction:
(1) The integrity of the transaction structure.
(2) Morningstar DBRS' assessment of the portfolio quality.
(3) Adequate credit enhancement to withstand projected collateral
loss rates under various cash flow stress scenarios.
(4) Morningstar DBRS' assessment of the origination, servicing, and
middle-market corporate loan management capabilities of 26North
Direct Lending II LP.
The transaction has a dynamic structural configuration that permits
variations of certain asset metrics via the selection of an
applicable row from a collateral quality matrix (the CQM).
Depending on a given Diversity Score, the following metrics are
selected accordingly from the applicable row of the CQM:
Morningstar DBRS Risk Score, WAS Test, and Weighted-Average
Recovery Rate (WARR). Morningstar DBRS analyzed each structural
configuration as a unique transaction and all configurations (rows)
passed the applicable Morningstar DBRS rating stress levels. The
Coverage Tests and triggers as well as the Collateral Quality Tests
that Morningstar DBRS reviewed in its analysis are presented
below.
Coverage Tests:
Class A Overcollateralization Ratio Test: Actual 153.09%; Threshold
130.00%
Class B Overcollateralization Ratio Test: Actual 139.80%; Threshold
115.00%
Class C Overcollateralization Ratio Test: Actual 125.30%; Threshold
113.00%
Class A Interest Coverage Ratio Test: Actual 318.64%; Threshold
150.00%
Class B Interest Coverage Ratio Test: Actual 271.64%; Threshold
130.00%
Class C Interest Coverage Ratio Test: Actual 216.05%; Threshold
120.00%
Advance Rate Tests:
Class A Advance Rate: Actual 49.68%; Threshold 60.00%
Class B Advance Rate: Actual 55.89%; Threshold 67.50%
Class C Advance Rate: Actual 64.17%; Threshold 77.50%
Class D Advance Rate: Actual 66.24%; Threshold 80.00%
Collateral Quality Tests:
Minimum Diversity Score Test: Actual 23.02; Threshold 8
Maximum Morningstar DBRS Risk Score Test: Actual 29.90%; Threshold
40.00%
Minimum WA Spread: Actual 5.66%; Threshold 5.00%
Minimum WA Coupon: Actual N/A; Threshold 7.75%
Minimum Average Recovery Rate Test: Actual 60.10%; Threshold
59.04%
As of October 31, 2025, the transaction is in compliance with all
Coverage Tests and Collateral Quality Tests. There have not been
any defaults in the portfolio to date.
Some particular strengths of the transaction are (1) the collateral
quality, which consists of at least 95% of senior-secured middle
market loans; (2) the adequate diversification of the portfolio of
collateral obligations (Minimum Diversity Score Test of 8); and (3)
the Collateral Manager's expertise in CLOs and overall approach to
selection of Collateral Obligations.
Some challenges that were identified: (1) the expected
weighted-average (WA) credit quality of the underlying obligors may
fall below investment grade (per the Collateral Quality Matrix) and
the majority may not have public ratings once purchased; and (2)
the underlying collateral portfolio may be insufficient to redeem
the Secured 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 (November
10, 2025). The model-based analysis produced satisfactory results,
which, in addition to Morningstar DBRS' review of the Fourth
Supplemental Indenture, supported the credit rating actions on the
above-mentioned Secured Notes.
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 is used in
assigning ratings to a facility.
Notes: All figures are in U.S. dollars unless otherwise noted.
GS MORTGAGE 2025-PJ11: Moody's Assigns B3 Rating to Cl. B-5 Certs
-----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to 65 classes of
residential mortgage-backed securities (RMBS) issued by GS
Mortgage-Backed Securities Trust 2025-PJ11, and sponsored by
Goldman Sachs Mortgage Company (GSMC).
The securities are backed by a pool of prime jumbo (83.9% by
balance) and GSE-eligible (16.1% by balance) residential mortgages
aggregated by GSMC, including loans aggregated by MAXEX Clearing
LLC (MAXEX; 10.2% by loan balance), originated and serviced by
multiple entities.
The complete rating actions are as follows:
Issuer: GS Mortgage-Backed Securities Trust 2025-PJ11
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 Aaa (sf)
Cl. A-20, Definitive Rating Assigned Aaa (sf)
Cl. A-21, Definitive Rating Assigned Aaa (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-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 Aaa (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 Aaa (sf)
Cl. A-X-21*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-22*, Definitive Rating Assigned Aaa (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-27*, Definitive Rating Assigned Aaa (sf)
Cl. A-X-28*, Definitive Rating Assigned Aaa (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-1A, Definitive Rating Assigned Aa3 (sf)
Cl. B-X-1*, Definitive Rating Assigned Aa3 (sf)
Cl. B-2, Definitive Rating Assigned A3 (sf)
Cl. B-2A, Definitive Rating Assigned A3 (sf)
Cl. B-X-2*, Definitive Rating Assigned A3 (sf)
Cl. B-3, Definitive Rating Assigned Baa3 (sf)
Cl. B-4, Definitive Rating Assigned Ba3 (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 December
09, 2025, because the issuer will not be issuing these classes.
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
0.34%, in a baseline scenario-median is 0.15% and reaches 4.72% 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.
ILPT COMMERCIAL 2022-LPFX: DBRS Confirms BB(high) on HRR Certs
--------------------------------------------------------------
DBRS Limited confirmed its credit ratings on all classes of
Commercial Mortgage Pass-Through Certificates, Series 2022-LPFX
issued by ILPT Commercial Mortgage Trust 2022-LPFX as follows:
-- Class A at AAA (sf)
-- Class X at AA (sf)
-- Class B at AA (low) (sf)
-- Class C at A (low) (sf)
-- Class D at BBB (low) (sf)
-- Class HRR at BB (high) (sf)
All trends are Stable.
The credit rating confirmations reflect the transaction's overall
stable performance, as evidenced by the portfolio's occupancy,
minimal near-term tenant rollover, and increased net cash flow
(NCF) since issuance. The loan is secured by a portfolio of
industrial properties across several states and consists primarily
of single-tenant properties with tripe-net leases.
The transaction is secured by the borrower's fee-simple interest in
17 industrial properties, totaling 9.4 million square feet across
12 states and 13 different industrial markets, with the largest
concentrations in Philadelphia; Richmond, Virginia; Nashville,
Tennessee; Spartanburg, South Carolina; and Columbus, Ohio. The
sponsor, Industrial Logistics Properties Trust, is a publicly
traded real estate investment trust that was formed to own and
lease industrial and logistics properties throughout the United
States.
The $445.0 million whole loan comprises 18 promissory notes: 13
senior A notes totaling $341.1 million and five junior B notes
totaling $103.9 million. The subject transaction consists of $176.1
million of senior debt and the entirety of the subordinate debt.
The remaining senior A notes are included in several
securitizations including WFCM 2022-C62, MSC 2022-L8, BMARK
2022-B35, BBCMS 2022-C16, and BANK 2022-BNK41, the latter three of
which Morningstar DBRS rates. The capital structure also includes
two tranches of mezzanine debt, which had an issuance balance of
$255 million and are also held outside the trust. The fixed-rate
loan is interest only (IO) for the full 10-year term.
As of the June 2025 rent rolls, the portfolio remained 100%
occupied, unchanged since issuance. Approximately 6.8% of the net
rentable area (NRA) have leases scheduled to expire within the next
12 months; including, Avnet, Inc. (6.2% of the NRA, lease expiry in
September 2026) and Max Siegel Inc. (0.6% of the NRA, lease expiry
in May 2026). Rollover concerns are concentrated in 2027 with 40.3%
of the NRA scheduled to expire; however, given the historically
strong tenant retention and favorable asset type, Morningstar DBRS
believes the portfolio's occupancy will remain stable. During the
previous review, Morningstar DBRS noted that FedEx (1.0% of the
NRA) had a lease scheduled to expire in September 2025; however,
according to the June 2025 rent roll, the tenant has renewed its
lease for an additional five years, expiring in September 2030. The
largest tenants in the portfolio include Amazon.com, Inc. (Amazon;
32.3% of the NRA, lease expiry in September 2027), Restoration
Hardware (12.7% of the NRA, lease expiry in February 2028), and
Barrett Distribution (6.8% of NRA, lease expiry in April 2027). The
majority of the base rent is attributable to investment-grade
tenants, including Amazon; UPS (6.5% of the NRA, lease expiry in
May 2030); Avnet, Inc.; and YNAP Corporation (1.8% of the NRA,
lease expiry in August 2035), ensuring cash flow stability.
According to the trailing six-month financials ended June 30, 2025,
the portfolio reported an annualized NCF of $44.2 million (debt
service coverage ratio (DSCR) of 2.54 times (x)), compared with the
YE2024 figure of $42.9 million (DSCR of 2.45x).
With this review, Morningstar DBRS maintained its derived value at
issuance of $536.8 million based on the Morningstar DBRS NCF of
$36.2 million and a capitalization rate of 6.75%, resulting in a
Morningstar DBRS Loan-to-Value Ratio (LTV) of 130.4% based on the
whole-loan debt of $700.0 million. Morningstar DBRS applied
positive qualitative adjustments totaling 8.25% to the LTV Sizing
Benchmarks to reflect the concentration of investment-grade tenants
ensuring cash flow stability, high property quality with new
vintage facilities, and the favorable locations of the properties
near major transportation hubs. Given the minimal near-term
rollover, improved financial performance, and favorable asset type,
Morningstar DBRS expects the portfolio will continue to perform in
line with issuance expectations.
Notes: All figures are in U.S. dollars unless otherwise noted.
JORDAN NOTES: DBRS Confirms BB Rating on Class C Notes
------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, the Class C Notes, and the Class D Notes (together,
the Secured Notes) of Jordan Notes Issuer LLC pursuant to the
Indenture dated as of July 28, 2023 (the Indenture), as amended by
the First Supplemental Indenture dated as of July 25, 2024, the
Second Supplemental Indenture dated as of December 20, 2024, the
Third Supplemental Indenture dated June 12, 2025, and the Fourth
Supplemental Indenture dated December 30, 2025 entered into between
Jordan Notes Issuer LLC, as the Issuer and U.S. Bank Trust Company,
National Association, as Trustee:
-- Class A Notes confirmed at A (high) (sf)
-- Class B Notes confirmed at BBB (sf)
-- Class C Notes confirmed at BB (sf)
-- Class D Notes confirmed at BB (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest (excluding any Defaulted Interest, as defined in the
Indenture) and the ultimate return of principal on or before the
Stated Maturity (as defined in the Indenture). The credit ratings
on the Class B Notes, the Class C Notes, and the Class D Notes
address the ultimate payment of interest (excluding any Defaulted
Interest, as defined in the Indenture) and the ultimate return of
principal on or before the Stated Maturity (as defined in the
Indenture).
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' review
of the Fourth Supplemental Indenture, dated December 30, 2025, by
applying the Global Methodology for Rating CLOs and Corporate CDOs
(the CLO Methodology; November 10, 2025). The Fourth Supplemental
Indenture increased the Commitment Amounts of the Secured Notes and
modifies the collateral quality matrix (CQM), among other changes.
The Stated Maturity is July 25, 2035. The Scheduled Reinvestment
Period End Date is July 25, 2027.
The Secured Notes are collateralized primarily by a portfolio of
U.S. middle-market corporate loans. Jordan Notes Issuer LLC is
managed by 26North Direct Lending II LP, an affiliate of 26North
Partners LP. Morningstar DBRS considers 26North Direct Lending II
LP to be an acceptable middle-market corporate loan manager.
In its analysis, Morningstar DBRS considered the following aspects
of the transaction:
(1) The integrity of the transaction structure.
(2) Morningstar DBRS' assessment of the portfolio quality.
(3) Adequate credit enhancement to withstand projected collateral
loss rates under various cash flow stress scenarios.
(4) Morningstar DBRS' assessment of the origination, servicing, and
middle-market corporate loan management capabilities of 26North
Direct Lending II LP.
The transaction has a dynamic structural configuration that permits
variations of certain asset metrics via the selection of an
applicable row from a collateral quality matrix (the CQM).
Depending on a given Diversity Score, the following metrics are
selected accordingly from the applicable row of the CQM:
Morningstar DBRS Risk Score, WAS Test, and Weighted-Average
Recovery Rate (WARR). Morningstar DBRS analyzed each structural
configuration as a unique transaction and all configurations (rows)
passed the applicable Morningstar DBRS rating stress levels. The
Coverage Tests and triggers as well as the Collateral Quality Tests
that Morningstar DBRS reviewed in its analysis are presented
below.
Coverage Tests:
Class A Overcollateralization Ratio Test: Actual 153.09%; Threshold
130.00%
Class B Overcollateralization Ratio Test: Actual 139.80%; Threshold
115.00%
Class C Overcollateralization Ratio Test: Actual 125.30%; Threshold
113.00%
Class A Interest Coverage Ratio Test: Actual 318.64%; Threshold
150.00%
Class B Interest Coverage Ratio Test: Actual 271.64%; Threshold
130.00%
Class C Interest Coverage Ratio Test: Actual 216.05%; Threshold
120.00%
Advance Rate Tests:
Class A Advance Rate: Actual 49.68%; Threshold 60.00%
Class B Advance Rate: Actual 55.89%; Threshold 67.50%
Class C Advance Rate: Actual 64.17%; Threshold 77.50%
Class D Advance Rate: Actual 66.24%; Threshold 80.00%
Collateral Quality Tests:
Minimum Diversity Score Test: Actual 23.02; Threshold 8
Maximum Morningstar DBRS Risk Score Test: Actual 29.90%; Threshold
40.00%
Minimum WA Spread: Actual 5.66%; Threshold 5.00%
Minimum WA Coupon: Actual N/A; Threshold 7.75%
Minimum Average Recovery Rate Test: Actual 60.10%; Threshold
59.04%
As of October 31, 2025, the transaction is in compliance with all
Coverage Tests and Collateral Quality Tests. There have not been
any defaults in the portfolio to date.
Some particular strengths of the transaction are (1) the collateral
quality, which consists of at least 95% of senior-secured middle
market loans; (2) the adequate diversification of the portfolio of
collateral obligations (Minimum Diversity Score Test of 8); and (3)
the Collateral Manager's expertise in CLOs and overall approach to
selection of Collateral Obligations.
Some challenges that were identified: (1) the expected
weighted-average (WA) credit quality of the underlying obligors may
fall below investment grade (per the Collateral Quality Matrix) and
the majority may not have public ratings once purchased; and (2)
the underlying collateral portfolio may be insufficient to redeem
the Secured 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 (November
10, 2025). The model-based analysis produced satisfactory results,
which, in addition to Morningstar DBRS' review of the Fourth
Supplemental Indenture, supported the credit rating actions on the
above-mentioned Secured Notes.
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 is used in
assigning ratings to a facility.
Notes: All figures are in U.S. dollars unless otherwise noted.
JP MORGAN 2025-11: DBRS Finalizes B(low) Rating on Class B5 Certs
-----------------------------------------------------------------
DBRS, Inc. finalized the following provisional credit ratings on
the Mortgage Pass-Through Certificates, Series 2025-11 (the
Certificates) issued by J.P. Morgan Mortgage Trust 2025-11:
-- $389.0 million Class A-1 at AAA (sf)
-- $389.0 million Class A-1-A at AAA (sf)
-- $389.0 million Class A-2 at AAA (sf)
-- $389.0 million Class A-2-A at AAA (sf)
-- $389.0 million Class A-2-B at AAA (sf)
-- $389.0 million Class A-2-X1 at AAA (sf)
-- $389.0 million Class A-2-X2 at AAA (sf)
-- $389.0 million Class A-2-X3 at AAA (sf)
-- $350.6 million Class A-3 at AAA (sf)
-- $350.6 million Class A-3-A at AAA (sf)
-- $350.6 million Class A-3-B at AAA (sf)
-- $350.6 million Class A-3-X1 at AAA (sf)
-- $350.6 million Class A-3-X2 at AAA (sf)
-- $350.6 million Class A-3-X3 at AAA (sf)
-- $263.0 million Class A-4 at AAA (sf)
-- $263.0 million Class A-4-A at AAA (sf)
-- $263.0 million Class A-4-B at AAA (sf)
-- $263.0 million Class A-4-X1 at AAA (sf)
-- $263.0 million Class A-4-X2 at AAA (sf)
-- $263.0 million Class A-4-X3 at AAA (sf)
-- $87.7 million Class A-5 at AAA (sf)
-- $87.7 million Class A-5-A at AAA (sf)
-- $87.7 million Class A-5-B at AAA (sf)
-- $87.7 million Class A-5-X1 at AAA (sf)
-- $87.7 million Class A-5-X2 at AAA (sf)
-- $87.7 million Class A-5-X3 at AAA (sf)
-- $210.4 million Class A-6 at AAA (sf)
-- $210.4 million Class A-6-A at AAA (sf)
-- $210.4 million Class A-6-B at AAA (sf)
-- $210.4 million Class A-6-X1 at AAA (sf)
-- $210.4 million Class A-6-X2 at AAA (sf)
-- $210.4 million Class A-6-X3 at AAA (sf)
-- $140.2 million Class A-7 at AAA (sf)
-- $140.2 million Class A-7-A at AAA (sf)
-- $140.2 million Class A-7-B at AAA (sf)
-- $140.2 million Class A-7-X1 at AAA (sf)
-- $140.2 million Class A-7-X2 at AAA (sf)
-- $140.2 million Class A-7-X3 at AAA (sf)
-- $52.6 million Class A-8 at AAA (sf)
-- $52.6 million Class A-8-A at AAA (sf)
-- $52.6 million Class A-8-B at AAA (sf)
-- $52.6 million Class A-8-X1 at AAA (sf)
-- $52.6 million Class A-8-X2 at AAA (sf)
-- $52.6 million Class A-8-X3 at AAA (sf)
-- $38.4 million Class A-9 at AAA (sf)
-- $38.4 million Class A-9-A at AAA (sf)
-- $38.4 million Class A-9-B at AAA (sf)
-- $38.4 million Class A-9-X1 at AAA (sf)
-- $38.4 million Class A-9-X2 at AAA (sf)
-- $38.4 million Class A-9-X3 at AAA (sf)
-- $70.1 million Class A-10 at AAA (sf)
-- $70.1 million Class A-10-A at AAA (sf)
-- $70.1 million Class A-10-B at AAA (sf)
-- $70.1 million Class A-10-X1 at AAA (sf)
-- $70.1 million Class A-10-X2 at AAA (sf)
-- $70.1 million Class A-10-X3 at AAA (sf)
-- $70.1 million Class A-11 at AAA (sf)
-- $70.1 million Class A-11-A at AAA (sf)
-- $70.1 million Class A-11-B at AAA (sf)
-- $70.1 million Class A-11-X1 at AAA (sf)
-- $70.1 million Class A-11-X2 at AAA (sf)
-- $70.1 million Class A-11-X3 at AAA (sf)
-- $70.1 million Class A-12 at AAA (sf)
-- $70.1 million Class A-12-A at AAA (sf)
-- $70.1 million Class A-12-B at AAA (sf)
-- $70.1 million Class A-12-X1 at AAA (sf)
-- $70.1 million Class A-12-X2 at AAA (sf)
-- $70.1 million Class A-12-X3 at AAA (sf)
-- $140.2 million Class A-13 at AAA (sf)
-- $140.2 million Class A-13-A at AAA (sf)
-- $140.2 million Class A-13-B at AAA (sf)
-- $140.2 million Class A-13-X1 at AAA (sf)
-- $140.2 million Class A-13-X2 at AAA (sf)
-- $140.2 million Class A-13-X3 at AAA (sf)
-- $122.7 million Class A-14 at AAA (sf)
-- $122.7 million Class A-14-A at AAA (sf)
-- $122.7 million Class A-14-B at AAA (sf)
-- $122.7 million Class A-14-X1 at AAA (sf)
-- $122.7 million Class A-14-X2 at AAA (sf)
-- $122.7 million Class A-14-X3 at AAA (sf)
-- $389.0 million Class A-X-1 at AAA (sf)
-- $389.0 million Class A-X-2 at AAA (sf)
-- $389.0 million Class A-X-3 at AAA (sf)
-- $8.5 million Class B-1 at AA (low) (sf)
-- $8.5 million Class B-1-A at AA (low) (sf)
-- $8.5 million Class B-1-X at AA (low) (sf)
-- $6.2 million Class B-2 at A (low) (sf)
-- $6.2 million Class B-2-A at A (low) (sf)
-- $6.2 million Class B-2-X at A (low) (sf)
-- $4.5 million Class B-3 at BBB (low) (sf)
-- $2.3 million Class B-4 at BB (low) (sf)
-- $825.0 thousand Class B-5 at B (low) (sf)
Classes A-2-X1, A-2-X2, A-2-X3, A-3-X1, A-3-X2, A-3-X3, A-4-X1,
A-4-X2, A-4-X3, A-5-X1, A-5-X2, A-5-X3, A-6-X1, A-6-X2, A-6-X3,
A-7-X1, A-7-X2, A-7-X3, A-8-X1, A-8-X2, A-8-X3, A-9-X1, A-9-X2,
A-9-X3, A-10-X1, A-10-X2, A-10-X3, A-11-X1, A-11-X2, A-11-X3,
A-12-X1, A-12-X2, A-12-X3. A-13-X1, A-13-X2, A-13-X3, A-14-X1,
A-14-X2, A-14-X3, A-X-1, A-X-2, A-X-3, B-1-X and B-2-X are
interest-only (IO) certificates. The class balances represent
notional amounts.
Classes A-1, A-1-A, A-2, A-2-A, A-2-B, A-2-X1, A-2-X2, A-2-X3, A-3,
A-3-A, A-3-B, A-3-X1, A-3-X2, A-3-X3, A-4, A-4-A, A-4-B, A-4-X1,
A-4-X2, A-4-X3, A-5, A-5-A, A-5-X1, A-6, A-6-A, A-6-B, A-6-X1,
A-6-X2, A-6-X3, A-7, A-7-A, A-7-B, A-7-X1, A-7-X2, A-7-X3, A-8,
A-8-A, A-8-X1, A-9, A-9-A, A-9-X1, A-10, A-10-A, A-10-X1, A-11,
A-11-A, A-11-X1, A-12, A-12-A, A-12-X1, A-13, A-13-A, A-13-B,
A-13-X1, A-13-X2, A-13-X3, A-14, A-14-A, A-14-B, A-14-X1, A-14-X2,
A-14-X3, A-X-1, B-1 and B-2 are exchangeable certificates. These
classes can be exchanged for combinations of depositable
certificates as specified in the offering documents.
Classes A-3, A-3-A, A-3-B, A-4, A-4-A, A-4-B, A-5, A-5-A, A-5-B,
A-6, A-6-A, A-6-B, A-7, A-7-A, A-7-B, A-8, A-8-A, A-8-B, A-10,
A-10-A, A-10-B, A-11, A-11-A, A-11-B, A-12, A-12-A, A-12-B, A-13,
A-13-A, A-13-B, A-14, A-14-A, and A-14-B are super senior
certificates. These classes benefit from additional protection from
the senior support certificate (Class A-9-B) with respect to loss
allocation.
The AAA (sf) credit ratings on the Certificates reflect 5.70% of
credit enhancement provided by subordinated certificates. The AA
(low) (sf), A (low) (sf), BBB (low) (sf), BB (low) (sf), and B
(low) (sf) credit ratings reflect 3.65%, 2.15%, 1.05%, 0.50%, and
0.30% of credit enhancement, respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
The transaction is a securitization of a portfolio of first-lien
fixed-rate prime residential mortgages to be funded by the issuance
of the Mortgage Pass-Through Certificates, Series 2025-11 (the
Certificates). The Certificates are backed by 306 loans with a
total principal balance of $412,497,989 as of the Cut-Off Date
(December 1, 2025).
The pool consists of fully amortizing fixed-rate mortgages with
original terms to maturity of 30 years and a weighted-average (WA)
loan age of three months. Approximately 90.3% of the loans are
traditional, nonagency, prime jumbo mortgage loans. The remaining
9.7% of the loans are conforming mortgage loans that were
underwritten using an automated underwriting system (AUS)
designated by Fannie Mae or Freddie Mac and were eligible for
purchase by such agencies. Details on the underwriting of
conforming loans can be found in the Key Probability of Default
Drivers section. In addition, all of the loans in the pool were
originated in accordance with the new general Qualified Mortgage
(QM) rule.
United Wholesale Mortgage, LLC (UWM) and PennyMac Loan Services,
LLC originated 45.9%, and 13.5% of the pool, respectively. Various
other originators, each comprising less than 10%, originated the
remainder of the loans. The mortgage loans will be serviced by UWM
(45.6%), JPMorgan Chase Bank, N.A. (37.6%), PennyMac Loan Services,
LLC (13.5%), and loanDepot (3.3%). For the UWM serviced loans,
Cenlar will act as the subservicer. For the JPMorgan Chase Bank,
N.A. (JPMCB)-serviced loans, Shellpoint will act as interim
servicer until the loans transfer to JPMCB on the servicing
transfer date (March 1, 2026).
For certain Servicers in this transaction, the servicing fee
payable for mortgage loans is composed of three separate
components: the base servicing fee, the delinquent servicing fee,
and the additional servicing fee. These fees vary based on the
delinquency status of the related loan and will be paid from
interest collections before distribution to the securities.
Nationstar Mortgage LLC (Nationstar) will act as the Master
Servicer. Citibank, N.A. (Citibank; rated AA (low) with a Stable
trend by Morningstar DBRS) will act as Securities Administrator and
Delaware Trustee. Computershare Trust Company, N.A. (Computershare;
rated BBB (high) with a Stable trend) will act as Custodian.
Pentalpha Surveillance LLC (Pentalpha) will serve as the
Representations and Warranties (R&W) Reviewer.
The transaction employs a senior-subordinate, shifting-interest
cash flow structure that incorporates performance triggers and
credit enhancement floors.
Notes: All figures are in U.S. dollars unless otherwise noted.
JP MORGAN 2025-12MPR: Moody's Assigns (P)B2 Rating to Cl. B-2 Certs
-------------------------------------------------------------------
Moody's Ratings has assigned provisional ratings to 11 classes of
residential mortgage-backed securities (RMBS) to be issued by J.P.
Morgan Mortgage Trust 2025-12MPR, and sponsored by JPMorgan Chase
Bank, N.A. (JPMCB).
The securities are backed by a pool of prime jumbo (91.3% by
balance) and GSE-eligible (8.7% by balance) residential mortgages
aggregated by JPMorgan Chase Bank, N.A. (JPMCB), originated and
serviced by multiple entities.
The complete rating actions are as follows:
Issuer: J.P. Morgan Mortgage Trust 2025-12MPR
Cl. A-1, Assigned (P)Aaa (sf)
Cl. A-1A, Assigned (P)Aaa (sf)
Cl. A-1B, Assigned (P)Aaa (sf)
Cl. A-1C, Assigned (P)Aaa (sf)
Cl. A-1D, Assigned (P)Aaa (sf)
Cl. A-1M, Assigned (P)Aa1 (sf)
Cl. A-2, Assigned (P)Aa3 (sf)
Cl. A-3, Assigned (P)A3 (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
0.78%, in a baseline scenario-median is 0.42% and reaches 10.52% 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.
JP MORGAN 2025-12MPR: Moody's Assigns Ba2 Rating to Cl. B-2 Certs
-----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to 11 classes of
residential mortgage-backed securities (RMBS) issued by J.P. Morgan
Mortgage Trust 2025-12MPR, and sponsored by JPMorgan Chase Bank,
N.A. (JPMCB).
The securities are backed by a pool of prime jumbo (91.3% by
balance) and GSE-eligible (8.7% by balance) residential mortgages
aggregated by JPMorgan Chase Bank, N.A. (JPMCB), originated and
serviced by multiple entities.
The complete rating actions are as follows:
Issuer: J.P. Morgan Mortgage Trust 2025-12MPR
Cl. A-1, Definitive Rating Assigned Aaa (sf)
Cl. A-1A, Definitive Rating Assigned Aaa (sf)
Cl. A-1B, Definitive Rating Assigned Aaa (sf)
Cl. A-1C, Definitive Rating Assigned Aaa (sf)
Cl. A-1D, Definitive Rating Assigned Aaa (sf)
Cl. A-1M, Definitive Rating Assigned Aa1 (sf)
Cl. A-2, Definitive Rating Assigned Aa3 (sf)
Cl. A-3, Definitive Rating Assigned A2 (sf)
Cl. M-1, Definitive Rating Assigned Baa2 (sf)
Cl. B-1, Definitive Rating Assigned Baa3 (sf)
Cl. B-2, Definitive Rating Assigned Ba2 (sf)
RATINGS RATIONALE
The definitive ratings for Class A-3 and Class M-1 of A2 (sf) and
Baa2 (sf) are one notch higher than the provisional ratings of
(P)A3 (sf) and (P)Baa3 (sf) respectively. The definitive rating for
Class B-1 of Baa3 (sf) is two notches higher than the provisional
rating of (P)Ba2 (sf). The definitive rating for Class B-2 of Ba2
(sf) is three notches higher than the provisional rating of (P)B2
(sf). The difference is primarily a result of the transaction
closing with a lower weighted average cost of funds (WAC) than what
Moody's modeled when the provisional ratings were assigned. The WAC
assumption as well as other structural features, were provided by
the issuer.
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
0.78%, in a baseline scenario-median is 0.42% and reaches 10.52% 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.
JP MORGAN 2025-CES7: S&P Assigns B-(sf) Rating on Cl. B-2 Notes
---------------------------------------------------------------
S&P Global Ratings assigned its ratings to J.P. Morgan Mortgage
Trust 2025-CES7's mortgage-backed notes.
The note issuance is an RMBS securitization backed by closed-end,
second-lien, fixed-rate, fully amortizing residential mortgage
loans (including loans with interest-only features) to both prime
and nonprime borrowers. The loans are secured by single-family
residential, planned-unit development, condominium, two- to
four-family residential, townhouse, manufactured housing, and
condotel properties. The pool has 4,315 loans and comprises
qualified mortgage (QM)/non-higher-priced mortgage loans (safe
harbor), non-QM/compliant loans, QM rebuttable presumption loans,
and ability-to-repay-exempt loans.
The ratings reflect S&P' 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 and originators; and
-- S&P'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, and is updated, if
necessary, when these projections change materially.
Ratings Assigned
J.P. Morgan Mortgage Trust 2025-CES7(i)
Class A-1A, $370,388,000: AAA (sf)
Class A-1B, $22,884,000: AAA (sf)
Class A-1, $393,272,000: AAA (sf)
Class A-2, $21,940,000: AA- (sf)
Class A-3, $18,166,000: A- (sf)
Class M-1, $11,088,000: BBB (sf)
Class B-1, $14,391,000: BB- (sf)
Class B-2, $8,021,000: B- (sf)
Class B-3, $4,954,493: NR
Class A-IO-S, notional(ii): NR
Class XS, notional(iii): NR
Class A-R, not applicable(iv): NR
(i)The ratings address the ultimate payment of interest and
principal, and do not address payment of the cap carryover amounts.
(ii)Prior to the servicing transfer date (on or about Jan. 31,
2026), the class A-IO-S notes will have a notional amount equal to
the aggregate unpaid principal balance of the SPS- and
Shellpoint-serviced mortgage loans as of the first day of the
related due period, and after the servicing transfer date, the
aggregate unpaid principal balance of the SPS serviced loans. The
class A-IO-S will not be entitled to payments of principal.
(iii)The notional amount equals the aggregate unpaid principal
balance of loans in the pool as of the cutoff date.
(iv)The class A-R notes will not have a class principal amount and
are the class of notes representing the residual interest in the
issuer. The class A-R notes are not expected to receive payments.
NR--Not rated. SPS—Select Portfolio Servicing Inc.
Shellpoint—Shellpoint Mortgage Servicing.
JP MORGAN 2025-LTV3: Fitch Gives B-(EXP) Rating to Class B2 Certs
-----------------------------------------------------------------
Fitch Ratings has assigned expected ratings to J.P. Morgan Mortgage
Trust 2025-LTV3 (JPMMT 2025-LTV3).
JPMMT 2025-LTV3
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
PT LT NR(EXP)sf Expected Rating
XS LT NR(EXP)sf Expected Rating
TRANSACTION SUMMARY
The certificates are supported by 351 loans with a scheduled
balance of $362.30 million as of the cutoff date.
The pool consists of prime-quality, fixed-rate mortgages (FRMs)
originated mainly by United Wholesale Mortgage, LLC. and aggregated
by Maxex Clearing, LLC. The loan-level representations and
warranties (R&Ws) are provided by the various sellers and
originators. The vast majority of the mortgage loans in the pool
will be serviced by Nationstar Mortgage LLC d/b/a Rushmore
Servicing and United Wholesale Mortgage. Cenlar FSB will subservice
the loans for United Wholesale Mortgage. Nationstar is the master
servicer.
Of the loans, 100% qualify as safe-harbor qualified mortgage (SHQM)
average prime offer rate (APOR) loans. The collateral comprises
100% fixed-rate loans. The certificates are fixed rate and capped
at the net weighted average coupon (WAC) or based on the net WAC.
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 fixed-rate, first lien residential mortgage
loans with original terms to maturity of 30 years and 79.67% of the
loans are purchases, over 90% of the loans are single family/PUDs,
and all the loans are owner occupied or second homes.
The loans are seasoned at an average of four months. The pool has a
weighted average (WA) original FICO score of 753 indicative of very
high credit-quality borrowers. The original WA combined
loan-to-value ratio (CLTV) of 86.14%, as determined by Fitch,
translates to a sustainable loan-to-value ratio (sLTV) of 93.58%.
This transaction has a Final PD of 24.71% in the 'AAA' rating
stress. Fitch's Final Loss Severity in the 'AAAsf' rating stress is
44.72%. The expected loss in the 'AAAsf' rating stress is 11.05%.
Structural Analysis (Mixed): Modified Sequential Structure with
Full Advancing
The transaction has a modified sequential-payment structure,
whereby collected principal pro rata is distributed among the class
A notes while excluding the mezzanine and subordinate notes from
principal until all the class A notes are reduced to zero. To the
extent that either a cumulative loss trigger event or a DQ trigger
event occurs in a given period, principal will be distributed first
to class A-1A and A-1B, then to A-2 and A-3 notes until they are
reduced to zero. Once the A classes are paid in full, principal
will be allocated first to M-1, then to B-1, then to B-2 and
finally to B-3.
Like other modified sequential structures, interest is prioritized
over the payment of principal in the principal waterfall, with
interest being paid first, prior to principal. The interest
waterfall is sequential, with the class A receiving current
interest and unpaid interest first. Both of these features are
supportive of timely interest being paid to the 'AAAsf' rated
classes.
The transaction has excess interest and subordination to provide
credit protection to the rated classes in the structure.
However, excess spread will be reduced on and after the payment
date in January 2030, since the class A notes have a step-up coupon
feature, whereby the coupon rate will be the lower of (i) the
applicable fixed rate plus 1.000% and (ii) the net WAC rate.
In addition, on any payment date occurring on or after the payment
date in January 2030 on which the aggregate unpaid interest
carryover amount for class A notes is greater than zero, payments
to the interest carryover reserve account will be prioritized over
the payment of interest and unpaid interest payable to class B-3
notes in both the interest and principal waterfalls. This feature
is supportive of the 'AAAsf' rated notes being paid timely interest
at the step-up coupon rate under Fitch's stresses, and classes A-2
and A-3 being paid ultimate interest at the step-up coupon rate
under Fitch's stresses. Fitch rates to timely interest for 'AAAsf'
rated classes and to ultimate interest for all other rated
classes.
The transaction has excess interest and subordination to provide
credit protection to the rated classes in the structure.
Losses will be allocated reverse sequentially, with class B-3
taking losses first. Once the class M-1 is written off, the losses
will be allocated sequentially to the A classes, with the A-1A
class taking losses last.
The servicers will provide full advancing for the life of the
transaction; each servicer is expected to advance delinquent
principal and interest (P&I) on loans that entered into a
pandemic-related forbearance plan. Although full P&I advancing will
provide liquidity to the notes, it will also increase the
loan-level loss severity (LS) since the servicer looks to recoup
P&I advances from liquidation proceeds, which results in less
recoveries.
Nationstar is the master servicer and will advance if the servicer
is unable to do so. If the master servicer is unable to advance,
the paying agent (Citibank) will advance as needed.
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 5-bp z-score reduction
for loans fully reviewed by the third-party review (TPR) firm with
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. In addition, all legal requirements should be
satisfied to fully de-link the transaction from any other entities.
Fitch expects JPMMT 2025-LTV3 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 (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 JPMMT 2025-LTV3 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
This defined negative rating sensitivity analysis demonstrates how
the 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
sMVD in the 'Bsf' case, which is 8.15%. The analysis indicates
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
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 rated classes. Specifically, a
10% gain in home prices would result in a full category upgrade for
the rated classes excluding those being assigned ratings of
'AAAsf'.
JP MORGAN 2025-NQM5: DBRS Finalizes B(low) Rating on B2 Certs
-------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the Mortgage
Pass-Through Certificates, Series 2025-NQM5 (the Certificates)
issued by J.P. Morgan Mortgage Trust 2025-NQM5 (the Issuer) as
follows:
-- $100.0 million Class A-1FCF at AAA (sf)
-- $33.3 million Class A-1LCF at AAA (sf)
-- $252.0 million Class A-1A at AAA (sf)
-- $40.4 million Class A-1B at AAA (sf)
-- $292.4 million Class A-1 at AAA (sf)
-- $51.1 million Class A-2 at AA (high) (sf)
-- $52.3 million Class A-3 at A (sf)
-- $21.7 million Class M-1A at BBB (sf)
-- $7.3 million Class M-1B at BBB (low) (sf)
-- $14.1 million Class B-1 at BB (low) (sf)
-- $11.5 million Class B-2 at B (low) (sf)
Class A-1 is an exchangeable certificate while Classes A-1A and
A-1B are the depositable certificates. These classes can be
exchanged in combinations as specified in the offering documents.
The AAA (sf) credit ratings on the Certificates reflect 27.55% of
credit enhancement provided by the subordinated Certificates. The
AA (high) (sf), A (sf), BBB (sf), BBB (low) (sf), BB (low) (sf),
and B (low) (sf) credit ratings reflect 18.85%, 9.95%, 6.25%,
5.00%, 2.60% and 0.65% of credit enhancement, respectively.
This transaction is a securitization of a portfolio of fixed- and
adjustable-rate prime and nonprime first-lien residential mortgages
funded by the issuance of the Certificates. The Certificates are
backed by 1,611 loans with a total principal balance of
approximately $587,614,410 as of the Cut-Off Date (December 1,
2025).
The pool is, on average, three months seasoned with loan ages
ranging from one to seventeen months. Approximately 23.6% of the
Mortgage Loans by balance were originated by from United Wholesale
Mortgage, LLC (UWM), The Mortgage Loan Seller acquired
approximately 25.7% from MAXEX Clearing LLC ("MAXEX"). All the
other originators individually comprised less than 10% of the
overall mortgage loans.
NewRez LLC, formerly known as New Penn Financial, LLC, doing
business as (dba) Shellpoint will service approximately 92.9% of
the loans and Selene Finance LP will service 7% of the loans.
Computershare Trust Company, N.A. (rated BBB (high) with a Stable
trend by Morningstar DBRS) will act as Master Servicer, Custodian,
and Securities Administrator. Wilmington Savings Fund Society, FSB
will act as Owner Trustee.
As of the Cut-Off Date, 100.0% of the loans in the pool are
contractually current according to the Mortgage Bankers Association
(MBA) delinquency calculation method.
In accordance with the Consumer Financial Protection Bureau (CFPB)
Qualified Mortgage (QM) rules, 44.5% of the loans by balance are
designated as non-QM. Approximately 50.0% of the loans in the pool
were made to investors for business purposes and are exempt from
the CFPB Ability-to-Repay (ATR) and QM rules. Approximately 5.1% of
the pool are designated as QM Safe Harbor, and 0.4% are QM
Rebuttable Presumption (by unpaid principal balance (UPB)).
Servicers will generally advance delinquent principal and interest
on the mortgage loans for four months. Each servicer is obligated
to make advances in respect of taxes and insurance, the cost of
preservation, restoration, and protection of mortgaged properties
and any enforcement or judicial proceedings, including foreclosures
and reasonable costs and expenses incurred in the course of
servicing and disposing of properties until otherwise deemed
unrecoverable.
The Retaining Sponsor will retain an eligible horizontal residual
interest in the transaction in the required amount of no less than
5.0% of the aggregate fair value of the Certificates (other than
the Class A-R Certificates) consisting of a portion of the Class
B-2, Class B-3, and Class XS Certificates to satisfy the credit
risk-retention requirements under Section 15G of the Securities
Exchange Act of 1934 and the regulations promulgated thereunder.
On any date following the date on which the aggregate UPB of the
mortgage loans is less than or equal to 10% of the Cut-Off Date
balance, the Optional Clean-Up Call Holder will have the option to
terminate the transaction by directing the master servicer to
purchase all of the mortgage loans and any real estate owned (REO)
property from the Issuer at a price equal to the sum of the
aggregate UPB of the mortgage loans (other than any REO property)
plus accrued interest thereon, the lesser of the fair market value
of any REO property and the stated principal balance of the related
loan, and any outstanding and unreimbursed servicing advances,
accrued and unpaid fees, any non-interest-bearing deferred amounts,
and expenses that are payable or reimbursable to the transaction
parties.
The holder of the Trust Certificates may, at its option, on any
Distribution Date on or after the date that is the earlier of (i)
three years after the Closing Date or (2) the date on which the
balance of mortgage loans and REO properties falls to or below 30%
of the loan balance as of the Cut-Off Date (Optional Redemption
Date), redeem the Certificates at the optional termination price
described in the transaction documents.
Master Servicer on behalf of the Issuer may require the Seller to
repurchase loans that become delinquent in the first three monthly
payments following the date of acquisition. Such loans will be
repurchased at the related repurchase price.
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). The Class A-1A and
Class A-1B, and separately the Class A-1FCF and Class A-1LCF, have
group specific allocations of principal, interest and loss
allocation rules within their respective groups. Principal proceeds
will be allocated to cover interest shortfalls on the seniormost
certificates before being applied sequentially to amortize the
balances of the more subordinated certificates. Excess spread can
be used to cover realized losses first before being allocated to
unpaid Cap Carryover Amounts due to the senior certificates. The
Class A-1 is an exchangeable certificate and can be exchanged with
the Class A-1A and Class A-1B as specified in the offering
documents. Also, the excess spread can be used to cover realized
losses first before being allocated to unpaid Cap Carryover Amounts
due to Class A Certificates, M-1, and B-1.
Of note, the Class A-1FCF, A-1LCF, A-1A, A-1B, A-2, and A-3
Certificates coupon rates step up by 100 basis points on and after
the payment date in January 2030. Interest and principal otherwise
payable to the Class B-3 Certificates as accrued and unpaid
interest may be used to pay the Class A-1FCF, A-1LCF, A-1A, A-1B,
A-2, and A-3 Certificates Cap Carryover Amounts after the Class A
coupons step up.
Natural Disasters/Wildfires
The mortgage pool contains loans secured by mortgage properties
that are located within certain disaster areas (such as those
affected by the Greater Los Angeles wildfires). The Sponsor of the
transaction has informed Morningstar DBRS that the servicer has
ordered (and intends to order) property damage inspections (PDI)
for any property located in a known disaster zone prior to the
transactions closing date. Loans secured by properties known to be
materially damaged will not be included in the final transaction
collateral pool. To the extent that a PDI was ordered prior to
closing, but notice of material damages were not available until
after closing, the sponsor will repurchase the related loan/loans
within 90 days of notification.
The transaction documents also include representations and
warranties regarding the property conditions, which state that the
properties have not suffered damage that would have a material and
adverse impact on the values of the properties (including events
such as fire, windstorm, flood, earth movement, and hurricane).
Notes: All figures are in U.S. dollars unless otherwise noted.
JP MORGAN 2025-PHNY: DBRS Finalizes B(low) Rating on Class F Certs
------------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
following classes of Commercial Mortgage Pass-Through Certificates,
Series 2025-PHNY (the Certificates) issued by J.P. Morgan Chase
Commercial Mortgage Securities Trust 2025-PHNY (the Trust):
-- Class A at AAA (sf)
-- Class B at AA (low) (sf)
-- Class C at A (low) (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (low) (sf)
-- Class F at B (low) (sf)
All trends are Stable.
The Trust is secured by the borrower's fee-simple interest in the
PUBLIC Hotel (the Hotel). Constructed in 2017, the 17-story,
full-service Hotel features 367 guest rooms. The Hotel is well
located in the Lower East Side neighborhood of Manhattan, providing
convenient access to some of New York City's most vibrant
neighborhoods, such as SoHo, NoLita, NoHo, Chinatown, and the West
Village. The Hotel's amenities include seven food and beverage
(F&B) outlets, 8,930 sf of meeting space, and a health and wellness
program through which the Hotel partners with exercise trainers to
host daily workout classes. The collateral is in a high-demand area
of New York City thanks to its proximity to boutique retailers,
trendy restaurants, bars, nightlife venues, and art galleries. The
Hotel benefits from strong brand affiliation and experienced
sponsorship via affiliates controlled by the Ian Schrager Company
and the Witkoff Group. Ian Schrager is the world-renowned boutique
hotel developer that created the PUBLIC brand, which embodies
thoughtful design, service, and style to deliver a unique,
one-of-a-kind experience to hotel guests. Morningstar DBRS has a
generally positive view of the subject property, considering its
prime location in Manhattan, brand affiliation, and strong
performance.
Delivered in 2017, the Hotel emphasizes sophisticated design and
style across guest rooms and amenities paired with great service to
ensure exceptional value for guests. Through the combination of
stylish design, service and value, the PUBLIC brand creates a
luxury for all experience for guests. Furthermore, the Hotel
specializes in entertainment and socializing through its various
venue spaces to attract hotel guests as well as city residents.
Between 2019 and 2024, the sponsor invested approximately $13.8
million ($37,657 per key) in capex and repairs at the Hotel. In
2024, the sponsor spent $1.3 million ($3,544 per key) to renovate
the cocktail lounge, Two Fifteen, and repair flooring on the roof.
The largest capex investment of $10.1 million was made during
2020-21 to repair the damage from a flood that occurred in 2020
while the Hotel was closed during the height of the COVID-19
pandemic. To further enhance the offerings at the Hotel, three F&B
outlets, Popular, Cantina & Pisco Bar, and Louis, will close in the
near future because of underperformance. The three spaces will be
replaced by a new concept by an affiliate of Union Square
Hospitality. Founded by Danny Meyer in 1985, Union Square
Hospitality Group is a world-renowned restaurant group that
comprises some of New York City's most coveted restaurants such as
Gramercy Tavern, The Modern, and Maialino. The new F&B concept is
anticipated to open in the first half of 2026.
The mortgage loan of $253.0 million, in conjunction with $57.0
million of mezzanine debt made by TKO Public hotel SCSp, and $43.3
million of preferred equity was used to refinance existing senior
and mezzanine debt, cover closing costs, and fund upfront reserves.
The loan is a two-year, floating-rate interest-only (IO) 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 WA mortgage loan component spread of 3.186%. The borrower
will enter an interest rate cap agreement with an assumed SOFR cap
of 2.650% during the initial term.
The sponsors for the transaction are the Ian Schrager Company and
the Witkoff Group. Founded in 2005, by hotel developer Ian
Schrager, the Ian Schrager Company's portfolio includes such
high-profile projects as the transformation of the Gramercy Park
Hotel and development of two residential projects, 40 Bond and 50
Gramercy Park North. The firm also has a partnership with Marriott
International through the EDITION brand, one of Marriott's
luxurious, top-tier brands. Based in Miami, the Witkoff Group is a
global real estate development and investment firm that specializes
in purchasing undervalued properties and successfully repositioning
the assets in major cities across the U.S. Since the Witkoff
Group's inception in 1997, the firm has executed more than 100
transactions totaling more than $30.0 billion. The Ian Schrager
Company and the Witkoff group benefit from an established
partnership shaping both the hospitality and residential markets in
New York City through its various projects.
The Hotel is ranked number two in its competitive set for revenue
per available room (RevPAR) in the T-12 ended October 31, 2025,
period, and achieved occupancy, average daily rate (ADR) and RevPAR
indexes of 106.6%, 104.9%, and 111.8%, respectively, over this
period. To improve RevPAR after a slight decline in YE2023 and
further support long-term ADR growth, the Hotel established a
partnership with Premiere Advisory Group (PAG), a third-party
revenue management team in 2023. PAG successfully implemented its
business plan by focusing on direct bookings, investing in
marketing efforts, and increasing revenue through the establishment
of an amenity fee. Since YE2023, the Hotel has seen overall RevPAR
growth year over year. The collateral's strong performance is
further demonstrated by an increase in RevPAR that was greater than
the competitive set's RevPAR increase over the same period. In
2019, prior to the COVID-19 pandemic, the subject reported an
occupancy rate of 86.1% and an ADR of $317.62 for a RevPAR of
$273.52. The property achieved a RevPAR of $300.01 as of YE2024 and
a RevPAR of $314.90 as of the T-12 ended October 31, 2025,
highlighting increases of 9.7% and 15.1%, respectively, from
pre-pandemic levels. The Hotel's favorable location in the Lower
East Side neighborhood and Ian Schrager's brand value should
position it well to remain a strong performer in its competitive
set.
Notes: All figures are in U.S. dollars unless otherwise noted.
JUBILEE CLO 2025-XXXII: Fitch Rates Class F Notes 'B-sf'
--------------------------------------------------------
Fitch Ratings has assigned Jubilee CLO 2025 XXXII DAC notes final
ratings.
RATINGS ACTION
Rating Prior
------ -----
Jubilee CLO 2025-XXXII DAC
Class A-1 Notes XS3163518676 LT AAAsf New Rating AAA(EXP)sf
Class A-2 Notes XS3175960650 LT AAAsf New Rating AAA(EXP)sf
Class B-1 Notes XS3163518833 LT AAsf New Rating AA(EXP)sf
Class B-2 Notes XS3163518916 LT AAsf New Rating AA(EXP)sf
Class C Notes XS3163519054 LT Asf New Rating A(EXP)sf
Class D-1 Notes XS3163519138 LT BBB-sf New Rating BBB-(EXP)sf
Class D-2 Notes XS3175960908 LT BBB-sf New Rating BBB-(EXP)sf
Class E Notes XS3163519302 LT BB-sf New Rating BB-(EXP)sf
Class F Notes XS3163519484 LT B-sf New Rating B-(EXP)sf
Subordinated Notes XS3163519567 LT NRsf New Rating NR(EXP)sf
Transaction Summary
Jubilee CLO 2025 XXXII DAC is a securitisation of mainly senior
secured obligations (at least 96%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. The
portfolio has a target par of EUR500 million.
The portfolio is actively managed by BSP CLO Management LLC. The
collateralised loan obligation (CLO) has a 4.5-year reinvestment
period and an 7.5-year weighted average life test (WAL) at
closing.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the identified portfolio to
be in the 'B' category. The Fitch weighted average rating factor
(WARF) of the identified portfolio is 24.
High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 61.7%.
Diversified Portfolio (Positive): The transaction includes various
concentration limits in the portfolio, including a fixed-rate
obligation limit at 12.5%, a top 10 obligor concentration limit at
20%, and a maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.
Portfolio Management (Neutral): The transaction includes two matrix
sets, each based on a top 10 obligor limit of 20%. One matrix set
is effective at closing, corresponding to fixed-rate asset limits
of 6% and 12.5%, and to a 7.5-year WAL test. The forward matrix set
corresponds to a seven-year WAL test, with the same fixed-rate
asset limits as the closing matrices. The forward matrix set can be
elected by the manager six or 18 months after closing (the latter
if the WAL is stepped up), subject to the collateral principal
(with defaults carried at Fitch collateral value) being at least
equal to the reinvestment target par balance.
The transaction has a 4.5-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.
WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year, following the step-up determination date, which is 12
months or 18 months after closing (the latter if matrix switch
occurs prior to a WAL step up). The WAL extension is at the
discretion of the manager but is subject to conditions, including
fulfilling the collateral-quality tests, coverage tests and meeting
the reinvestment target par, with defaulted assets at their
collateral value on the step-up determination date.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio is 6.5 years, 12 months less than the WAL
covenant at closing to account for structural and reinvestment
conditions after the reinvestment period. These conditions include
passing the over-collateralisation and Fitch 'CCC' limit tests, and
a WAL covenant that gradually steps down over time, both before and
after the end of the reinvestment period. Fitch believes these
conditions would reduce the effective risk horizon of the portfolio
during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase in the mean default rate (RDR) and a 25% decrease in
the recovery rate (RRR) across all the ratings of the identified
portfolio would have no impact on the class A-1, class A-2 and
class E notes, but would lead to downgrades of one notch each for
the remaining notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. The class B-1,
B-2 to F notes each have a rating cushion of up to three notches
due to the identified portfolio's better metrics and a shorter WAL
life than the Fitch-stressed portfolio.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase in the mean RDR
and a 25% decrease in the RRR across all ratings of the
Fitch-stressed portfolio, would lead to downgrades of up to four
notches each for the rated notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction in the RDR and a 25% increase in the RRR across all
the ratings of the Fitch-stressed portfolio would lead to upgrades
of up to five notches each for the rated notes, except for the
'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed-case portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction.
Upgrades after the end of the reinvestment period, except for the
'AAAsf' notes, may result from stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread being available to cover losses in the remaining portfolio.
KAWARTHA CAD 2024-1: DBRS Finalizes BB(high) Rating on E Tranche
----------------------------------------------------------------
DBRS, Inc. finalized the following provisional credit ratings on
the Senior Tranche, the Tranche B, the Tranche C, the Trance D, and
the Tranche E (collectively, the Tranche Amounts) of Kawartha CAD
Ltd. (the Issuer) pursuant to Schedule 1 of the executed Junior
Loan Portfolio Financial Guarantee (the Financial Guarantee) dated
April 15, 2024, between the Issuer as Guarantor and the Bank of
Montreal (BMO) as Beneficiary with respect to a portfolio of
Canadian commercial real estate (CRE) secured loans originated or
managed by BMO (rated AA with a Stable trend by Morningstar DBRS):
-- Senior Tranche at AAA (sf)
-- Tranche B at AA (low) (sf)
-- Tranche C at A (sf)
-- Tranche D at BBB (low) (sf)
-- Tranche E at BB (high) (sf)
The credit ratings on the Tranche Amounts address the likelihood of
a reduction to the respective tranche notional amounts resulting
from obligor defaults within the guaranteed portfolio during the
period from the Effective Date until the Scheduled Termination
Date. For obligors within the guaranteed portfolio, default events
are limited to payment default, insolvency, and restructuring
events.
The credit ratings on the Tranche Amounts take into consideration
only the creditworthiness of the reference portfolio. The credit
ratings neither address counterparty risk nor the likelihood of any
event of default or termination event under the agreement
occurring. BMO bought protection under the Financial Guarantee for
certain issued notes in respect of such Protected Tranche (as
defined in the Financial Guarantee).
The payment of principal and interest (the Guarantee Fee Amount, as
defined in the Financial Guarantee) on the Notes is subject to
additional counterparty credit risk associated with the
Beneficiary's ability to pay such amounts. As a result, if
Morningstar DBRS were to rate such Notes, even if they are pari
passu with a related Tranche Amount, Morningstar DBRS' credit
ratings on the Notes may be different than the credit ratings
assigned to the related Tranche Amounts.
To assess portfolio credit quality, Morningstar DBRS may provide a
credit estimate, internal assessment, or ratings mapping of BMO's
internal ratings model. Credit estimates, internal assessments, and
ratings mappings are not ratings; rather, they represent an
abbreviated analysis, including model-driven or statistical
components of default probability for each obligor that is used in
assigning a rating to a facility sufficient to assess portfolio
credit quality.
CREDIT RATING RATIONALE/DESCRIPTION
In accordance with these updates, final credit ratings may be
assigned and monitored for transactions such as synthetic
structures, that incorporate unexecuted credit default swap ("CDS")
agreements, transaction documents or other similar agreements,
provided that there is at least one executed CDS contract or other
similar agreement that is effected under the same reference
portfolio and with broadly the same terms and conditions. This
criterion typically applies to unfunded CDS agreements or other
similar agreements, such as bank synthetic risk transfer (SRT)
transactions, where the bank is retaining a portion of the credit
risk and Morningstar DBRS is in a position to provide a final
opinion about the creditworthiness of the transaction.
Morningstar DBRS reviewed the transaction considering the above
updates and transaction's performance by applying the "Global
Methodology for Rating CLOs and Corporate CDOs" (the CLO
Methodology; November 10, 2025). Kawartha CAD Ltd., Boreal 2024-1
is a synthetic risk transfer transaction with The Bank of Montreal
as the Beneficiary. The Scheduled Termination Date is May 20, 2029.
The Replenishment Period End Date is November 20, 2026. The
reference portfolio consists of well-diversified CRE secured loans
across various obligors. Morningstar DBRS monitors transaction
performance metrics based on the periodicity of the transaction's
reporting. The transaction is performing according to the
parameters set in the Financial Guarantee. As of November 30, 2025,
there have not been any material changes to the transaction or its
performance since the last surveillance review conducted on July
10th, 2025. There have not been any amendments to the transaction
since the initial provisional credit rating assignment on April 10,
2024.
In addition, in its analysis Morningstar DBRS considered the
following aspects of the transaction:
(1) The Financial Guarantee.
(2) The integrity of the transaction structure.
(3) Morningstar DBRS' assessment of the portfolio quality.
(4) Adequate credit enhancement to withstand projected collateral
loss rates.
Notes: All figures are in U.S. dollars unless otherwise noted.
KENNEDY LEWIS 3: S&P Assigns 'BB- (sf)' Rating on Class E-R3 Notes
------------------------------------------------------------------
S&P Global Ratings assigned its ratings to the replacement class
B-R3, C-R3, D-R3, and E-R3 debt from Kennedy Lewis CLO 3
Ltd./Kennedy Lewis CLO 3 LLC (f/k/a Generate CLO 3 LLC), a CLO
managed by Kennedy Lewis Loan Management LLC, that was originally
issued in June 2016 and underwent a reset in December 2023. At the
same time, S&P withdrew its ratings on the class B-2R, C-2R, D-2R,
and E-2R debt following payment in full on the Dec. 29, 2025,
refinancing date (S&P did not rate the class A-2R debt).
The replacement debt was issued via a conformed indenture, which
outlines the terms of the replacement debt. According to the
conformed indenture:
-- The previous class A-2R debt was refinanced by the replacement
class A-1R3 and A-2R3 debt (class A-1R3 is senior to class A-2R3).
The non-call period was extended to July 20, 2027.
-- No additional assets were purchased on the Dec. 29, 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-1R3, $244.0 million: Three-month CME term SOFR + 1.19%
-- Class A-2R3, $12.0 million: Three-month CME term SOFR + 1.40%
-- Class B-R3 (deferrable), $48.0 million: Three-month CME term
SOFR + 1.60%
-- Class C-R3 (deferrable), $24.0 million: Three-month CME term
SOFR + 2.00%
-- Class D-R3 (deferrable), $24.0 million: Three-month CME term
SOFR + 4.50%
-- Class E-R3 (deferrable), $12.0 million: Three-month CME term
SOFR + 7.50%
Previous debt
-- Class A-2R, $256.0 million: Three-month CME term SOFR + 1.83%
-- Class B-2R (deferrable), $48.0 million: Three-month CME term
SOFR + 2.60%
-- Class C-2R (deferrable), $24.0 million: Three-month CME term
SOFR + 3.10%
-- Class D-2R (deferrable), $24.0 million: Three-month CME term
SOFR + 4.90%
-- Class E-2R (deferrable), $12.0 million: Three-month CME term
SOFR + 7.83%
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
Kennedy Lewis CLO 3 Ltd./Kennedy Lewis CLO 3 LLC
Class A-1R3, $244.0 million: NR
Class A-2R3, $12.0 million: NR
Class B-R3, $48.0 million: 'AA (sf)'
Class C-R3 (deferrable), $24.0 million: 'A (sf)'
Class D-R3 (deferrable), $24.0 million: 'BBB- (sf)'
Class E-R3 (deferrable), $12.0 million: 'BB- (sf)'
Ratings Withdrawn
Kennedy Lewis CLO 3 Ltd./Kennedy Lewis CLO 3 LLC
Class B-2R to NR from 'AA (sf)'
Class C-2R to NR from 'A (sf)'
Class D-2R to NR from 'BBB- (sf)'
Class E-2R to NR from 'BB- (sf)'
Other Debt
Kennedy Lewis CLO 3 Ltd./Kennedy Lewis CLO 3 LLC
Subordinated notes, $53.7 million: NR
NR--Not rated.
KKR CLO 24: Moody's Affirms Ba3 Rating on $23MM Class E Notes
-------------------------------------------------------------
Moody's Ratings has upgraded ratings on the following notes issued
by KKR CLO 24 Ltd.:
US$40M Class B-R Senior Secured Floating Rate Notes, Upgraded to
Aaa (sf); previously on Jul 20, 2021 Assigned Aa1 (sf)
US$19.6M Class C-R Senior Secured Deferrable Floating Rate Notes,
Upgraded to Aa1 (sf); previously on Jul 20, 2021 Assigned A1 (sf)
US$23.2M Class D-R Senior Secured Deferrable Floating Rate Notes,
Upgraded to A3 (sf); previously on Jul 20, 2021 Assigned Baa2 (sf)
Moody's have also affirmed the ratings on the following notes:
US$247M (Current outstanding balance US$129,504,267) Class A-1R
Senior Secured Floating Rate Notes, Affirmed Aaa (sf); previously
on Jul 20, 2021 Assigned Aaa (sf)
US$13.2M Class A-2R Senior Secured Floating Rate Notes, Affirmed
Aaa (sf); previously on Jul 20, 2021 Assigned Aaa (sf)
US$23M Class E Senior Secured Deferrable Floating Rate Notes,
Affirmed Ba3 (sf); previously on Oct 8, 2020 Confirmed at Ba3 (sf)
KKR CLO 24 Ltd., issued in March 2019 and refinanced in July 2021,
is a managed cashflow CLO. The notes are collateralized primarily
by a portfolio of broadly syndicated senior secured corporate
loans. The portfolio is managed by KKR Financial Advisors II, LLC.
The transaction's reinvestment period ended in April 2024.
RATINGS RATIONALE
The rating upgrades on the Class B-R, Class C-R and Class D-R notes
are primarily a result of the deleveraging of the senior notes
following amortisation of the underlying portfolio over the last 12
months. The Class A notes have paid down by approximately USD80.4
million (32.6% of original balance) over the last 12 months and
USD117.5 million (47.6%) since closing. As a result of the
deleveraging, over-collateralisation (OC) has increased for Class
A/B, Class C and Class D. According to the trustee report dated
November 2025[1] the Class A/B, Class C and Class D OC ratios are
reported at 143.81%, 129.88% and 116.52%, compared to November
2024[2] levels of 133.39%, 124.14% and 114.72%, respectively.
The deleveraging and OC improvements primarily resulted from high
prepayment rates of leveraged loans in the underlying portfolio.
Most of the prepaid proceeds have been applied to amortise the
liabilities. All else held equal, such deleveraging is generally a
positive credit driver for the CLO's rated liabilities.
The affirmations on the ratings on the Class A-1R, Class A-2R and
Class E 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.
Key model inputs:
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 its 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: USD269.8m
Defaulted Securities: USD2.3m
Diversity Score: 61
Weighted Average Rating Factor (WARF): 3092
Weighted Average Life (WAL): 3.92 years
Weighted Average Spread (WAS) (before accounting for reference rate
floors): 3.22%
Weighted Average Recovery Rate (WARR): 46.59%
Par haircut in OC tests and interest diversion test: 3.04%
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 its 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. Recoveries higher
than Moody's expectations would have a positive impact on the
notes' ratings.
-- Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation risk
on those assets. Moody's assumes that, at transaction maturity, the
liquidation value of such an asset will depend on the nature of the
asset as well as the extent to which the asset's maturity lags that
of the liabilities. Liquidation values higher than Moody's
expectations would have a positive impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
KKR CLO 38: Fitch Rates Class E-R Debt 'BBsf'
---------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to KKR CLO
38 Ltd. reset transaction.
RATING ACTIONS
Rating Prior
------ -----
KKR CLO 38 Ltd.
X-R LT NRsf New Rating
A-1-R LT NRsf New Rating
A-2-R LT AAAsf New Rating
B 48259BAJ1 LT PIFsf Paid In Full AAsf
B-R LT AA+sf New Rating
C 48259BAL6 LT PIFsf Paid In Full A+sf
C-R LT A+sf New Rating
D 48259BAN2 LT PIFsf Paid In Full BBBsf
D-1-R LT BBB+sf New Rating
D-2-R LT BBB+sf New Rating
D-3-R LT BBB-sf New Rating
E-R LT BBsf New Rating
F-1-R LT NRsf New Rating
F-2-R LT NRsf New Rating
Transaction Summary
KKR CLO 38 Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by KKR
Financial Advisors II, LLC. The original transaction closed in
April 2022, and this will be the first reset. On the 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 $350 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.
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 95.61% first
lien senior secured loans and has a weighted average recovery
assumption of 73.84%. 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 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 required by industry, obligor and
geographic concentrations is in line with that of other recent
CLOs.
Portfolio Management: The transaction has a 3.1-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 between 'BBB+sf' and 'AA+sf' for class A-2-R, between
'BB+sf' and 'A+sf' for class B-R, between 'B+sf' and 'BBB+sf' for
class C-R, between less than 'B-sf' and 'BBB+sf' for class D-1-R,
between less than 'B-sf' and 'BBB-sf' for class D-2-R, between less
than 'B-sf' and 'BB+sf' for class D-3-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-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, 'AA+sf' for class C-R, 'A+sf'
for class D-1-R, 'A+sf' for class D-2-R, 'Asf' for class D-3-R, and
'BBB+sf' for class E-R.
KKR CLO 59: Fitch Rates Class E Debt 'BB-sf'
--------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to KKR CLO
59 Ltd.
RATINGS ACTION
KKR CLO 59, Ltd.
A-1 LT AAAsf New Rating
A-2 LT AAAsf New Rating
B LT AAsf New Rating
C-1 LT A+sf New Rating
C-2 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
KKR CLO 59 Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by KKR
Financial Advisors II, 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 22.57 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 96.85% 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 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 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-1, between
'BBB+sf' and 'AA+sf' for class A-2, between 'BB+sf' and 'A+sf' for
class B, between 'B+sf' and 'A-sf' for class C-1, between 'B+sf'
and 'BBB+sf' for class C-2, 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-1 and 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-1, 'AAsf'
for class C-2, 'Asf' for class D-1, 'A-sf' for class D-2, and
'BBB+sf' for class E.
MADISON PARK XLVIII: Fitch Rates Class E-R Debt 'Bsf'
-----------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Madison
Park Funding XLVIII, Ltd:
Debt Rating
---- ------
A-R LT NRsf 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 BBsf New Rating
F-R LT NRsf New Rating
Subordinated LT NRsf New Rating
X-R LT NRsf New Rating
Transaction Summary
Madison Park Funding XLVIII, Ltd. (the issuer) is an arbitrage cash
flow collateralized loan obligation (CLO) that will be managed by
UBS Asset Management (Americas) LLC. Net proceeds from the issuance
of the secured and subordinated notes will provide financing on a
portfolio of approximately $448 million of primarily first lien
senior secured leveraged loans (excluding defaulted obligations).
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 97.15% first
lien senior secured loans and has a weighted average recovery
assumption of 74.78%. 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 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 between 'BB+sf' and 'A+sf' for class B-R, between 'B+sf'
and 'BBB+sf' for class C-R, between less than 'B-sf' and 'BB+sf'
for class D1-R, between less than 'B-sf' and 'BB+sf' for class
D2-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
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, 'Asf'
for class D1-R, 'A-sf' for class D2-R, and 'BBB+sf' for class E-R.
MAGNETITE LTD XXXV: Moody's Gives B3 Rating to $250,000 F-RR Notes
------------------------------------------------------------------
Moody's Ratings has assigned ratings to three classes of CLO
refinancing notes (the Refinancing Notes) issued by Magnetite XXXV,
Limited (the Issuer):
US$7,500,000 Class X-RR Amortizing Senior Secured Floating Rate
Notes due 2039, Assigned Aaa (sf)
US$320,000,000 Class A-1-RR Senior Secured Floating Rate Notes due
2039, Assigned Aaa (sf)
US$250,000 Class F-RR Deferrable Mezzanine Floating Rate Notes due
2039, Assigned B3 (sf)
The notes listed are referred to herein, collectively, as the
Refinancing Notes.
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.
The Issuer is a managed cash flow collateralized loan obligation
(CLO). The issued notes are collateralized primarily by a portfolio
of broadly syndicated senior secured corporate loans. At least
90.0% of the portfolio must consist of first lien senior secured
loans and up to 10.0% of the portfolio may consist of second lien
loans, unsecured loans and bonds.
BlackRock Financial Management, Inc. (the Manager) will continue to
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 extended 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 issuance of the Refinancing Notes and the other
classes of secured notes, a variety of other changes to transaction
features will occur in connection with the refinancing. These
include: extension of the reinvestment period; extensions of the
stated maturity and non-call period; changes to certain collateral
quality tests; changes to the overcollateralization test levels;
and changes to the base matrix and modifiers.
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.
The key model inputs Moody's used in Moody's analysis, such as par,
weighted average rating factor, diversity score and weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers. For modeling
purposes, Moody's used the following base-case assumptions:
Portfolio par: $500,000,000
Diversity Score: 75
Weighted Average Rating Factor (WARF): 2873
Weighted Average Spread (WAS): 2.85%
Weighted Average Recovery Rate (WARR): 46.00%
Weighted Average Life (WAL): 8.07 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 Refinancing Notes is subject to uncertainty.
The performance of the Refinancing 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 Refinancing Notes.
MIDOCEAN CREDIT: Fitch Rates Class E Notes 'BB-sf'
--------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to MidOcean
Credit CLO XX.
RATING ACTIONS
Rating Prior
------ -----
MidOcean Credit CLO XX
A-1 LT NRsf New Rating NR(EXP)sf
A-2 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C-1 LT A+sf New Rating A+(EXP)sf
C-2 LT Asf New Rating A(EXP)sf
D-1 LT BBB-sf New Rating BBB-(EXP)sf
D-2 LT BBB-sf New Rating BBB-(EXP)sf
E LT BB-sf New Rating BB-(EXP)sf
Subordinated LT NRsf New Rating NR(EXP)sf
Transaction Summary
MidOcean Credit CLO XX (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by
MidOcean Credit RR Manager 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 22.79 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 96.14%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 73.55% 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 5.5% 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
'BBB-sf' and 'A+sf' for Class B, between 'BB+sf' and 'Asf' for
Class C-1, between 'BB-sf' and 'BBB+sf' for Class C-2, 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, 'AA+sf' for Class C-1, 'AA-sf'
for Class C-2, 'A-sf' for Class D-1, and 'BBB+sf' for Class D-2 and
'BBB-sf' for Class E.
MORGAN STANLEY 2025-NQM10: DBRS Finalizes B Rating on B2 Certs
--------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the Mortgage
Pass-Through Certificates, Series 2025-NQM10 (the Certificates)
issued by Morgan Stanley Residential Mortgage Loan Trust 2025-NQM10
(the Issuer) as follows:
-- $93.0 million Class A-1FCF at AAA (sf)
-- $31.0 million Class A-1LCF at AAA (sf)
-- $175.5 million Class A-1 at AAA (sf)
-- $152.6 million Class A-1-A at AAA (sf)
-- $22.9 million Class A-1-B at AAA (sf)
-- $20.3 million Class A-2 at AA (sf)
-- $39.9 million Class A-3 at A (low) (sf)
-- $13.1 million Class M-1 at BBB (low) (sf)
-- $6.8 million Class B-1 at BB (sf)
-- $7.0 million Class B-2 at B (sf)
Class A-1 is an exchangeable certificate while Classes A-1-A and
A-1-B are exchange certificates. These classes can be exchanged in
combinations as specified in the offering documents.
The AAA (sf) credit ratings on the Certificates reflect 23.40% of
credit enhancement provided by the subordinated Certificates. The
AA (sf), A (low) (sf), BBB (low) (sf), BB (sf), and B (sf) credit
ratings reflect 18.20%, 8.00%, 4.65%, 2.90%, and 1.10% of credit
enhancement, respectively.
This transaction is a securitization of a portfolio of fixed- and
adjustable-rate prime and nonprime first-lien residential mortgages
funded by the issuance of the Certificates. The Certificates are
backed by 866 loans with a total principal balance of approximately
$391,010,677 as of the Cut-Off Date (December 1, 2025).
Subsequent to the issuance of the related Presale Report, one loan
was removed from the pool. The Notes are backed by 867 loans with a
total principal balance of $391,308,653 in the Presale Report.
Unless specified otherwise, all statistics regarding the mortgage
loans in this report are based off the Presale Report balance.
The pool is, on average, four months seasoned with loan ages
ranging from one to 38 months. Approximately 10.5% of the Mortgage
Loans were originated by Guaranteed Rate, Inc. and its affiliates.
The remainder of the Mortgage Loans were originated by various
mortgage lending institutions, individually comprised less than 10%
of the overall mortgage loans.
NewRez LLC, formerly known as New Penn Financial, LLC, doing
business as Shellpoint will service 79.4% of the loans, Select
Portfolio Servicing Inc. will service 12.8% of the loans and Selene
will service 7.8% of the loans respectively. Computershare Trust
Company, N.A. will act as Custodian. Nationstar Mortgage LLC will
act as Master Servicer. Citibank N.A. will act as Trustee and
Securities Administrator and Certificate Registrar.
As of the Cut-Off Date, 100.0% of the loans in the pool are
contractually current according to the Mortgage Bankers Association
(MBA) delinquency calculation method.
In accordance with the Consumer Financial Protection Bureau (CFPB)
Qualified Mortgage (QM) rules, 42.2% of the loans by balance are
designated as non-QM. Approximately 48.5% of the loans in the pool
were made to investors for business purposes and are exempt from
the CFPB Ability-to-Repay (ATR) and QM rules. Approximately 9.0% of
the pool are designated as QM Safe Harbor, and there are 0.3% QM
Rebuttable Presumption (by unpaid principal balance).
Servicers will fund advances of delinquent P&I until the loan is
either greater than 90 days delinquent (limited P&I
advancing/stop-advance loan under the Mortgage Bankers Association
(MBA) method) or the P&I advance is deemed unrecoverable. Each
servicer is obligated to make advances in respect of taxes and
insurance, the cost of preservation, restoration, and protection of
mortgaged properties and any enforcement or judicial proceedings,
including foreclosures and reasonable costs and expenses incurred
in the course of servicing and disposing of properties until
otherwise deemed unrecoverable.
The Sponsor, Morgan Stanley Mortgage Capital Holdings LLC, will
retain an eligible vertical interest in the transaction in the
required amount of no less than 5% in the form of either (i) 5% of
each of the Class A-IO-S, Class A-1FCF, Class A-1LCF, Class A-1-A,
Class A-1-B, Class A-2, Class A-3, Class M-1, Class B-1, Class B-2,
Class B-3 and Class XS Certificates directly or (ii) the Class R-PT
Certificates (in the case of an exchange) representing at least 5%
of the aggregate initial Class balance (and aggregate initial Class
Notional Amount in the case of the Class XS Certificates and Class
A-IO-S Certificates) to satisfy the credit risk-retention
requirements under Section 15G of the Securities Exchange Act of
1934 and the regulations promulgated thereunder.
The majority holder of the Class XS may, at its option, on or after
the earlier of (1) the payment date in December 2028 or (2) the
date on which the balance of mortgage loans and real estate owned
(REO) properties falls to or below 30% of the loan balance as of
the Cut-Off Date (Optional Termination Date), redeem the
Certificates at the optional termination price described in the
transaction documents.
The Controlling Holder will have the option, but not the
obligation, to purchase any mortgage loan that is 90 or more days
delinquent under the MBA method at the Repurchase Price, provided
that such repurchases in aggregate do not exceed 10% of the total
principal balance as of the Cut-Off Date.
The Issuer may require the Seller to repurchase loans that become
delinquent in the first three monthly payments following the date
of acquisition. Such loans will be repurchased at the related
repurchase price.
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). The Class A-1-A and
Class A-1-B, and separately the Class A-1FCF and Class A-1LCF, have
group specific allocations of principal, interest and loss
allocation rules within their respective groups. Principal proceeds
will be allocated to cover interest shortfalls on the seniormost
certificates before being applied sequentially to amortize the
balances of the more subordinated certificates. Excess spread can
be used to cover realized losses first before being allocated to
unpaid Cap Carryover Amounts due to the senior certificates. The
Class A-1 is an exchangeable certificate and can be exchanged with
the Class A-1-A and Class A-1-B as specified in the offering
documents. Also, the excess spread can be used to cover realized
losses first before being allocated to unpaid Cap Carryover Amounts
due to Class A Certificates, M-1 and B-1.
Of note, the Class A Certificates coupon rates step-up by 100 basis
points on and after the payment date in January 2030. Interest and
principal otherwise payable to the Class B-3 Certificates as
accrued and unpaid interest may be used to pay the Class A
Certificates Cap Carryover Amounts.
Natural Disasters/Wildfires
The mortgage pool contains loans secured by mortgage properties
that are within certain disaster areas (such as those affected by
the Greater Los Angeles wildfires). The Sponsor of the transaction
has informed Morningstar DBRS that the servicer has ordered (and
intends to order) property damage inspections for any property in a
known disaster zone prior to the transactions closing date. Loans
secured by properties known to be materially damaged will not be
included in the final transaction collateral pool.
The transaction documents also include representations and
warranties regarding the property conditions, which state that the
properties have not suffered damage that would have a material and
adverse impact on the values of the properties (including events
such as fire, windstorm, flood, earth movement, and hurricane).
Notes: All figures are in U.S. dollars unless otherwise noted.
MORGAN STANLEY 2025-NQM10: 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-NQM10'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
prime and nonprime borrowers with a weighted average seasoning of
four months. The mortgage loans have primarily 30-year maturity and
some with 40-year maturities. The loans are secured by
single-family residential properties, including townhouses,
planned-unit developments, condominiums, and two- to four-family
residential properties. The pool consists of 866 loans backed by
926 properties, which are QM safe harbor (APOR), QM/HPML,
non-QM/ATR-compliant, and ATR-exempt loans. Of the 866 loans, 14
loans are cross-collateralized loans backed by 74 properties.
S&P said, "After we assigned preliminary ratings on Dec. 10, 2025,
the issuer dropped one loan. In addition, the class B-1 certificate
rate was priced at a fixed rate coupon, and the credit support
increased for classes A-1-A, A-1-B, A-1, A-1FCF, A-1LCF, A-2, M-1,
and B-1. After analyzing the final pool, the 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
Morgan Stanley Residential Mortgage Loan Trust 2025-NQM10
Class A-1FCF, $93,000,000: AAA (sf)
Class A-1LCF, $31,000,000: AAA (sf)
Class A-1, $175,514,000: AAA (sf)
Class A-1-A, $152,609,000: AAA (sf)
Class A-1-B, $22,905,000: AAA (sf)
Class A-2, $20,332,000: AA- (sf)
Class A-3, $39,883,000: A- (sf)
Class M-1, $13,099,000: BBB- (sf)
Class B-1, $6,843,000: BB (sf)
Class B-2, $7,038,000: B (sf)
Class B-3, $4,301,677: NR
Class A-IO-S, notional(i): NR
Class XS, notional(i): NR
Class R-PT, $19,553,377: NR
Class R, $0.00: NR
(i)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 $391,010,677.
NR--Not rated.
MTN COMMERCIAL 2022-LPFL: DBRS Confirms BB(low) Rating on E Certs
-----------------------------------------------------------------
DBRS Limited confirmed its credit ratings on all classes of MTN
Commercial Mortgage Trust 2022-LPFL, Commercial Mortgage
Pass-Through Certificates, Series 2022-LPFL as follows:
-- Class A at AAA (sf)
-- Class B at AA (low) (sf)
-- Class C at A (low) (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (low) (sf)
All trends are Stable.
The credit rating confirmations reflect the stable performance of
the collateral portfolio, which has exhibited minimal changes in
performance and composition since issuance. The transaction is
secured by the borrower's fee-simple or leasehold interests in a
portfolio of 82 industrial properties (78 fee-simple properties,
two payment-in-lieu-of-taxes leasehold properties, and two ground
leasehold properties) totaling over 15 million square feet across
25 states. The portfolio was acquired through Industrial Logistics
Properties Trust's (ILPT's) $4.0 billion acquisition of Monmouth
Real Estate Investment Corporation (Monmouth). The loan is
sponsored by a joint venture between ILPT, the portfolio owner and
controller, while the remaining 39.0% is owned by an institutional
investor connected to Monmouth.
The $1.4 billion floating-rate mortgage loan is interest only
throughout its five-year fully extended loan term, which includes
an initial two-year term and three one-year extension options. The
loan has an upcoming maturity in March 2026 and, according to the
most recent servicer commentary, the borrower intends to exercise
its final extension option, pushing the fully extended maturity
date to March 2027. The extensions are subject to meeting
pre-determined requirements including no events of default and the
purchase of a replacement interest rate cap agreement with a rate
lesser of 3.4% or, when added to the spread yields, a minimum debt
service coverage ratio (DSCR) of 1.10 times (x).
The transaction documents allow for property releases at a release
price of 105.0% of the allocated loan amount (ALA) for the first
80.0% of the original principal balance of the mortgage loan and
110.0% thereafter. Proceeds from the first 20.0% of property
releases by ALA will be distributed across the capital stack on a
pro rata basis, with all subsequent proceeds applied sequentially.
Morningstar DBRS considers this structure to be credit negative,
particularly at the top of the capital stack; as such, a penalty
was applied in the Morningstar DBRS Loan-To-Value Ratio (LTV)
Sizing Benchmarks. To date, there have been no property releases.
The annualized net cash flow (NCF) for the trailing nine months
ended September 30, 2025, was $87.8 million, an increase from the
YE2024 NCF of $85.7 million and the Morningstar DBRS NCF of $79.5
million. The increase in cash flow is primarily driven by increases
in both base rent and expense reimbursements; however, the DSCR has
fallen since issuance as the in-place debt service costs on the
floating rate debt have risen. Morningstar DBRS notes that the
financial reporting does not account for the in-place interest rate
cap.
As of the September 2025 reporting, the portfolio was 98.8%
occupied, a slight increase from the issuance rate of 96.5%. The
portfolio's largest tenant is FedEx Corporation, which occupied
46.8% of the net rentable area (NRA) at issuance with a
weighted-average lease expiration date of April 2030. Leases
representing approximately 40.0% of the portfolio's NRA are
scheduled to roll throughout the fully extended loan term. However,
Morningstar DBRS expects demand for warehouse property types in
desirable locations, such as those in the subject's portfolio, to
remain stable through the extended loan term. The relative
distribution of the locations is granular, with the largest state
concentration in Texas, with 8.6% of the portfolio NRA.
In the analysis for this review, Morningstar DBRS maintained its
valuation approach from issuance, which considered an NCF of $79.5
million and a capitalization rate of 6.5%. The resulting
Morningstar DBRS value of $1.2 billion represents a 41.6% variance
from the issuance appraised value of $2.1 billion and reflects an
LTV of 114.5%. Morningstar DBRS also maintained positive
qualitative adjustments totaling 8.5% to its LTV Sizing Benchmarks
to reflect the high quality of the properties, geographic diversity
in key markets, and historically stable cash flow.
Notes: All figures are in U.S. dollars unless otherwise noted.
NEW RESIDENTIAL 2025-NQM7: Fitch Rates Class B2 Notes 'B-sf'
------------------------------------------------------------
Fitch Ratings has assigned final ratings to the mortgage-backed
notes issued by New Residential Mortgage Loan Trust 2025-NQM7
(NRMLT 2025-NQM7).
RATINGS ACTION
Rating Prior
------ -----
NRMLT 2025-NQM7
A1FCF LT AAAsf New Rating AAA(EXP)sf
A1LCF LT AAAsf New Rating AAA(EXP)sf
A1A LT AAAsf New Rating AAA(EXP)sf
A1B LT AAAsf New Rating AAA(EXP)sf
A1 LT AAAsf New Rating AAA(EXP)sf
A2 LT AAsf New Rating AA(EXP)sf
A3 LT Asf New Rating A(EXP)sf
M1 LT BBB-sf New Rating BBB-(EXP)sf
B1 LT BB-sf New Rating BB-(EXP)sf
B2 LT B-sf New Rating B-(EXP)sf
B3 LT NRsf New Rating NR(EXP)sf
XS LT NRsf New Rating NR(EXP)sf
AIOS LT NRsf New Rating NR(EXP)sf
R LT NRsf New Rating NR(EXP)sf
Transaction Summary
The transaction is expected to close on Dec. 18, 2025. The notes
are supported by 913 nonprime loans that were primarily originated
by NewRez LLC and Champions Funding, LLC, with a total balance of
approximately $489.97 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-NQM7 has a final probability of default
(PD) of 37.5% 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 16.2%.
Structural Analysis (Positive): The mortgage cash flow and loss
allocation in NRMLT 2025-NQM7 are based on a modified sequential
structure whereby the principal is distributed pro rata among the
senior certificates while subordinate bonds are shut out 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-1 classes, class A-2, and class A-3 certificates until
they are reduced to zero. The class A-1 classes will receive
principal payments among themselves either pro rata or sequentially
depending on which combination of class A-1 classes is
outstanding.
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 (please see the
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. In
addition, all legal requirements should be satisfied to fully
de-link the transaction from any other entities. Fitch expects
NRMLT 2025-NQM7 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-NQM76 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.
NORTHWOODS CAPITAL XV: Fitch Rates Class ER3 Debt 'BB-sf'
---------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to the
Northwoods Capital XV, Limited reset transaction.
RATING ACTIONS
Northwoods Capital XV, Limited
XR3 LT NRsf New Rating
A1R3 LT NRsf New Rating
A2R3 LT AAAsf New Rating
BR3 LT AAsf New Rating
CR3 LT Asf New Rating
D1R3 LT BBB+sf New Rating
D2R3 LT BBB-sf New Rating
D3R3 LT BBB-sf New Rating
ER3 LT BB-sf New Rating
Subordinated Notes LT NRsf New Rating
Transaction Summary
Northwoods Capital XV, Limited (the issuer) is an arbitrage cash
flow collateralized loan obligation (CLO) that will be managed by
TPG Angelo Gordon. Net proceeds from the issuance of the secured
and subordinated notes will provide financing on a portfolio of
approximately $447 million (excluding defaulted obligations) 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 23.13, 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 98.76% first
lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 74.26% 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 7.5% 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 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 A2R3, between
'BB+sf' and 'A+sf' for class BR3, between 'Bsf' and 'BBB+sf' for
class CR3, between less than 'B-sf' and 'BBB+sf' for class D1R3,
between less than 'B-sf' and 'BB+sf' for class D2R3, between less
than 'B-sf' and 'BB+sf' for class D3R3, and between less than
'B-sf' and 'B+sf' for class ER3.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A2R3 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 BR3, 'AAsf' for class CR3, 'A+sf'
for class D1R3, 'A+sf' for class D2R3, 'A-sf' for class D3R3, and
'BBB+sf' for class ER3.
OHA CREDIT 24: Fitch Rate Class E Notes 'BB-sf'
-----------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to OHA
Credit Funding 24, Ltd.
RATINGS ACTION
Rating Prior
------ -----
OHA Credit Funding 24, Ltd.
A1 LT AAAsf New Rating AAA(EXP)sf
A2 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C LT Asf New Rating A(EXP)sf
D1 LT BBB-sf New Rating BBB-(EXP)sf
D2 LT BBB-sf New Rating BBB-(EXP)sf
E LT BB-sf New Rating BB-(EXP)sf
Subordinated
Notes LT NRsf New Rating NR(EXP)sf
TRANSACTION SUMMARY
OHA Credit Funding 24, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by Oak
Hill Advisors, L.P. 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', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.7 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 75.49% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 46% 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 'A+sf' and 'AAAsf' for class A-1, between
'BBB+sf' and 'AA+(EXP)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 '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-1 and 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, 'BBB+sf' for class D-2, and 'BBB-sf' for class E.
PARK BLUE 2025-X: Moody's Assigns B3 Rating to $250,000 F Notes
---------------------------------------------------------------
Moody's Ratings has assigned ratings to two classes of notes issued
by Park Blue CLO 2025-X, Ltd. (the Issuer or Park Blue 2025-X):
US$272,000,000 Class A-1 Senior Secured Floating Rate Notes due
2039, Assigned Aaa (sf)
US$250,000 Class F Deferrable Mezzanine Floating Rate Notes due
2039, Assigned B3 (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 CLO's portfolio and structure.
Park Blue 2025-X is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated senior secured
corporate loans. At least 92.5% of the portfolio must consist of
first lien senior secured loans and up to 7.5% of the portfolio may
consist of first lien last out loans, second lien loans, unsecured
loans and bonds. The portfolio is approximately 95% ramped as of
the closing date.
Centerbridge Credit Funding 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 issued six 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: $425,000,000
Diversity Score: 75
Weighted Average Rating Factor (WARF): 3075
Weighted Average Spread (WAS): 3.00%
Weighted Average Recovery Rate (WARR): 45.50%
Weighted Average Life (WAL): 8.1 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.
PMT LOAN 2025-CNF2: Moody's Assigns B3 Rating to Cl. B-5 Certs
--------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to 55 classes of
residential mortgage-backed securities (RMBS) issued by PMT Loan
Trust 2025-CNF2, and sponsored by PennyMac Corp.
The securities are backed by a pool of owner occupied GSE-eligible
(100.0% by balance) residential mortgages aggregated by PennyMac
Corp., originated and serviced by PennyMac Corp.
The complete rating actions are as follows:
Issuer: PMT Loan Trust 2025-CNF2
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 Aaa (sf)
Cl. A-20, Definitive Rating Assigned Aaa (sf)
Cl. A-21, Definitive Rating Assigned Aaa (sf)
Cl. A-22, Definitive Rating Assigned Aaa (sf)
Cl. A-23, Definitive Rating Assigned Aaa (sf)
Cl. A-23X*, Definitive Rating Assigned Aaa (sf)
Cl. A-24, Definitive Rating Assigned Aaa (sf)
Cl. A-24X*, Definitive Rating Assigned Aaa (sf)
Cl. A-25, Definitive Rating Assigned Aaa (sf)
Cl. A-25X*, Definitive Rating Assigned Aaa (sf)
Cl. A-26, Definitive Rating Assigned Aaa (sf)
Cl. A-26X*, Definitive Rating Assigned Aaa (sf)
Cl. A-27, Definitive Rating Assigned Aaa (sf)
Cl. A-27X*, Definitive Rating Assigned Aaa (sf)
Cl. A-28, Definitive Rating Assigned Aaa (sf)
Cl. A-28X*, Definitive Rating Assigned Aaa (sf)
Cl. A-29, Definitive Rating Assigned Aaa (sf)
Cl. A-29X*, Definitive Rating Assigned Aaa (sf)
Cl. A-X1*, Definitive Rating Assigned Aaa (sf)
Cl. A-X2*, Definitive Rating Assigned Aaa (sf)
Cl. A-X4*, Definitive Rating Assigned Aaa (sf)
Cl. A-X5*, Definitive Rating Assigned Aaa (sf)
Cl. A-X6*, Definitive Rating Assigned Aaa (sf)
Cl. A-X8*, Definitive Rating Assigned Aaa (sf)
Cl. A-X10*, Definitive Rating Assigned Aaa (sf)
Cl. A-X12*, Definitive Rating Assigned Aaa (sf)
Cl. A-X14*, Definitive Rating Assigned Aaa (sf)
Cl. A-X16*, Definitive Rating Assigned Aaa (sf)
Cl. A-X18*, Definitive Rating Assigned Aaa (sf)
Cl. A-X19*, Definitive Rating Assigned Aaa (sf)
Cl. A-X20*, Definitive Rating Assigned Aaa (sf)
Cl. A-X22*, Definitive Rating Assigned Aaa (sf)
Cl. B-1, Definitive Rating Assigned Aa3 (sf)
Cl. B-2, Definitive Rating Assigned A3 (sf)
Cl. B-3, Definitive Rating Assigned Baa3 (sf)
Cl. B-4, Definitive Rating Assigned Ba3 (sf)
Cl. B-5, Definitive Rating Assigned B3 (sf)
*Reflects Interest-Only Classes
Moody's are withdrawing the provisional rating for the Class A-1A
Loans, assigned on December 16th, 2025, because the Class A-1A
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
0.40%, in a baseline scenario-median is 0.19% and reaches 5.61% 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.
PMT LOAN 2025-J5: DBRS Finalizes B(low) Rating on B5 Notes
----------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Mortgage-Backed Notes, Series 2025-J5 (the Notes) issued by PMT
Loan Trust 2025-J5 (PMTLT 2025-J5 or the Trust) as follows:
-- $274.5 million Class A-1 at AAA (sf)
-- $274.5 million Class A-2 at AAA (sf)
-- $164.7 million Class A-3 at AAA (sf)
-- $164.7 million Class A-4 at AAA (sf)
-- $205.9 million Class A-5 at AAA (sf)
-- $205.9 million Class A-6 at AAA (sf)
-- $68.6 million Class A-7 at AAA (sf)
-- $68.6 million Class A-8 at AAA (sf)
-- $219.6 million Class A-9 at AAA (sf)
-- $219.6 million Class A-10 at AAA (sf)
-- $41.2 million Class A-11 at AAA (sf)
-- $41.2 million Class A-12 at AAA (sf)
-- $13.7 million Class A-13 at AAA (sf)
-- $13.7 million Class A-14 at AAA (sf)
-- $54.9 million Class A-15 at AAA (sf)
-- $54.9 million Class A-16 at AAA (sf)
-- $109.8 million Class A-17 at AAA (sf)
-- $109.8 million Class A-18 at AAA (sf)
-- $26.6 million Class A-19 at AAA (sf)
-- $26.6 million Class A-20 at AAA (sf)
-- $301.1 million Class A-21 at AAA (sf)
-- $301.1 million Class A-22 at AAA (sf)
-- $82.3 million Class A-23 at AAA (sf)
-- $82.3 million Class A-23X at AAA (sf)
-- $102.9 million Class A-24 at AAA (sf)
-- $102.9 million Class A-24X at AAA (sf)
-- $137.2 million Class A-25 at AAA (sf)
-- $137.2 million Class A-25X at AAA (sf)
-- $68.6 million Class A-26 at AAA (sf)
-- $68.6 million Class A-26X at AAA (sf)
-- $45.7 million Class A-27 at AAA (sf)
-- $45.7 million Class A-27X at AAA (sf)
-- $96.1 million Class A-28 at AAA (sf)
-- $96.1 million Class A-28X at AAA (sf)
-- $123.5 million Class A-29 at AAA (sf)
-- $123.5 million Class A-29X at AAA (sf)
-- $301.1 million Class A-X1 at AAA (sf)
-- $274.5 million Class A-X2 at AAA (sf)
-- $164.7 million Class A-X4 at AAA (sf)
-- $274.5 million Class A-X5 at AAA (sf)
-- $205.9 million Class A-X6 at AAA (sf)
-- $68.6 million Class A-X8 at AAA (sf)
-- $219.6 million Class A-X10 at AAA (sf)
-- $41.2 million Class A-X12 at AAA (sf)
-- $13.7 million Class A-X14 at AAA (sf)
-- $54.9 million Class A-X16 at AAA (sf)
-- $109.8 million Class A-X18 at AAA (sf)
-- $26.6 million Class A-X19 at AAA (sf)
-- $26.6 million Class A-X20 at AAA (sf)
-- $301.1 million Class A-X22 at AAA (sf)
-- $11.6 million Class B-1 at AA (sf)
-- $5.3 million Class B-2 at A (low) (sf)
-- $1.8 million Class B-3 at BBB (sf)
-- $1.5 million Class B-4 at BB (low) (sf)
-- $485.0 thousand Class B-5 at B (low) (sf)
Morningstar DBRS discontinued and withdrew its credit rating on
Class A-1A Loans initially contemplated in the offering documents,
as it was not issued at closing.
Classes A-X1, A-X2, A-X4, A-X5, A-X6, A-X8, A-X10, A-X12, A-X14,
A-X16, A-X18, A-X19, A-X20, A-X22, A-23X, A-24X, A-25X, A-26X,
A-27X, A-28X and A-29X are interest-only (IO) notes. The class
balances represent notional amounts.
Classes A-1, A-2, A-3, A-5, A-6, A-7, A-8, A-9, A-10, A-11, A-13,
A-15, A-17, A-18, A-19, A-21, A-22, A-23, A-24, A-25, A-26, A-27,
A-28, A-29, A-X2, A-X6, A-X8, A-X10, A-X18, A-X22, A-23X, A-24X,
A-25X, A-26X, A-27X, A-28X, and A-29X Loans 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-23, A-24, A-25, A-26,
A-27, A-28,and A-29 Loans are super-senior tranches. These classes
benefit from additional protection from the senior support notes
(Classes A-19, and A-20) with respect to loss allocation.
The AAA (sf) credit ratings on the Notes reflect 6.75% of credit
enhancement provided by subordinated Notes. The AA (sf), A (low)
(sf), BBB (sf), BB (low) (sf), and B (low) (sf) credit ratings
reflect 3.15%, 1.50%, 0.95%, 0.50%, and 0.35% of credit
enhancement, respectively.
Other than the specified classes above, Morningstar DBRS does not
rate any other classes in this transaction.
The pool consists of fully amortizing fixed-rate mortgages (FRMs)
with original terms to maturity of 30 years and a weighted-average
(WA) loan age of two months. The weighted-average (WA) original
combined loan-to-value (CLTV) for the portfolio is 71.4%. In
addition, all the loans in the pool were originated in accordance
with the general Qualified Mortgage (QM) rule subject to the
average prime offer rate designation.
All of the mortgage loans were originated by and will be serviced
by PennyMac Corp. (PennyMac). Citibank, N.A. (Citibank) will act as
the Paying Agent, Note Registrar, Certificate Registrar, Securities
Intermediary, and Fiscal Agent. Deutsche Bank National Trust
Company will act as the Custodian, and Wilmington Savings Fund
Society, FSB will serve as Owner Trustee and Collateral Trustee.
The Servicer 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 to be unrecoverable by
the Servicer or Fiscal Agent (Stop-Advance Loan). The Servicer will
also fund advances in respect of taxes, insurance premiums, and
reasonable costs incurred in the course of servicing and disposing
properties. Citibank, N.A. (Citibank, N.A.; rated AA (low) with a
Stable trend), as the Fiscal Agent will be obligated to fund any
P&I advances that the Servicer is required to make if the Servicer
fails in its obligation to do so.
The transaction employs a senior-subordinate, shifting-interest
cash flow structure that is enhanced from a pre-global financial
crisis (GFC) structure.
Notes: All figures are in U.S. dollars unless otherwise noted.
PMT LOAN 2025-J5: Moody's Assigns B3 Rating to Cl. B-5 Certs
------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to 55 classes of
residential mortgage-backed securities (RMBS) issued by PMT Loan
Trust 2025-J5, and sponsored by PennyMac Corp.
The securities are backed by a pool of prime jumbo (69.2% by
balance) and GSE-eligible (30.8% by balance) residential mortgages
aggregated by PennyMac Corp., originated and serviced by PennyMac
Corp.
The complete rating actions are as follows:
Issuer: PMT Loan Trust 2025-J5
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 Aaa (sf)
Cl. A-20, Definitive Rating Assigned Aaa (sf)
Cl. A-21, Definitive Rating Assigned Aaa (sf)
Cl. A-22, Definitive Rating Assigned Aaa (sf)
Cl. A-23, Definitive Rating Assigned Aaa (sf)
Cl. A-23X*, Definitive Rating Assigned Aaa (sf)
Cl. A-24, Definitive Rating Assigned Aaa (sf)
Cl. A-24X*, Definitive Rating Assigned Aaa (sf)
Cl. A-25, Definitive Rating Assigned Aaa (sf)
Cl. A-25X*, Definitive Rating Assigned Aaa (sf)
Cl. A-26, Definitive Rating Assigned Aaa (sf)
Cl. A-26X*, Definitive Rating Assigned Aaa (sf)
Cl. A-27, Definitive Rating Assigned Aaa (sf)
Cl. A-27X*, Definitive Rating Assigned Aaa (sf)
Cl. A-28, Definitive Rating Assigned Aaa (sf)
Cl. A-28X*, Definitive Rating Assigned Aaa (sf)
Cl. A-29, Definitive Rating Assigned Aaa (sf)
Cl. A-29X*, Definitive Rating Assigned Aaa (sf)
Cl. A-X1*, Definitive Rating Assigned Aaa (sf)
Cl. A-X2*, Definitive Rating Assigned Aaa (sf)
Cl. A-X4*, Definitive Rating Assigned Aaa (sf)
Cl. A-X5*, Definitive Rating Assigned Aaa (sf)
Cl. A-X6*, Definitive Rating Assigned Aaa (sf)
Cl. A-X8*, Definitive Rating Assigned Aaa (sf)
Cl. A-X10*, Definitive Rating Assigned Aaa (sf)
Cl. A-X12*, Definitive Rating Assigned Aaa (sf)
Cl. A-X14*, Definitive Rating Assigned Aaa (sf)
Cl. A-X16*, Definitive Rating Assigned Aaa (sf)
Cl. A-X18*, Definitive Rating Assigned Aaa (sf)
Cl. A-X19*, Definitive Rating Assigned Aaa (sf)
Cl. A-X20*, Definitive Rating Assigned Aaa (sf)
Cl. A-X22*, Definitive Rating Assigned Aaa (sf)
Cl. B-1, Definitive Rating Assigned Aa3 (sf)
Cl. B-2, Definitive Rating Assigned A3 (sf)
Cl. B-3, Definitive Rating Assigned Baa3 (sf)
Cl. B-4, Definitive Rating Assigned Ba3 (sf)
Cl. B-5, Definitive Rating Assigned B3 (sf)
*Reflects Interest-Only Classes
Moody's are withdrawing the provisional rating for the Class A-1A
Loans, assigned on December 11, 2025, because the Class A-1A 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
0.33%, in a baseline scenario-median is 0.15% and reaches 4.49% 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.
PRMI SECURITIZATION 2025-CMG1: DBRS Finalizes B Rating on B2 Notes
------------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Mortgage-Backed Notes, Series 2025-CMG1 (the Notes) issued by PRMI
Securitization Trust 2025-CMG1 (PRMI 2025-CMG1 or the Trust) as
follows:
-- $293.4 million Class A-1 at AAA (sf)
-- $34.2 million Class A-1S at AAA (sf)
-- $8.1 million Class A-2 at AA (sf)
-- $8.0 million Class A-3 at A (sf)
-- $8.3 million Class M-1 at BBB (sf)
-- $5.4 million Class B-1 at BB (sf)
-- $2.9 million Class B-2 at B (sf)
The AAA (sf) rating on the Class A-1 Notes reflects 9.55% of credit
enhancement provided by subordinated certificates. The AA (sf), A
(sf), BBB (sf), BB (sf), and B (sf) ratings reflect 7.30%, 5.10%,
2.80%, 1.30%, and 0.50% of credit enhancement, respectively.
Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.
The Trust is a securitization of a portfolio of newly originated
and seasoned, performing, adjustable-rate, interest-only (IO),
open-ended, revolving first-lien line of credit (LOC) loans funded
by the issuance of mortgage-backed notes (the Notes). The Notes are
backed by 676 LOC loans with a total unpaid principal balance (UPB)
of $362,172,618 and a total current credit limit of $453,822,198 as
of the Cut-Off Date (November 30, 2025).
On a weighted average basis, the Morningstar DBRS-calculated loan
seasoning is ten months, though seasoning ranges from one to 69
months. Approximately 97.4% of the LOC loans have been performing
since origination. All of the loans in the pool are first-lien LOCs
evidenced by promissory notes secured by mortgages or deeds of
trust or other instruments creating first liens on one- to
four-family residential properties, planned unit development
(PUDs), townhouses and condominiums.
CMG Mortgage, Inc. (CMG) or CMG-qualified correspondents are the
Originators of all LOC loans in the pool. CMG is a wholly owned
subsidiary of CMG Financial Services, Inc., a privately held
company that was founded in 1993 as CMG Mortgage, Inc. The company
originates conventional, government, and jumbo mortgages. CMG also
originates first-lien LOC loans to prime borrowers under the
All-In-One loan program, which offers borrowers convenient cash
management features and an opportunity to reduce the interest
charges and accelerate principal repayment.
The transaction's Sponsor is PRMI Capital Markets LLC, an affiliate
of the PR Mortgage Investment, LP (PRMI or the Fund). PRMI, a
leveraged debt fund that specializes in real estate related assets,
commenced operations in 2019. The transaction is the fifth
securitization of first-lien HELOC loans by the Sponsor. The Fund's
general partner is PRMIGP, LLC, and the investment manager is PR
Mortgage Investment Management, LLC. B3 LLC, composed of three
senior investment executives, holds a majority interest in the
Fund's general partner and investment manager, and Merchants
Bancorp, the holding company of Merchants Bank of Indiana (MBIN),
holds a minority interest in the general partner and investment
manager, and is also a limited partner in the Fund. MBIN is a
publicly traded bank with approximately $19.4 billion in assets.
In this transaction, all loans originated under the All-In-One
program are open-LOCs, with a draw period of 25 or 30 years during
which borrowers may make draws up to a credit limit, though such
right to make draws may be temporarily frozen in certain
circumstances. A 25 or 30-year draw period offers borrower
flexibility to draw funds over the life of the loan. However, the
total credit line amount (or credit limit) begins to decline (in
period 121) after remaining constant for the first 10 years.
Thereafter, the credit limit declines every payment period by a
monthly amortization amount required to pay off the loan at
maturity or 1/240th of the maximum capacity of the credit line
(limit reduction amount). As such, even if a borrower redraws the
amount to a limit at some point in the future, the limit is lowered
to match the amount that could be repaid at maturity using the
required monthly payments.
All of the LOC loans in this transaction have 10-year IO terms (IO
payment period), so borrowers are required to make IO payments
within the IO payment period and both interest and principal
payments during and repayment period. No loans require a balloon
payment.
Although LOC loans include a 10-year IO term, the borrowers are
qualified for income using, among other measures, a debt-to-income
ratio (DTI) calculated with a fully indexed interest rate and
assuming principal amortization over 360 periods (as if the
borrower is required to make principal payments during the IO
payment period).
Relative to other types of HELOCs backing Morningstar DBRS-rated
deals, the loans in the pool generally have high borrower credit
scores, are all in a first-lien position, and do not include
balloon payments. The relatively long IO period and income
qualification based on the fully amortized payment amount help
ensure the borrower has enough cushion to absorb increased payments
after the IO term expires. Also, the lack of balloon payment allows
borrowers to avoid the payment shock that typically occurs when a
balloon payment is required.
The transaction, based on a static pool, employs a sequential-pay
cash flow structure subject to a performance trigger (Credit Event)
related to cumulative losses or delinquencies exceeding a specified
threshold. Principal proceeds can be used to cover interest
shortfalls on the most senior notes outstanding (IPIP) after the
Class A-1 and A-1S Notes are paid (IIPP). Also, the excess spread
can be used to cover realized losses first before being allocated
to unpaid Cap Carryover Amounts due to Class A-1 down to Class B-3
Notes.
The Trust Certificates have a pro rata principal distribution with
the Class A-1 Notes while the Credit Event is not in effect. When
the trigger is in effect, the Trust Certificates' principal
distribution will be subordinated to both the senior and
subordinate notes in the payment waterfall. While a Credit Event is
in effect, realized losses will be allocated reverse sequentially
starting with the Trust Certificates, followed by the Class B-3
Notes, and then continuing up to Class A-1 Notes based on their
respective payment priority. While a Credit Event is not in effect,
the losses will be allocated pro rata between the Trust
Certificates and all outstanding notes based on their respective
priority of payments. The outstanding notes will allocate realized
losses reverse sequentially, beginning with Class B-3 up to Class
A-1.
For this transaction, other than the Servicer's obligation to fund
any monthly Net Draws, described above, neither the Servicer nor
any other transaction party will fund any monthly advances of
principal and interest (P&I) on any LOC loan. However, the Servicer
is 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) to the extent such
advances are deemed recoverable or as directed by the Controlling
Holder (the holder or holders of more than a 50% interest of the
Class XS Notes; initially, the Depositor's affiliate).
All of the loans in the pool are exempt from the Consumer Financial
Protection Bureau Ability-to-Repay (ATR)/Qualified Mortgage (QM)
rules because the LOC loans are not subject to the ATR/QM rules.
On any payment date on or after the later of (1) the two-year
anniversary of the Closing Date, and (2) the earlier of (a) the
three-year anniversary of the Closing Date, and (b) the date on
which the aggregate loans' principal balance is less than or equal
to 30% of the Cut-Off Date balance, the Issuer may, at the
direction of the holder of the Trust Certificates, purchase all of
the outstanding Notes and the Trust Certificates at the purchase
price in the transaction documents (Optional Redemption). An
Optional Redemption will be followed by a qualified liquidation,
The Sponsor, at its option, may purchase any mortgage loan that is
90 days or more delinquent under the Mortgage Bankers Association
(MBA) method at the repurchase price (Optional Purchase) described
in the transaction documents. The total balance of such loans
purchased by the Depositor will not exceed 10% of the Cut-Off
balance.
Notes: All figures are in U.S. dollars unless otherwise noted.
PRMI SECURITIZATION 2025-CMG1: Fitch Gives B+sf Rating on B2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned final ratings to PRMI Securitization
Trust 2025-CMG1 (PRMI 2025-CMG1).
RATINGS ACTION
Rating Prior
------ -----
PRMI 2025-CMG1
A1 LT AAAsf New Rating AAA(EXP)sf
A1S LT AAAsf New Rating AAA(EXP)sf
A2 LT AA+sf New Rating AA+(EXP)sf
A3 LT A+sf New Rating A+(EXP)sf
M1 LT BBB+sf New Rating BBB+(EXP)sf
B1 LT BB+sf New Rating BB+(EXP)sf
B2 LT B+sf New Rating B+(EXP)sf
B3 LT NRsf New Rating NR(EXP)sf
CERT LT NRsf New Rating NR(EXP)sf
XS LT NRsf New Rating NR(EXP)sf
AIOS LT NRsf New Rating NR(EXP)sf
R LT NRsf New Rating NR(EXP)sf
TRANSACTION SUMMARY
Fitch has rated the residential mortgage-backed notes, which are
backed by a pool of non-seasoned and seasoned, first lien, open
home equity lines of credit (HELOC) on residential properties, to
be issued by PRMI Securitization Trust 2025-CMG1 (PRMI 2025-CMG1),
as indicated above. This is the fifth transaction rated by Fitch
that includes HELOCs with open draws on the PRMI shelf.
The collateral pool consists of 676 non-seasoned and seasoned,
performing, prime-quality loans with a current outstanding balance
as of the cutoff date of $362,17 million. As of the cutoff date,
100% of the HELOC lines are open; the aggregate available credit
line amount is expected to be $453.82 million, per the transaction
documents.
The loans were originated by CMG Mortgage, Inc or a CMG qualified
correspondent. and are serviced by Northpointe Bank.
Both the interest and principal waterfalls have a sequential
structure, and losses are allocated reverse sequentially.
Draws will be funded first by the servicer, which will be
reimbursed from principal collections. If funds from principal
collections are insufficient, the servicer will be reimbursed from
the VFA. The VFA will be funded up front by the holder of the trust
certificate, and the holder of the trust certificate will be
obligated, in certain circumstances (only if draws exceed funds in
the VFA), to remit funds on behalf of the holder of the class R
note to the VFA to reimburse the servicer for certain draws on the
mortgage loans. Any amounts so remitted by the holder of the trust
certificates will be added to the principal balance of the trust
certificates.
The servicer, Northpointe Bank, will not advance delinquent monthly
payments of principal and interest (P&I).
Although the notes have a note rate based on the SOFR index, the
collateral is made up of 100% adjustable-rate loans, with 62.4%
based on 30-day compound SOFR, 0.24% based on 1 Month CME Term SOFR
and 37.4% based on one-year Treasury CMT, per the transaction
documents. As a result, there is no Libor exposure in the
transaction.
KEY RATING DRIVERS
Credit Risk of Prime Credit Quality First Lien HELOC (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
credit risk and expected losses.
The pool comprises high-quality prime loans with a weighted average
(WA) FICO score of 773, a WA combined loan-to-value ratio (cLTV) of
74.3% and a WA debt-to-income ratio (DTI) of 35.23%. The WA liquid
reserves are $393,992. These strong collateral attributes are
reflected in Fitch's loss analysis.
PRMI 2025-CMG1 has a final probability of default (PD) of 13.29% in
the 'AAA' rating stress. Fitch's final loss severity (LS) in the
'AAAsf' rating stress is 30.85%. The expected loss in the 'AAAsf'
rating stress is 4.10%.
Structural Analysis; Sequential Structure with No DQ P&I Advancing
(Positive): The proposed structure is a sequential structure that
prioritizes the payment of the more senior classes, first, in both
the interest and principal waterfall. In the principal waterfall,
unpaid interest on the A-1 and A-1S classes are paid first, which
supports the timely interest for these classes. In the principal
waterfall, after A-1 and A-1S are paid any unpaid interest amounts
first prior to principal being allocated.
Once full interest is paid to A-1 and A-1S, principal is allocated
pro rata to the trust certificate and the A-1 class (at all times,
A-1 is expected to receive principal payments until it is paid in
full). Once A-1 and A-1S are paid all interest due, and principal
is paid to A-1, the principal is allocated to the remaining classes
sequentially, starting with the A-1S class.
If a credit event is in effect, the transaction will still have a
sequential structure for the principal waterfall. However, all
funds will go to the A, M and B classes to pay unpaid interest and
then principal, with the trust certificate paid after the B-3 class
is paid in full.
Losses are allocated reverse sequentially as follows: Realized
losses for the mortgage loans will be applied using applied
realized loss amounts as follows: (a) on any payment date on which
a credit event is not in effect, by reducing the residual principal
balance of the trust certificates up to the trust certificates
writedown amount for such payment date, until the residual
principal balance of the trust certificates has been reduced to
zero, and then to reduce the note amounts of the offered notes
(other than the class AIOS notes) in reverse sequential order of
principal payments beginning with the class B-3 notes, in each case
until the note amount for the class is zero; (b) on any payment
date on which a credit event is in effect, by reducing the note
amount of the notes and the residual principal balance of the trust
certificates in reverse sequential order of principal payments,
beginning with the trust certificates and then to the class B-3
notes, and so on, in each case, until the residual principal
balance or note amount is reduced to zero.
Excess cash flow in the transaction is not used to pay down the
bonds but is used to repay previously allocated realized losses and
cap carryover amounts.
The servicer will not be advancing delinquent monthly payments of
P&I. As P&I advances made on behalf of loans that become delinquent
and eventually liquidate reduce liquidation proceeds to the trust,
the asset-level loss severities (LS) are less for this transaction
than for those where the servicer is obligated to advance P&I.
To provide liquidity and ensure interest will be paid to the
'AAAsf' rated notes in a timely manner, principal will need to be
used to pay for interest accrued on delinquent loans. This will
result in stress on the structure and the need for higher credit
enhancement (CE) than it would for a pool with limited advancing.
These structural provisions and cash flow priorities, together with
increased subordination, provide for timely payments of interest to
the 'AAAsf' rated class.
Fitch analyzes the capital structure to determine the adequacy of
the transaction's CE to support payments on the securities under
multiple scenarios incorporating loss projections derived from
Fitch's 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.
Due diligence is the only consideration that has a direct impact on
Fitch's loss expectations.
Third-party due diligence was performed on 51.2% of the loans in
the transaction by loan count. Fitch applies a 5-bp z-score
reduction for loans fully reviewed by the third-party review (TPR)
firm that has a final grade of either 'A' or 'B'. In total 47.4% of
the loans in the pool received a z-score reduction.
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 impact 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 this
transaction to be a fully de-linked and bankruptcy remote SPV. All
transaction parties and triggers align with Fitch 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 PRMI 2025-CMG1 and therefore Fitch is comfortable rating to the
highest possible rating of 'AAAsf' without any rating caps.
PRMI 2025-CMG1 has a lot of excess spread, which helps provide
credit protection to the rated classes, in addition to
subordination provided by the sequential structure. As such, the
model implied ratings under Fitch's rating stress scenarios were
higher than the ratings the committee assigned for the A-3 thru B-2
classes based on the post pricing structure. The committee assigned
ratings different from the model implied rating for each class to
differentiate each class based upon payment priority, credit
support, loss timing, and seniority in the transaction structure.
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 analyses were 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
the 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 'AAAsf'. 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
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analyses were 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 of 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.
PRPM 2025-NQM6: DBRS Finalizes B(high) Rating on 2 Cert. Classes
----------------------------------------------------------------
DBRS, Inc. finalized its provisional credit ratings on the
Mortgage-Backed Pass-Through Certificates, Series 2025-NQM6 (the
Certificates) issued by PRPM 2025-NQM6 Trust as follows:
-- $159.7 million Class A1 at AAA (sf)
-- $137.7 million Class A1A at AAA (sf)
-- $21.9 million Class A1B at AAA (sf)
-- $6.5 million Class A1FCF at AAA (sf)
-- $6.5 million Class A1FCX at AAA (sf)
-- $1.5 million Class A1LCF at AAA (sf)
-- $12.3 million Class A2 at AA (high)(sf)
-- $19.7 million Class A3 at A (high)(sf)
-- $12.9 million Class M1 at BBB (sf)
-- $6.2 million Class B1 at BB (high)(sf)
-- $3.8 million Class B2 at B (high)(sf)
-- $7.7 million Class B3 at B (high)(sf)
Morningstar DBRS discontinued and withdrew its provisional credit
ratings on the Class A-1F Certificate and Class A-1IO Certificate
as they were not issued at closing.
The AAA (sf) credit rating on the Class A-1 Certificates reflects
27.20% 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 21.85%,
13.30%, 7.70%, 5.00%, and 3.35% 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 532 mortgage loans with a total
principal balance of $230,330,054 as of the Cut-Off Date (October
31, 2025).
PRPM 2025-NQM6 represents the 14th securitization issued from the
PRPM NQM shelf, which is backed by both non-Qualified Mortgages
(non-QMs) and business-purpose investment property loans
underwritten using debt service coverage ratios (DSCRs). PRP VI AIV
Holdings, LLC, a fund owned by the aggregator, Balbec Capital LP,
and PRP Advisors, LLC (PRP), serves as the Sponsor of this
transaction.
OCMBC also known as LoanStream (33.9%) and Champions Funding, LLC
(14.4%) are the largest originators of the mortgage loans. Fay
Servicing, LLC (57.1%), NewRez LLC doing business as Shellpoint
Mortgage Servicing (41.4%), and SN Servicing Corporation (SNSC;
1.5%) are the Servicers of the loans in this transaction. SNSC will
also be the Special Servicer for the 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 30.4% 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 5.0% of the pool are Community
Development Financial Institutions no ratio loans and 6.6% of the
pool are investment property loans underwritten using
debt-to-income ratios. Because these loans were made to borrowers
for business purposes, they are exempt from the Consumer Financial
Protection Bureau's (CFPB) Ability-to-Repay (ATR) rules and Truth
in Lending Act/Real Estate Settlement Procedures Act Integrated
Disclosure rule.
For 46.6% of the pool, the mortgage loans were originated to
satisfy the CFPB's ATR rules but were made to borrowers who
generally do not qualify for agency, government, or private-label
non-agency prime jumbo products for various reasons. Approximately
42.2% 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 (10.5%)
and QM Rebuttable Presumption (0.7%) 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 December
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 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). Principal proceeds
may be used to cover any interest shortfalls on the senior-most
certificates before being applied sequentially to amortize the
balances of the more subordinated certificates. Also, excess spread
can be used to cover realized losses first before being allocated
to unpaid Cap Carryover Amounts due to Class A-1FCF, Class A-1LCF,
Class A-1A, Class A-1B, Class A-1F, Class A-2, Class A-3, and Class
M-1 (and Class B-1 if issued with a fixed rate).
For this transaction, the Class A-1FCF, Class A-1LCF, Class A-1A,
Class A-1B, Class A-2, and Class A-3 Certificates are fixed rates
that step up by 100 basis points on and after the payment date in
January 2030. On or after January 2030, interest and principal
otherwise payable to the Class B-3 Certificates may also be used to
pay the Class A-1FCF, Class A-1FCX, Class A-1LCF, Class A-1A, Class
A-1B, Class A-1F, Class A-1IO, Class A-2, and Class 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-NQM6: Fitch Rates Class B2 Certificates 'Bsf'
-------------------------------------------------------
Fitch Ratings has assigned final ratings to the residential
mortgage-backed certificates to be issued by PRPM 2025-NQM6 Trust
(PRPM 2025-NQM6).
RATINGS ACTION
Rating Prior
------ -----
PRPM 2025-NQM6
A1FCF LT AAAsf New Rating AAA(EXP)sf
A1FCX LT AAAsf New Rating AAA(EXP)sf
A1LCF LT AAAsf New Rating AAA(EXP)sf
A1A LT AAAsf New Rating AAA(EXP)sf
A1B LT AAAsf New Rating AAA(EXP)sf
A1 LT AAAsf New Rating AAA(EXP)sf
A1F LT WDsf Withdrawn AAA(EXP)sf
A1IO LT WDsf Withdrawn AAA(EXP)sf
A2 LT AAsf New Rating AA(EXP)sf
A3 LT Asf New Rating A(EXP)sf
M1 LT BBB-sf New Rating BBB-(EXP)sf
B1 LT BB-sf New Rating BB-(EXP)sf
B2 LT Bsf New Rating B(EXP)sf
B3 LT NRsf New Rating NR(EXP)sf
AIOS LT NRsf New Rating NR(EXP)sf
XS LT NRsf New Rating NR(EXP)sf
P LT NRsf New Rating NR(EXP)sf
R LT NRsf New Rating NR(EXP)sf
TRANSACTION SUMMARY
The PRPM 2025-NQM6 mortgage-backed certificates are supported by
532 loans with a $230.3 million balance as of the cutoff date. This
will be the 11th PRPM nonqualified mortgage (NQM, or non-QM)
transaction rated by Fitch.
LoanStream Mortgage originated 33.9% of the loans in the
transaction, Champions Funding, LLC originated 14.4%, and the
remaining 51.8% were originated by various third-party originators.
LoanStream and Champions are both assessed as 'Acceptable'
originators by Fitch.
Fay Servicing, LLC will service 57.1% of the loans in the pool,
Shellpoint Mortgage Servicing LLC (Shellpoint) will service 41.4%,
and SN Servicing will service the remaining 1.5%. Fitch rates Fay
Servicing 'RSS2'/Negative, Shellpoint 'RPS2-'/Stable, and SN
'RPS3'/Stable.
Since the publication of the presale and expected ratings, Fitch
received an updated pricing structure. The issuer withdrew the A-1F
and A-1IO certificates, re-allocated balances to the other senior
certificates and updated coupons. Fitch withdrew the expected
ratings for the A-1F and A-1IO certificates which were each rated
'AAAsf (EXP)'/Stable. Fitch re-ran its cash flow analysis with the
updated structure and confirmed there were no changes to the
expected ratings of the outstanding classes.
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. PRPM 2025-NQM6 has a final probability of default (PD) of
49.86% in the 'AAAsf' rating stress. Fitch's final loss severity in
the 'AAAsf' rating stress is 44.55%. The expected loss in the
'AAAsf' rating stress is 22.21% (see Highlights and Asset Analysis
sections for more details).
Structural Analysis: The mortgage cash flow and loss allocation in
PRPM 2025-NQM6 are based on a modified sequential-payment
structure, whereby principal is distributed pro rata among the
senior certificates (A-1FCF/A-1LCF (sequentially), A-1A, A-1B,A-2,
and A-3 classes) while excluding subordinate bonds from principal
until all senior classes are reduced to zero. To the extent either
a cumulative loss trigger event or a delinquency trigger event
occurs in a given period, principal will be distributed
sequentially, to A-1 classes, then sequentially, to A-2 and A-3
certificates until they are reduced to zero.
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. The CE for all ratings was sufficient for the given rating
levels. The CE in the form of subordination and excess spread for a
given rating exceeded the expected losses of that rating stress.
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% of the loans in the transaction. Fitch applies a
5bps 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: All relevant transaction parties
conform with the requirements as described in its "Global
Structured Finance Rating Criteria". Relevant parties are those
whose failure to perform could have a material impact on
transaction performance. Additionally, all legal requirements have
been satisfied and fully de-link the transaction from any other
entities. PRPM 2025-NQM6 is fully de-linked and serves as 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 PRPM 2025-NQM6; as such, 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
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 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
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 classes 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 environments and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. They should not be used as indicators of
possible future performance.
RAD CLO 31: Fitch Rates Class D Debt 'BB-sf'
--------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to RAD CLO
31, Ltd.
RATING ACTIONS
Rating
------
RAD CLO 31, Ltd.
A-1a LT NRsf New Rating
A-1b LT AAAsf New Rating
A-2 LT AAsf New Rating
B LT Asf New Rating
C-1a LT BBBsf New Rating
C-1b LT BBB-sf New Rating
C-2 LT BBB-sf New Rating
D LT BB-sf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
RAD CLO 31, 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 $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', which is in line with that of recent CLOs. The
weighted average rating factor (WARF) of the indicative portfolio
is 23.83 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 99.84%
first-lien senior secured loans. The weighted average recovery rate
(WARR) of the indicative portfolio is 75.48% and will be managed to
a WARR covenant from a Fitch test matrix.
Portfolio Composition: The largest three industries may comprise up
to 42% 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 twelve 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, between
'BB+sf' and 'A+sf' for Class A-2, between 'B+sf' and 'BBB+sf' for
Class B, between less than 'B-sf' and 'BB+sf' for Class C-1a,
between less than 'B-sf' and 'BB+sf' for Class C-1b, and between
less than 'B-sf' and 'BB+sf' for Class C-2 and between less than
'B-sf' and 'B+sf' for Class D.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the Class A-1b 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, 'AAsf' for Class B, 'A+sf' for
Class C-1a, 'Asf' for Class C-1b, and 'A-sf' for Class C-2 and
'BBB+sf' for Class D.
RIPPLE NOTES: DBRS Confirms BB Rating on Class C Notes
------------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, the Class C Notes, and the Class D Notes (together,
the Secured Notes) of Ripple Notes Issuer LLC pursuant to the
Indenture dated as of July 28, 2023 (the Indenture), as amended by
the First Supplemental Indenture dated as of July 25, 2024, the
Second Supplemental Indenture dated as of December 20, 2024, the
Third Supplemental Indenture dated June 12, 2025, and the Fourth
Supplemental Indenture dated December 30, 2025 entered into between
Ripple Notes Issuer LLC, as the Issuer and U.S. Bank Trust Company,
National Association, as Trustee:
-- Class A Notes confirmed at A (high) (sf)
-- Class B Notes confirmed at BBB (sf)
-- Class C Notes confirmed at BB (sf)
-- Class D Notes confirmed at BB (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest (excluding any Defaulted Interest, as defined in the
Indenture) and the ultimate return of principal on or before the
Stated Maturity (as defined in the Indenture). The credit ratings
on the Class B Notes, the Class C Notes, and the Class D Notes
address the ultimate payment of interest (excluding any Defaulted
Interest, as defined in the Indenture) and the ultimate return of
principal on or before the Stated Maturity (as defined in the
Indenture).
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' review
of the Fourth Supplemental Indenture, dated December 30, 2025, by
applying the Global Methodology for Rating CLOs and Corporate CDOs
(the CLO Methodology; November 10, 2025). The Fourth Supplemental
Indenture increased the Commitment Amounts of the Secured Notes and
modifies the collateral quality matrix (CQM), among other changes.
The Stated Maturity is July 25, 2035. The Scheduled Reinvestment
Period End Date is July 25, 2027.
The Secured Notes are collateralized primarily by a portfolio of
U.S. middle-market corporate loans. Ripple Notes Issuer LLC is
managed by 26North Direct Lending II LP, an affiliate of 26North
Partners LP. Morningstar DBRS considers 26North Direct Lending II
LP to be an acceptable middle-market corporate loan manager.
In its analysis, Morningstar DBRS considered the following aspects
of the transaction:
(1) The integrity of the transaction structure.
(2) Morningstar DBRS' assessment of the portfolio quality.
(3) Adequate credit enhancement to withstand projected collateral
loss rates under various cash flow stress scenarios.
(4) Morningstar DBRS' assessment of the origination, servicing, and
middle-market corporate loan management capabilities of 26North
Direct Lending II LP.
The transaction has a dynamic structural configuration that permits
variations of certain asset metrics via the selection of an
applicable row from a collateral quality matrix (the CQM).
Depending on a given Diversity Score, the following metrics are
selected accordingly from the applicable row of the CQM:
Morningstar DBRS Risk Score, WAS Test, and Weighted-Average
Recovery Rate (WARR). Morningstar DBRS analyzed each structural
configuration as a unique transaction and all configurations (rows)
passed the applicable Morningstar DBRS rating stress levels. The
Coverage Tests and triggers as well as the Collateral Quality Tests
that Morningstar DBRS reviewed in its analysis are presented
below.
Coverage Tests:
Class A Overcollateralization Ratio Test: Actual 153.09%; Threshold
130.00%
Class B Overcollateralization Ratio Test: Actual 139.80%; Threshold
115.00%
Class C Overcollateralization Ratio Test: Actual 125.30%; Threshold
113.00%
Class A Interest Coverage Ratio Test: Actual 318.64%; Threshold
150.00%
Class B Interest Coverage Ratio Test: Actual 271.64%; Threshold
130.00%
Class C Interest Coverage Ratio Test: Actual 216.05%; Threshold
120.00%
Advance Rate Tests:
Class A Advance Rate: Actual 49.68%; Threshold 60.00%
Class B Advance Rate: Actual 55.89%; Threshold 67.50%
Class C Advance Rate: Actual 64.17%; Threshold 77.50%
Class D Advance Rate: Actual 66.24%; Threshold 80.00%
Collateral Quality Tests:
Minimum Diversity Score Test: Actual 23.02; Threshold 8
Maximum Morningstar DBRS Risk Score Test: Actual 29.90%; Threshold
40.00%
Minimum WA Spread: Actual 5.66%; Threshold 5.00%
Minimum WA Coupon: Actual N/A; Threshold 7.75%
Minimum Average Recovery Rate Test: Actual 60.10%; Threshold
59.04%
As of October 31, 2025, the transaction is in compliance with all
Coverage Tests and Collateral Quality Tests. There have not been
any defaults in the portfolio to date.
Some particular strengths of the transaction are (1) the collateral
quality, which consists of at least 95% of senior-secured middle
market loans; (2) the adequate diversification of the portfolio of
collateral obligations (Minimum Diversity Score Test of 8); and (3)
the Collateral Manager's expertise in CLOs and overall approach to
selection of Collateral Obligations.
Some challenges that were identified: (1) the expected
weighted-average (WA) credit quality of the underlying obligors may
fall below investment grade (per the Collateral Quality Matrix) and
the majority may not have public ratings once purchased; and (2)
the underlying collateral portfolio may be insufficient to redeem
the Secured 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 (November
10, 2025). The model-based analysis produced satisfactory results,
which, in addition to Morningstar DBRS' review of the Fourth
Supplemental Indenture, supported the credit rating actions on the
above-mentioned Secured Notes.
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 is used in
assigning ratings to a facility.
Notes: All figures are in U.S. dollars unless otherwise noted.
ROCKFORD TOWER 2019-2: Moody's Cuts Rating on $9MM F Notes to Caa2
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Rockford Tower CLO 2019-2, Ltd.:
US$54,000,000 Class B-R2 Senior Secured Floating Rate Notes due
2032, Upgraded to Aaa (sf); previously on October 4, 2024 Assigned
Aa1 (sf)
US$24,000,000 Class C-R2 Mezzanine Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Aa2 (sf); previously on October 4, 2024
Assigned A1 (sf)
Moody's have also downgraded the rating on the following notes:
US$9,000,000 Class F Junior Secured Deferrable Floating Rate Notes
due 2032, Downgraded to Caa2 (sf); previously on June 21, 2024
Downgraded to Caa1 (sf)
Rockford Tower CLO 2019-2, Ltd., originally issued in August 2019,
and partially refinanced in August 2021 and October 2024, is a
managed cashflow CLO. The notes are collateralized primarily by a
portfolio of broadly syndicated senior secured corporate loans. The
transaction's reinvestment period ended in August 2024.
A comprehensive review of all credit ratings for the respective
transaction(s) has been conducted during a rating committee.
RATINGS RATIONALE
The upgrade rating actions on the Class B-R2 and Class C-R2 notes
are primarily a result of deleveraging of the senior notes and an
increase in the transaction's over-collateralization (OC) ratios
since November 2024. The Class A-R2 notes have been paid down by
approximately 36.4% or $115.5 million since then. Based on the
trustee's November 2025 report[1], the OC ratios for the Class
A-R2/B-R2 and Class C-R2 notes are reported at 134.49% and 124.67%,
respectively, versus November 2024 levels[2] of 130.22% and
122.47%, respectively. Moody's notes that the November 2025
trustee-reported OC ratios do not reflect the November 2025 payment
distribution[3], when $48.7 million of principal proceeds were used
to pay down the Class A-R2 Notes.
The downgrade rating action on the Class F notes reflects the
specific risks to the junior notes posed by par loss and reduction
in spread levels observed in the underlying CLO portfolio. Based on
the trustee's November 2025 report[4], the OC ratio for the Class F
notes is reported at 103.83% versus November 2024 level[5] of
105.23%. Furthermore, the trustee-reported weighted average spread
(WAS) has been deteriorating and the current level is 3.16%[6],
compared to 3.53% in November 2024[7], failing the trigger of
3.60%.
No actions were taken on the Class A-R2, Class D-R2, and Class E
notes because their expected losses remain commensurate with their
current ratings, after taking into account the CLO's latest
portfolio information, its relevant structural features and its
actual over-collateralization and interest coverage levels.
Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in "Collateralized
Loan Obligations" rating methodology published in October 2025.
The key model inputs Moody's used in Moody's analysis, such as par,
weighted average rating factor, diversity score, weighted average
spread, and weighted average recovery rate, are based on Moody's
published methodology and could differ from the trustee's reported
numbers. For modeling purposes, Moody's used the following
base-case assumptions:
Performing par and principal proceeds balance: $361,217,381
Defaulted par: $4,137,271
Diversity Score: 72
Weighted Average Rating Factor (WARF): 2858
Weighted Average Spread (WAS) (before accounting for reference rate
floors): 3.17%
Weighted Average Coupon (WAC): 4.39%
Weighted Average Recovery Rate (WARR): 46.11%
Weighted Average Life (WAL): 3.9 years
In addition to base case analysis, Moody's ran additional scenarios
where outcomes could diverge from the base case. The additional
scenarios consider one or more factors individually or in
combination, and include: defaults by obligors whose low ratings or
debt prices suggest distress, defaults by obligors with potential
refinancing risk, deterioration in the credit quality of the
underlying portfolio, and, lower recoveries on defaulted assets.
Methodology Used for 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.
SCULPTOR EUROPEAN XI: Fitch Assigns B-sf Rating on Class F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Sculptor European CLO XI DAC reset notes
final ratings.
RATING ACTIONS
Sculptor European CLO XI DAC
A XS2787870018 LT PIFsf Paid In Full AAAsf
A-R XS3233477432 LT AAAsf New Rating
B-1 XS2787870281 LT PIFsf Paid In Full AAsf
B-2 XS2787870364 LT PIFsf Paid In Full AAsf
B-R XS3233477606 LT AAsf New Rating
C XS2787870794 LT PIFsf Paid In Full Asf
C-R XS3233477945 LT Asf New Rating
D XS2787870877 LT PIFsf Paid In Full BBB-sf
D-R XS3233478323 LT BBB-sf New Rating
E XS2787871099 LT PIFsf Paid In Full BB-sf
E-R XS3233478752 LT BB-sf New Rating
F XS2787871339 LT PIFsf Paid In Full B-sf
F-R XS3233478919 LT B-sf New Rating
X-R XS3233476897 LT AAAsf New Rating
Transaction Summary
Sculptor European CLO XI DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds have been used to refinance the rated notes. The
transaction has a target par of EUR400 million. The portfolio is
actively managed by Sculptor Europe Loan Management Limited. The
CLO has a 4.5-year reinvestment period and an 8.5-year weighted
average life (WAL) test.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B' category. The
Fitch weighted average rating factor of the identified portfolio is
24.2.
High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 61.1%.
Diversified Portfolio (Positive): The transaction includes various
concentration limits in the portfolio, including a top 10 obligor
concentration limit of 25% and a maximum exposure to the three
largest (Fitch-defined) industries in the portfolio of 40%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.
Portfolio Management (Neutral): The transaction has six matrices.
Two are effective at closing with fixed-rate limits of 5% and 10%;
two at one year and two at eighteen months after closing with the
same fixed-rate limits, provided that the portfolio balance
(defaults at Fitch-calculated collateral value) is above target
par. All six matrices are based on a top 10 obligor concentration
limit of 20%. The closing matrices correspond to an 8.5-year WAL
test, while the two forward matrices correspond to a 7.5-year and a
7.0-year WAL test, respectively.
The transaction has a reinvestment period of 4.5 years and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.
Cash Flow Modelling (Positive): The WAL for the transaction's
Fitch-stressed portfolio analysis is 12 months less than that
specified in the WAL covenant. This is to account for the strict
reinvestment conditions envisaged by the transaction after its
reinvestment period, which include passing the coverage tests and
the Fitch 'CCC' bucket limitation test, together with a WAL
covenant that gradually steps down. Fitch believes these conditions
will reduce the effective risk horizon of the portfolio during the
stress period.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would lead to downgrades of one notch for the class B, C
and D notes, two notches for the class E notes, to below 'B-sf' for
the class F notes and have no impact on the other notes.
Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, , the class B, C, D and E notes have
cushions of two notches and the class F notes of one notch. The
class A and X notes have no rating cushion as they are already at
the highest achievable rating.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to four
notches for the class B and C notes, three notches for the class A
and D notes and to below 'B-sf' for the class E and F notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% rise in the RRR across
all ratings of the Fitch-stressed portfolio would lead to upgrades
of up to three notches, except for the 'AAAsf' rated notes, which
are at the highest level on Fitch's scale and cannot be upgraded.
During the reinvestment period, based on the Fitch-stressed
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, enabling the notes
to withstand larger-than-expected losses for the transaction's
remaining life.
After the end of the reinvestment, upgrades may result from stable
portfolio credit quality and deleveraging, leading to higher credit
enhancement and excess spread available to cover losses in the
remaining portfolio.
SEQUOIA MORTGAGE 2025-13: Fitch Gives Bsf Rating on Class B5 Certs
------------------------------------------------------------------
Fitch Ratings has assigned final ratings to the residential
mortgage-backed certificates issued by Sequoia Mortgage Trust
2025-13 (SEMT 2025-13).
RATING ACTIONS
Rating Prior
------ -----
SEMT 2025-13
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
ACH4 LT AAAsf New Rating AAA(EXP)sf
A31 LT AAAsf New Rating AAA(EXP)sf
ACH67 LT AAAsf New Rating AAA(EXP)sf
A32 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
AIO67 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 444 loans with a total balance of
approximately $565.43 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 776 and a 36.6% debt-to-income
(DTI) ratio. The borrowers also have moderate leverage, with a
72.7% mark-to-market combined LTV (cLTV). Overall, 94.6% of the
pool loans are for primary residences, while the remainder are
second homes. In addition, 100% of the loans were underwritten to
full documentation.
Following the publication of the presale and expected ratings, the
issuer provided an updated tape consisting of two loan drops and
updated balances. The issuer also provided a corresponding updated
structure. Fitch re-ran its asset and cash flow analysis and there
were no changes to its previous 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 2025-13 has a final probability of default (PD) of
9.83% in the 'AAAsf' rating stress. Fitch's final loss severity in
the 'AAAsf' rating stress is 36.23%. The expected loss in the
'AAAsf' rating stress is 3.56%.
Structural Analysis: The mortgage cash flow and loss allocation in
SEMT 2025-13 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 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 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 98.2% 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 SEMT 2025-13 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: 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 2025-13, 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'.
SHACKLETON 2017-XI CLO: Moody's Cuts $22.5MM E Notes Rating to B3
-----------------------------------------------------------------
Moody's Ratings has taken a variety of rating actions on the
following notes issued by Shackleton 2017-XI CLO, Ltd.:
US$30M Class D Mezzanine Secured Deferrable Floating Rate Notes,
Upgraded to Aa3 (sf); previously on Apr 11, 2025 Upgraded to A3
(sf)
US$22.5M Class E Junior Secured Deferrable Floating Rate Notes,
Downgraded to B3 (sf); previously on Aug 25, 2020 Downgraded to B1
(sf)
Moody's have also affirmed the ratings on the following notes:
US$50.25M (Current outstanding balance US$13,428,967) Class B-R1
Senior Secured Floating Rate Notes, Affirmed Aaa (sf); previously
on Feb 4, 2024 Upgraded to Aaa (sf)
US$9.75M Class B-R2 (Current outstanding balance US$2,605,621)
Senior Secured Fixed Rate Notes, Affirmed Aaa (sf); previously on
Feb 4, 2024 Upgraded to Aaa (sf)
US$27.5M Class C-R Mezzanine Secured Deferrable Floating Rate
Notes, Affirmed Aaa (sf); previously on Apr 11, 2025 Upgraded to
Aaa (sf)
US$7.5M (Current outstanding balance US$8,127,657) Class F Junior
Secured Deferrable Floating Rate Notes, Affirmed Caa3 (sf);
previously on Apr 21, 2023 Downgraded to Caa3 (sf)
Shackleton 2017-XI CLO, Ltd., originally issued in August 2017 and
partially refinanced in March 2020, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured US loans. The portfolio is managed by Alcentra NY, LLC. The
transaction's reinvestment period ended in August 2022.
RATINGS RATIONALE
The upgrade on the rating on the Class D notes is primarily a
result of the significant deleveraging of the senior notes
following amortisation of the underlying portfolio since the last
rating action in April 2025.
The Class A-R notes have been fully repaid, and the Class B-R1 and
B-R2 notes have been paid down by approximately USD36.8 million
(73.3%) and USD7.1 million (73.3%), respectively, since the last
rating action in April 2025. As a result of the deleveraging,
over-collateralisation (OC) has increased for the senior and
mezzanine rated notes. According to the trustee report dated
November 2025[1], the Class A/B, Class C and Class D OC ratios are
reported at 312.10%, 181.83% and 124.94% compared to March 2025[2]
levels of 208.51%, 155.50% and 121.73%, respectively. Moody's notes
that the November 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 downgrade to the rating on the Class E notes is due to the
deterioration in the credit quality of the underlying collateral
pool and the deterioration in over-collateralisation ratio for the
tranche since the last rating action in April 2025.
The credit quality has deteriorated as reflected in the
deterioration in the average credit rating of the portfolio
(measured by the weighted average rating factor, or WARF) and an
increase in the proportion of securities from issuers with ratings
of Caa1 or lower. According to the trustee report dated November
2025[1], the WARF was 4174, compared with 3949 in March 2025[2].
Securities with ratings of Caa1 or lower currently make up
approximately 21.5% of the underlying portfolio, versus 16.1% in
March 2025.
The Class E OC ratio has also deteriorated since the rating action
in April 2025. According to the trustee report dated November
2025[1], the Class E OC ratio is reported at 101.20% compared to
March 2025[2] level of 104.68% and is currently in breach. In
addition, Class E Interest Coverage test is also failing.
The affirmations on the ratings on the Class B-R1, B-R2, C-R and F
notes are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.
The 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: USD105.0m
Defaulted Securities: USD3.9m
Diversity Score: 37
Weighted Average Rating Factor (WARF): 3965
Weighted Average Life (WAL): 2.70 years
Weighted Average Spread (WAS) (before accounting for reference rate
floors): 3.36%
Weighted Average Recovery Rate (WARR): 47.09%
Par haircut in OC tests and interest diversion test: 7.99%
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 Moody's are 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.
-- 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.
SILVER POINT 14: Fitch Assigns BB+sf Rating on Class E Notes
------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Silver
Point CLO 14, Ltd.
RATING ACTIONS
Silver Point CLO 14, Ltd.
A-1 LT NRsf New Rating
A-2 LT AAAsf New Rating
B LT AAsf New Rating
C-1 LT Asf New Rating
C-2 LT Asf New Rating
D-1 LT BBB-sf New Rating
D-2 LT BBB-sf New Rating
E LT BB+sf New Rating
F LT NRsf New Rating
Subordinated LT NRsf New Rating
Transaction Summary
Silver Point CLO 14, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by Silver
Point Select C CLO Manager, LLC. Net proceeds from the issuance of
the secured and subordinated notes will provide financing on a
portfolio of approximately $600 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 99.29%
first-lien senior secured loans and has a weighted average recovery
assumption of 73.89%. 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 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 required by 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 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-1 and class C-2, 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, 'AA+sf' for class C-1 and class
C-2, 'Asf' for class D-1, and 'A-sf' for class D-2 and 'BBB+sf' for
class E.
SIXTH STREET 31: Fitch Rates Class E Notes 'BB-sf'
--------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Sixth
Street CLO 31, Ltd.
RATINGS ACTION
Rating Prior
------ -----
Sixth Street CLO 31, Ltd.
A-1 LT NRsf New Rating NR(EXP)sf
A-2 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C LT Asf New Rating A(EXP)sf
D-1 LT BBB-sf New Rating BBB-(EXP)sf
D-2 LT BBB-sf New Rating BBB-(EXP)sf
E LT BB-sf New Rating BB-(EXP)sf
Subordinated
Notes LT NRsf New Rating NR(EXP)sf
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 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 24.31, 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 74.72% 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, 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 'BBB+sf' for class E.
TCI-FLATIRON CLO 2018-1: Fitch Affirms BB-sf Rating on E-R2 Notes
-----------------------------------------------------------------
Fitch Ratings has upgraded TCI-Flatiron CLO 2018-1 Ltd.'s
(TCI-Flatiron 2018-1) class B-R2 and C-R2 notes and affirmed the
class A-R2, D-R2 and E-R2 notes. Fitch has also assigned Positive
Rating Outlooks to the upgraded notes and revised the Outlooks on
the Class D-R2 and E-R2 to Positive from Stable. The Outlook on
Class A-R2 remains Stable.
RATING ACTIONS
Rating Prior
------ -----
TCI-Flatiron
CLO 2018-1 Ltd.
A-R2 87232CAA8 LT AAAsf Affirmed AAAsf
B-R2 87232CAC4 LT AA+sf Upgrade AAsf
C-R2 87232CAE0 LT A+sf Upgrade Asf
D-R2 87232CAG5 LT BBB-sf Affirmed BBB-sf
E-R2 87232DAA6 LT BB-sf Affirmed BB-sf
Transaction Summary
TCI-Flatiron 2018-1 is a broadly syndicated collateralized loan
obligation (CLO) that is managed by TCI Capital Management LLC. The
transaction originally closed in January 2019 and was first
refinanced in March 2021. After exiting its reinvestment period in
January 2024, it underwent a second refinancing in July 2025. The
transaction is secured primarily by first lien, senior secured
leveraged loans.
KEY RATING DRIVERS
Note Amortization Improves Model Implied Ratings (MIR)
The upgrades and Positive Outlooks are driven by note amortization
of the class A-R2 notes, which resulted in increased credit
enhancement (CE) levels for all notes and break-even default rate
cushions against their relevant rating stress default levels. As of
October 2025 reporting, approximately 20% of the class A-R2 has
amortized since the July 2025 refinancing.
Fitch has conducted an updated stressed analysis that assumed a
one-notch downgrade on the Fitch Issuer Default Rating Equivalency
Rating for assets with a Negative Outlook. In addition, the
stressed analysis extended the weighted average life to the minimum
risk horizon of 4.0 years.
The rating action for the class B-R2 and C-R2 notes are one and two
notches below their respective MIRs, due to the limited cushions at
the higher rating stresses. The rating actions for the Class D-R2
and E-R2 are two notches below their MIRs due to the potential for
continued spread compression and tail risks of the portfolio.
However, the Positive Outlooks reflect Fitch's expectation of
improvement in CE levels from future note amortization that could
outweigh these risks.
Fitch has affirmed the class A-R2 notes in line with its MIR. The
Stable Outlook reflects the view that credit protection is adequate
to withstand potential credit quality deterioration in stresses
consistent with current ratings.
Limited Post-Reinvestment Trading Activity and Increasing
Concentration
Post-reinvestment period trading activity is limited and subject to
certain conditions, including the satisfaction of the Moody's 'Caa'
concentration limitation, which is currently failing. As of the
November 2025 trustee report, portfolio target par losses were
limited to 0.2%, based on the collateral balance adjusted for
trustee-reported recoveries on defaulted assets.
Fitch calculated a weighted average rating factor of 25.7 compared
to 25.4 at the July 2025 refinancing. The trustee-reported weighted
average spread declined to 3.08% from 3.20% on the indicative
portfolio in July 2025. Portfolio concentration also increased,
with 144 obligors and the largest 10 obligors representing 13.2% of
the portfolio (excluding cash), compared with 164 obligors and
11.85% in July 2025.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
-- Downgrades may occur if realized and projected losses of the
portfolio are higher than what was assumed at closing and the
notes' credit enhancement do not compensate for the higher loss
expectation than initially assumed;
-- A 25% increase of the mean default rate across all ratings,
along with a 25% decrease of the recovery rate at all rating levels
for the current portfolio, would not lead to downgrades of any
class of notes, based on MIRs.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
-- Upgrades may occur in the event of better-than-expected
portfolio credit quality and transaction performance;
-- Except for the 'AAAsf' rated notes, which are at the highest
level on Fitch's scale and cannot be upgraded, a 25% reduction of
the mean default rate across all ratings, along with a 25% increase
of the recovery rate at all rating levels for the current
portfolio, would lead to upgrades of one rating category for the
class B-R2 and C-R2 notes and at least two categories for the class
D-R2 and E-R2 notes, based on the MIRs.
TIDAL NOTES: DBRS Confirms BB Rating on Class C Notes
-----------------------------------------------------
DBRS, Inc. confirmed its credit ratings on the Class A Notes, the
Class B Notes, the Class C Notes, and the Class D Notes (together,
the Secured Notes) of Tidal Notes Issuer LLC pursuant to the
Indenture dated as of July 28, 2023 (the Indenture), as amended by
the First Supplemental Indenture dated as of July 25, 2024, the
Second Supplemental Indenture dated as of December 20, 2024, the
Third Supplemental Indenture dated June 12, 2025, and the Fourth
Supplemental Indenture dated December 30, 2025 entered into between
Tidal Notes Issuer LLC, as the Issuer and U.S. Bank Trust Company,
National Association, as Trustee:
-- Class A Notes confirmed at A (high) (sf)
-- Class B Notes confirmed at BBB (sf)
-- Class C Notes confirmed at BB (sf)
-- Class D Notes confirmed at BB (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest (excluding any Defaulted Interest, as defined in the
Indenture) and the ultimate return of principal on or before the
Stated Maturity (as defined in the Indenture). The credit ratings
on the Class B Notes, the Class C Notes, and the Class D Notes
address the ultimate payment of interest (excluding any Defaulted
Interest, as defined in the Indenture) and the ultimate return of
principal on or before the Stated Maturity (as defined in the
Indenture).
CREDIT RATING RATIONALE/DESCRIPTION
The credit rating actions are a result of Morningstar DBRS' review
of the Fourth Supplemental Indenture, dated December 30, 2025, by
applying the Global Methodology for Rating CLOs and Corporate CDOs
(the CLO Methodology; November 10, 2025). The Fourth Supplemental
Indenture increased the Commitment Amounts of the Secured Notes and
modifies the collateral quality matrix (CQM), among other changes.
The Stated Maturity is July 25, 2035. The Scheduled Reinvestment
Period End Date is July 25, 2027.
The Secured Notes are collateralized primarily by a portfolio of
U.S. middle-market corporate loans. Tidal Notes Issuer LLC is
managed by 26North Direct Lending II LP, an affiliate of 26North
Partners LP. Morningstar DBRS considers 26North Direct Lending II
LP to be an acceptable middle-market corporate loan manager.
In its analysis, Morningstar DBRS considered the following aspects
of the transaction:
(1) The integrity of the transaction structure.
(2) Morningstar DBRS' assessment of the portfolio quality.
(3) Adequate credit enhancement to withstand projected collateral
loss rates under various cash flow stress scenarios.
(4) Morningstar DBRS' assessment of the origination, servicing, and
middle-market corporate loan management capabilities of 26North
Direct Lending II LP.
The transaction has a dynamic structural configuration that permits
variations of certain asset metrics via the selection of an
applicable row from a collateral quality matrix (the CQM).
Depending on a given Diversity Score, the following metrics are
selected accordingly from the applicable row of the CQM:
Morningstar DBRS Risk Score, WAS Test, and Weighted-Average
Recovery Rate (WARR). Morningstar DBRS analyzed each structural
configuration as a unique transaction and all configurations (rows)
passed the applicable Morningstar DBRS rating stress levels. The
Coverage Tests and triggers as well as the Collateral Quality Tests
that Morningstar DBRS reviewed in its analysis are presented
below.
Coverage Tests:
Class A Overcollateralization Ratio Test: Actual 153.09%; Threshold
130.00%
Class B Overcollateralization Ratio Test: Actual 139.80%; Threshold
115.00%
Class C Overcollateralization Ratio Test: Actual 125.30%; Threshold
113.00%
Class A Interest Coverage Ratio Test: Actual 318.64%; Threshold
150.00%
Class B Interest Coverage Ratio Test: Actual 271.64%; Threshold
130.00%
Class C Interest Coverage Ratio Test: Actual 216.05%; Threshold
120.00%
Advance Rate Tests:
Class A Advance Rate: Actual 49.68%; Threshold 60.00%
Class B Advance Rate: Actual 55.89%; Threshold 67.50%
Class C Advance Rate: Actual 64.17%; Threshold 77.50%
Class D Advance Rate: Actual 66.24%; Threshold 80.00%
Collateral Quality Tests:
Minimum Diversity Score Test: Actual 23.02; Threshold 8
Maximum Morningstar DBRS Risk Score Test: Actual 29.90%; Threshold
40.00%
Minimum WA Spread: Actual 5.66%; Threshold 5.00%
Minimum WA Coupon: Actual N/A; Threshold 7.75%
Minimum Average Recovery Rate Test: Actual 60.10%; Threshold
59.04%
As of October 31, 2025, the transaction is in compliance with all
Coverage Tests and Collateral Quality Tests. There have not been
any defaults in the portfolio to date.
Some particular strengths of the transaction are (1) the collateral
quality, which consists of at least 95% of senior-secured middle
market loans; (2) the adequate diversification of the portfolio of
collateral obligations (Minimum Diversity Score Test of 8); and (3)
the Collateral Manager's expertise in CLOs and overall approach to
selection of Collateral Obligations.
Some challenges that were identified: (1) the expected
weighted-average (WA) credit quality of the underlying obligors may
fall below investment grade (per the Collateral Quality Matrix) and
the majority may not have public ratings once purchased; and (2)
the underlying collateral portfolio may be insufficient to redeem
the Secured 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 (November
10, 2025). The model-based analysis produced satisfactory results,
which, in addition to Morningstar DBRS' review of the Fourth
Supplemental Indenture, supported the credit rating actions on the
above-mentioned Secured Notes.
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 is used in
assigning ratings to a facility.
Notes: All figures are in U.S. dollars unless otherwise noted.
TIKEHAU CLO III: Fitch Rates Class F-R Notes 'B-sf'
---------------------------------------------------
Fitch Ratings has assigned Tikehau CLO III DAC final ratings.
RATING ACTIONS
A-R XS3229445195 LT AAAsf New Rating
B-R XS3229445278 LT AAsf New Rating
C-R XS3229445351 LT Asf New Rating
D-R XS3229445435 LT BBB-sf New Rating
E-R XS3229445609 LT BB-sf New Rating
F-R XS3229445781 LT B-sf New Rating
Sub Notes XS1680963565 LT NRsf New Rating
Transaction Summary
Tikehau CLO III DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to fund a portfolio with a target par of EUR420 million.
The portfolio is actively managed by Tikehau Capital Europe
Limited. The collateralised loan obligation (CLO) has a 4.6-year
reinvestment period and a 7.25-year weighted average life test
(WAL) at closing.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.7.
High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 59.4%.
Diversified Asset Portfolio (Positive): The transaction has a
concentration limit for the 10 largest obligors at 20%. The
transaction also includes various other concentration limits,
including a maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure the
asset portfolio will not be exposed to excessive concentration.
Portfolio Management (Neutral): The transaction has a 4.6-year
reinvestment period, which is governed by reinvestment criteria
that are similar to those of other European transactions. Fitch's
analysis is based on a stressed-case portfolio with the aim of
testing the robustness of the transaction structure against its
covenants and portfolio guidelines.
The transaction has two matrix sets, with each set corresponding to
fixed rate asset limit of 5% and 10% and a top 10 obligor limit of
20%. The closing matrix set has a WAL test of 7.25 years while the
forward matrix set has a WAL test of seven years. The forward
matrix set can be elected by the manager three months from closing
(or 18 months from closing if the WAL step-up condition is
satisfied) and it is subject to the collateral principal amount
(defaults at Fitch collateral value) being at least equal to the
reinvestment target par balance. Once a forward matrix is elected,
the transaction cannot switch back to the closing matrix.
WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by 1.25 years on or after the step-up date, which is 15 months
after closing. The WAL extension is subject to conditions,
including passing the collateral quality and coverage tests based
on the closing matrix set and the collateral principal amount
(defaults at Fitch collateral value) being at least equal to the
reinvestment target par balance. If the step-up condition is
satisfied between 15 and 18 months from closing, the closing matrix
set shall be applicable. If the step-up condition is only satisfied
on or after 18 months from closing, then the forward matrix set is
applicable.
Cash Flow Modelling (Positive): The WAL used for the Fitch-stressed
portfolio analysis was reduced by 12 months. This is to account for
the strict reinvestment conditions envisaged after the reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' maximum limit and a WAL covenant that progressively steps
down over time. Fitch believes these conditions would reduce the
effective risk horizon of the portfolio during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class A-R notes but would
lead to downgrades of one notch each for the class B-R, C-R, D-R,
and E-R notes, and to below 'B-sf' for the class F-R notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class B-R
to E-R notes each have a rating cushion of two notches and the
class C-R notes have a cushion of one notch, due to the better
metrics and shorter life of the identified portfolio than the
Fitch-stressed portfolio.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to four
notches each for the class A-R to D-R notes, and to below 'B-sf'
for the class E-R and F-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to four notches each for the rated notes, except for
the 'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement.
TRINITAS CLO XXXVII: Fitch Rates Class E Certs 'BB+sf'
------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Trinitas
CLO XXXVII, Ltd.
RATINGS ACTION
Trinitas CLO XXXVII, Ltd.
A-1 LT NRsf New Rating
A-2 LT AAAsf New Rating
B LT AAsf New Rating
C LT Asf New Rating
D LT BBB-sf New Rating
E LT BB+sf New Rating
F LT NRsf New Rating
Subordinated Notes LT NRsf New Rating
Transaction Summary
Trinitas CLO XXXVII, Ltd. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by
Trinitas Capital Management, 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', 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 98.62%
first-lien senior secured loans and has a weighted average recovery
assumption of 74.29%. 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 5.1-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 weighted average life (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
metrics. 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 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, and 'Asf'
for class D and 'BBB+sf' for class E.
WELLS FARGO 2014-LC16: DBRS Confirms C Rating on Class C Certs
--------------------------------------------------------------
DBRS, Inc. confirmed its credit rating on the remaining class of
Commercial Mortgage Pass-Through Certificates, Series 2014-LC16
issued by Wells Fargo Commercial Mortgage Trust 2014-LC16 as
follows:
-- Class C at C (sf)
There is no trend given the C (sf) credit rating.
The transaction is winding down with two matured loans remaining,
both of which are specially serviced. The credit rating
confirmation reflects Morningstar DBRS' ultimate recoverability
expectations for the remaining loans and the increased propensity
for interest shortfalls to accumulate, which were outstanding for
the Class C certificate before the repayment of the Barstow
Shopping Center loan (Prospectus ID #50) with the December 2025
remittance. Since the previous Morningstar DBRS credit rating
action in January 2025, the Barstow Shopping Center loan was
liquidated with a $1.2 million loss and two loans with a former
trust balance of $16.7 million were disposed from the pool without
a realized loss, all generally in line with Morningstar DBRS'
expectations. Morningstar DBRS' liquidation scenarios for the two
remaining loans indicate that losses will likely fully erode the
nonrated Class D certificate and partially erode the Class C
certificate, supporting the credit rating of C (sf). The master
servicer deemed the remaining loans to be nonrecoverable and, as
such, Morningstar DBRS expects shortfalls for Class C to resume
with the January 2025 remittance, barring any further repayments.
The two remaining loans, Harlequin Plaza (Prospectus ID#7; 64.6% of
the pool) and Orchard Falls (Prospectus ID#13; 35.4% of the pool)
are secured by suburban Denver office properties that have faced
significant value declines of more than 65% and 70%, respectively,
since issuance. The Harlequin Plaza loan consists of two low-rise
buildings comprising 329,926 square feet (sf). Despite the YE2023
debt service coverage ratio (DSCR) of 1.35 times (x), the loan
transferred to special servicing in May 2024 because of imminent
monetary default as the borrower was unable to repay the loan at
its June 2024 maturity. According to the servicer commentary, the
property's occupancy rate as of June 2025 was about 71.5%, in line
with the YE2024 occupancy rate of about 70%, based on servicer
reporting. The appraised value of $16.2 million as of March 2025
represented a slight decline of 5.8% from the appraised value of
$17.2 million as of June 2024, but a substantial decline from the
appraised value of $46.6 million at issuance with an implied
current loan-to-value ratio (CLTV) of 172.8%. According to updates
from the servicer, the asset became real estate owned as of June
2025. Based on a liquidation scenario that considered a haircut to
the 2025 appraisal, Morningstar DBRS expects a loss severity of
approximately 66.0% for this loan.
According to servicer updates, the 146,276-sf Orchard Falls loan
had an occupancy rate of 84.0% as of June 2025 with a DSCR of
1.45x, down slightly from an occupancy rate of 90.0% as of February
2024. Morningstar DBRS also notes that only one of the five largest
tenants, representing less than 5.0% of net rentable area, has a
lease expiration date in 2025; the other four tenants have lease
expiration dates between 2027 and 2033. The loan transferred to
special servicing in March 2024 because of imminent monetary
default in advance of its May 2024 maturity date. The most recent
appraised value of $7.6 million as of February 2025 represented an
increase from the appraised value of $4.8 million as of June 2024,
but a significant decline from the appraised value of $26.1 million
issuance with an implied CLTV of 201.9%. According to servicer
updates, the borrower filed for bankruptcy in September 2025. Based
on a liquidation scenario that considered a haircut to the 2025
appraisal, Morningstar DBRS expects a loss severity of
approximately 67.0% for this loan.
Notes: All figures are in U.S. dollars unless otherwise noted.
WELLS FARGO 2025-5C7: Fitch Rates Class F-RR Certs 'B-sf'
---------------------------------------------------------
Fitch Ratings has assigned final ratings and Ratings Outlooks to
Wells Fargo Commercial Mortgage Trust 2025-5C7 Commercial Mortgage
Pass-Through Certificates, Series 2025-5C7 as follows:
-- $4,228,000 class A-1 'AAAsf'; Outlook Stable;
-- $90,000,000 class A-2 'AAAsf'; Outlook Stable;
-- $446,076,000 class A-3 'AAAsf'; Outlook Stable;
-- $540,304,000a class X-A 'AAAsf'; Outlook Stable;
-- $132,181,000a class X-B 'A-sf'; Outlook Stable;
-- $50,171,000 class A-S 'AAAsf'; Outlook Stable;
-- $45,347,000 class B 'AA-sf'; Outlook Stable;
-- $36,663,000 class C 'A-sf'; Outlook Stable;
-- $27,602,000ab class X-D 'BBB-sf'; Outlook Stable;
-- $27,602,000b class D 'BBB-sf'; Outlook Stable;
-- $24,499,000bc class E-RR 'BB-sf'; Outlook Stable;
-- $13,508,000bc class F-RR 'B-sf'; Outlook Stable;
Fitch does not rate the following class:
-- $33,769,063bc class G-RR
Fitch does not rate the following loan-specific classes:
-- $14,660,000bd class MBP-C
-- $27,090,000bd class MBP-D
-- $27,530,000bd class MBP-E
-- $28,940,000bd class MBP-F
-- $5,180,000bd class MBP-G
-- $6,600,000bd class MBP-HRR
-- $11,750,000bd class CG-A
-- $64,600,000abd class CG-X
-- $15,750,000bd class CG-B
-- $21,550,000bd class CG-C
-- $15,550,000bd class CG-D
-- $3,400,000bd class CG-HRR
(a) Notional amount and interest only.
(b) Privately placed and pursuant to Rule 144A.
(c) Classes E-RR, F-RR and G-RR certificates comprise the
transaction's horizontal risk retention interest.
(d) The transaction includes 12 classes of non-offered loan
specific certificates (non-pooled rake classes) related to the
companion loans of Mall at Bay Plaza (MBP-) and Crossgates Mall
(CG-).
Since Fitch published its expected ratings on Dec. 1, 2025, the
balances for classes A-2 and A-3 were finalized. At the time, the
expected ratings were published, the initial aggregate certificate
balance of the A-2 class was expected to be in the $0-$150,000,000
range, subject to a variance of plus or minus 5%. The final class
balance for class A-4 is $90,000,000. The initial aggregate
certificate balance for the A-3 class was expected to be in the
$386,076,000-$536,076,000 range, subject to a variance of plus or
minus 5%. The final class balance for class A-5 is $446,076,000.
Additionally, the issuer removed class MBP-X.
The final ratings are based on information provided by the issuer
as of Dec. 18, 2025.
Transaction Summary
The certificates represent the beneficial ownership interest in the
trust, the primary assets of which are 25 loans secured by 265
commercial properties with an aggregate principal balance of
$771,863,063 as of the cutoff date. The loans were contributed to
the trust by Wells Fargo Bank, National Association, Zions
Bancorporation, N.A., Citi Real Estate Funding Inc., JPMorgan Chase
Bank, National Association, UBS AG, BSPRT CMBS Finance, LLC,
Goldman Sachs Mortgage Company and Societe Generale Financial
Corporation.
Midland Loan Services, a Division of PNC Bank, National Association
will serve as the master servicer. CWCapital Asset Management LLC
will serve as the special servicer to the mortgage loans with the
exception of Mall at Bay Plaza and Crossgates Mall. KeyBank
National Association will act as the special servicer for Mall at
Bay Plaza, and Midland Loan Services, a Division of PNC Bank,
National Association will act as the special servicer for
Crossgates Mall.
Computershare Trust Company, National Association will serve as the
trustee and certificate administrator. BellOak, LLC is the
operating advisor. The certificates will follow a sequential
paydown structure.
KEY RATING DRIVERS
Fitch Net Cash Flow: Fitch performed cash flow analyses on 18 loans
totaling 89.0% by balance. Fitch's resulting net cash flow (NCF) of
$79.2 million represents an 15.6% decline from the issuer's
underwritten NCF.
Higher Leverage Compared to Recent Transactions: The pool has
higher leverage compared to recent U.S. Private Label Multiborrower
transactions rated by Fitch. The pool's Fitch loan-to-value ratio
(LTV) of 99.7% is higher than the 2025 YTD and 2024 averages of
97.0% and 92.4%, respectively. The pool's Fitch NCF debt yield (DY)
of 10.3% is lower than the 2025 YTD and 2024 averages of 10.4% and
10.7%, respectively.
Higher Pool Concentration: The pool is more concentrated than
recently rated Fitch transactions. The top 10 loans in the pool
make up 69.2% of the pool, higher than the 2025 YTD and 2024
averages of 62.1% and 61.0%, respectively. The pool's effective
loan count of 18.2 is lower than the 2025 YTD and 2024 average of
21.4 and 22.2, respectively.
Investment-Grade Credit Opinion Loans: One loan, Mall at Bay Plaza
(9.1% of the pool) received a standalone credit opinion of 'A-sf*'.
The pool's investment-grade credit opinion percentage is lower than
the 2025 YTD and 2024 averages of 15.3% and 14.9%, respectively.
Excluding credit opinion loans, the pool's Fitch LTV and DY are
102.3% and 10.1%, respectively, compared with the 2025 YTD conduit
LTV and DY averages of 103.2% and 9.5%, 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'/'BBB-sf'/'BB-sf'/'B-sf';
--10% NCF Decline: 'AAAsf'/'AA-sf'/'A-sf'/'BBBsf'/'BBsf'/'B-sf'/
below 'CCCsf'.
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'/'BBB-sf'/'BB-sf'/'B-sf';
--10% NCF Increase:
'AAAsf'/'AAAsf'/'AA+sf'/'A+sf'/'BBBsf'/'BBsf'/'B+sf'
[] Fitch Takes Action on 2,060 Classes From 300 US RMBS Deals
-------------------------------------------------------------
Fitch Ratings has taken various actions on 2,060 classes from 300
U.S. RMBS Non-Qualified Mortgage (NQM)/Non-Prime 2.0 transactions
issued from 2018 to 2025. Fitch also removed 1,421 of these
classes from 'Under Criteria Observation' (UCO) after review. Fitch
last reviewed this portfolio in January 2025.
Transaction Summary
Rating Action Summary:
-- 996 classes upgraded;
-- 982 classes affirmed;
-- 82 classes paid-in-full.
1,765 classes have a Stable Outlook, 211 have a Positive Outlook
and two have a Negative Outlook.
A list of the ratings is available at https://tinyurl.com/2pdftmpt
KEY RATING DRIVERS
Credit Risk of Mortgage Assets (Positive)
Expected losses on Non-Qualified Mortgage (NQM) transactions
decreased by 4.8%, on average, at the 'AAA' rating case since last
year. Lower expected losses were the most significant rating driver
in this review.
The significant decline in expected losses (EL) is primarily the
result of Fitch's updated RMBS Criteria (October 2025) and the new
probability of default (PD) and loss severity (LS) framework. The
updated framework revised Fitch's PD regression and treatment of
non-full documentation loans. Fitch's treatment of alternative
documentation loan underwriting is now less punitive, all else
equal, resulting in lower PD levels for NQM pools. Additionally,
DSCR loans, prevalent in NQM pools, now receive less of a PD
penalty, varying based on the ratio of rent over the borrower's
debt service.
Fitch introduced PD adjustments for other risk factors outside of
the regression that are prevalent in NQM deals, including DSCR
loans, foreign national borrowers, CDFI loans, and
cross-collateralized loans. However, these adjustments are less
punitive than the previous criteria and are also scaled down over
time as the loan seasons and the borrower's pay history is
established, which becomes more significant to the loan's credit.
For loss severity, the new approach introduces cure and
modification outcomes into the LS framework, which better aligns to
servicer loss mitigation standards post-GFC. Borrowers with high
amounts of equity, or low loan to value (LTV) ratios, are more
likely to reperform or modify without requiring liquidation,
generally leading to lower loss severities. The current weighted
averaged combined LTV ratio for these NQM pools is 69.7%. The 2021
& earlier vintages have low mark to mark combined LTVs, as these
pools have experienced greater home price appreciation and borrower
pay-downs, supporting lower expected loss levels.
Borrower delinquencies in NQM pools have increased moderately in
the last year. Thirty plus day delinquencies (30+ DQ%) have
increased by 1.3%, and sixty plus day delinquencies (60+ DQ%)
increased by 88 bps since the last review. National home prices
continue to rise, albeit at a slower pace, as lower inventory
bolsters the market. Case Shiller marked a 1.3% increase in
national home prices as of September 2025. Fitch currently views
national home prices as 10.3% overvalued as of 2Q25, down 20 bps
from the previous quarter.
Structural Analysis (Positive)
The upgrades were primarily driven by Fitch's updated asset
analysis, which led to lower expected losses. However, increases in
class relative credit enhancement (CE) have also supported positive
rating pressure. Relative CE for rated classes increased by 1.6% in
the last six months.
Most of the transactions under review feature a modified sequential
structure, where senior tranches are paid principal pro-rata while
subordinate bonds are locked out from principal payments until the
senior bonds are fully paid off. These structures allow for leakage
to the A-2 and A-3 classes, but also include performance triggers
that, if breached, will switch the waterfall to be straight
sequential. Although delinquencies have increased in NQM, most
deals are not close to tripping their delinquency trigger.
The current three-month conditional prepayment rate is 18.6%.
Conditional Prepayment Rates were around 10% through most of 2024
and the first half of 2025 but have recently jumped due to
declining mortgage rates. Newer vintages with higher mortgage
coupons have demonstrated the highest prepayment activity recently
compared to older vintages.
Fitch's cash flow analysis is largely unchanged from the prior
rating actions. However, a key change from the updated criteria is
that servicer advancing is now treated as a structural feature
rather than an output of expected losses. The lower recoveries from
this structural feature is taken into account in the cash flow
analysis.
Operational Risk Analysis (Mixed)
Fitch believes that operational risk is well controlled for in all
transactions in this review. 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.
However, the only consideration that has a direct impact on Fitch's
loss expectations is loan-level due diligence. 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 Risk and Credit Linkages (Negative)
The ratings on the PacWest notes in this review were directly
linked to Pacific Western Bank's IDR. After PacWest was negatively
affected by the failure of Silicon Valley Bank in 1H23, Fitch
downgraded and ultimately withdrew its rating in December 2023.
Before this failure, funds were transferred, ensuring principal
payments on the PacWest notes were made from an eligible account at
CitiBank. Interest payments on the notes are unsecured debt
obligations of CitiBank. The ratings on the notes are directly
linked to the Issuer Default Rating (IDR) of the counterparty,
CitiBank, N.A. (A+/F1/Outlook Stable). On Aug. 15, 2025, Fitch
affirmed CitiBank N.A.'s ratings.
Fitch also applied an 'Asf' rating cap to three transactions issued
by Change Lending, LLC. Change Lending is an independent Community
Development Financial Institution (CDFI) that must originate 60% of
its loans to its CDFI target markets to maintain its CDFI
designation. As a CDFI-designated lender, Change Lending's loans
are exempt from the Ability To Repay rule and do not require
income, employment, or debt-to-income (DTI) documentation.
While the loans were originated to creditworthy borrowers based on
other attributes, due to the lack of employment and income
verification, Fitch has capped the highest possible rating for
Change Lending-issued transactions (CHNGE 2023-2/3/4) at 'Asf' with
a Stable Rating Outlook.
The rest of the deals in the review conform with the requirements
described in Fitch's Global Structured Finance Rating Criteria.
Additionally, all legal requirements are satisfied to fully de-link
the transaction from any other entities.
Rating Cap Analysis (Positive)
Another significant driver of upgrades in this review was the
removal of rating caps previously found in Fitch's old RMBS rating
criteria. First, the new RMBS criteria removed the multi-notch
upgrade tolerance. Classes are now rated at the highest stress
where they are projected to receive all principal while
experiencing no interest shortfalls. Previously, a class had to
pass two notches above from its current rating to be upgraded.
The second change was the removal of the months-to-pay-off (MTPO)
upgrade cap. MTPO was a metric calculated by Fitch's cash flow
modeling that estimated how many months it would take for a class
to pay off. Previously, a class had to be under a certain MTPO to
be upgraded to limit ratings volatility due to tail risk. This
tolerance has been removed with the updated criteria, leading to
positive rating pressure for subordinate classes with lower
priority in the waterfall.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
This defined negative stress 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 decline at the base case.
This analysis indicates some potential rating migration with higher
MVDs compared with the model projection.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth with no
assumed overvaluation. The analysis assumes positive home price
growth of 10.0%. Excluding the senior classes already rated 'AAAsf'
as well as classes that are constrained due to qualitative rating
caps, the analysis indicates there is potential positive rating
migration for all of the other rated classes.
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. For enhanced disclosure of Fitch's
stresses and sensitivities, please refer to U.S. RMBS Loss Metrics.
*********
Monday's edition of the TCR delivers a list of indicative prices
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