/raid1/www/Hosts/bankrupt/TCREUR_Public/240813.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Tuesday, August 13, 2024, Vol. 25, No. 162
Headlines
B O S N I A A N D H E R Z E G O V I N A
REPUBLIKA SRPSKA: S&P Affirms 'B' LT ICR, Outlook Stable
F R A N C E
PIXEL 2021: Fitch Affirms 'BB+sf' Rating on Class F Notes
G E O R G I A
GEORGIA: S&P Affirms 'BB/B' Sovereign Credit Rating, Outlook Stable
G E R M A N Y
SC GERMANY: DBRS Confirms BB(high) Rating on Class F Notes
I R E L A N D
DILOSK RMBS 7: DBRS Confirms BB Rating on Class E Notes
PALMER SQUARE 2024-2: Fitch Assigns 'BB+(EXP)sf' Rating to E Notes
PENTA CLO 17: S&P Assigns B- (sf) Rating to Class F Notes
K A Z A K H S T A N
MFO ARNUR: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
N E T H E R L A N D S
DUTCH MORTGAGE 2024-1: DBRS Finalizes B(low) Rating on E Notes
MONG DUONG: Fitch Affirms 'BB+' Rating on USD679M Sr. Secured Notes
S P A I N
AMBER HOLDCO: Fitch Assigns 'B+' Final LongTerm IDR, Outlook Stable
HIPOTECARIA UCI 12: S&P Raises Class C Notes Rating From 'B (sf)'
T U R K E Y
ALBARAKA TURK: Fitch Puts 'B-' Final LT Rating to Cert. Programme
U N I T E D K I N G D O M
EV METALS UK: Opus Named as Administrators
FOLKESTONE SPORTS: Opus Named as Administrators
KCA DEUTAG: Fitch Puts 'B+' LongTerm IDR on Watch Positive
LONDON WALL 2024-01: Fitch Assigns BB-(EXP)sf Rating to Cl. X Notes
MANSARD 2007-1: Fitch Lowers Rating on Class B2a Notes to 'B-sf'
PRAESIDIAD LTD: EUR290MM Bank Debt Trades at 61% Discount
SOUTHERN PACIFIC 06-1: Fitch Affirms 'B-sf' Rating on Cl. E1c Notes
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B O S N I A A N D H E R Z E G O V I N A
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REPUBLIKA SRPSKA: S&P Affirms 'B' LT ICR, Outlook Stable
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On Aug. 9, 2024, S&P Global Ratings affirmed its 'B' long-term
issuer credit rating on Republika Srpska, a constituent entity of
Bosnia and Herzegovina (BiH; B+/Stable/B). The outlook is stable.
Outlook
S&P said, "The stable outlook reflects our view that still solid
revenue growth and constrained access to capital markets limit
Republika Srpska's budget deficit and debt accumulation. Despite a
tight liquidity position, we believe Republika Srpska has
sufficient budget resources to finance upcoming maturities."
Downside scenario
S&P said, "We could lower the rating if we observed that Republika
Srpska had failed to restore access to funding sources, especially
from abroad, in the next few months. Access can be constrained by
substantial adverse changes in market conditions, management
deficiencies, or a particular escalation in intergovernmental
tensions. Additional international sanctions or court decisions
against Republika Srpska's leaderhip could further diminish the
willingness of external and domestic creditors to provide financing
to the government."
Upside scenario
S&P could raise the rating on Republika Srpska if more predictable
coordination with other stakeholders in BiH leads to better funding
conditions and sustained economic development. In combination with
a more effective fiscal policy that is less tied to election
cycles, these conditions could help Republika Srpska achieve a
sustainable operating surplus and reduce its refinancing risks.
Rationale
S&P said, "We affirmed the rating on Republika Srpska because we
see that its access to funding internationally and domestically
remains limited. This could restrain Republika Srpska in its large
infrastructure development program that is required for its
economic development, as well as create uncertainties in redeeming
its EUR293.5 million bond coming due in April 2026. The turbulent
political environment, with regular calls from Republika Srpska to
secede from BiH and U.S. sanctions imposed on top officials in
Republika Srpska, dampens international investors' appetite for its
debt.
"We anticipate Republika Srpska will borrow externally in the next
few months, to relieve what we considered a nearly saturated
domestic market. This will enable the financing and implementation
of its reduced investment program and support projected economic
growth. We do not consider the improvement in budgetary performance
with a minor deficit after capital accounts and a slower debt
accumulation due to restricted funding source positive for
Republika Srpska's longer-term financial sustainability.
"Nevertheless, as a result of the substantially increased minimum
wage in the local economy, we anticipate a structural improvement
in Republika Srpska's operating budgetary performance. We project
Republika Srpska will restore its operating surplus and reduce the
overall deficit from 2024. Republika Srpska's debt burden will
gradually subside with tax-supported debt falling below a moderate
100% of consolidated operating revenue by 2026.
Persistent political tensions restrict Republika Srpska's access to
funding, inhibit economic development, and pose a longer-term
challenge to fiscal sustainability
S&P said, "We assess the institutional framework under which
constituent entities in BiH operate as volatile and unbalanced.
Republika Srpska operates under complex political and financial
arrangements with the central government of BiH and the country's
other constituent entity, the Federation of Bosnia and Herzegovina
(FBiH). Constant political tensions test the fragile balance of
power between the different authorities that is specified in the
Dayton Accord and the constitution. Although all three governments
broadly agree on the need for institutional and economic reforms,
even with the encouragement of EU membership talks, implementation
is slow. Republika Srpska's political leadership regularly uses
secession rhetoric in relation to state-level institutions and
challenges decisions made by the BiH Office Of High Representative.
However, we continue to consider that concrete steps toward
Republika Srpska's secession are unlikely. It remains very
dependent on availability of international financing, which is
currently constrained due to persistent political tensions."
The weaknesses of the institutional framework are partially offset
by the constitutional entities' strong autonomy to oppose central
government level decisions and manage their own fiscal policies. As
such, Republika Srpska sets the rate and base for about 60% of its
revenue, including direct taxes and social security contributions.
Moreover, a special mechanism ensures timely repayment of about 45%
of Republika Srpska's debt, mostly owed to multilateral
institutions via BiH. The State Indirect Tax Authority collects
indirect taxes, such as value-added tax and excises, allocates them
first for financing of central government institutions and
servicing external debt raised by BiH on behalf of the constituent
entities. It then allocates the residual amount to the budgets of
constituent entities and local governments.
S&P said, "We continue to view Republika Srpska's financial
management as weak due to limited predictability of its budget
policy, the lack of a formal liquidity policy, and lack of
effective control of government-related entities. In addition,
Republika Srpska has a track record of loosening its fiscal policy
prior to elections, which in our view constrains the entity's
financial flexibility. The government, formed from representatives
of eight parties, benefits from a comfortable majority in the
Republika Srpska's parliament, ensuring smooth approval of budgets
and financial decisions. The Alliance of Independent Social
Democrats (SNSD) party, headed by incumbent president Milorad
Dodik, leads the coalition.
"We view positively the existence of a cap on the government's debt
burden and annual deficit, as well as a relatively high level of
disclosure on core government budget and debt operations. Republika
Srpska's debt cannot exceed 60% of its GDP, while the deficit
should stay within 3% of GDP. The government regularly publishes
its latest strategy and annual budget documents on its website, as
well as monthly financial statements. We assume Republika Srpska
will remain committed to its fiscal rules.
"Republika Srpska's economy is relatively poor in an international
context and faces significant demographic challenges. We expect
regional GDP per capita to exceed $8,000 in 2024, still about 10%
below the BiH national average. We also project GDP growth will
accelerate to a sound 2%-3% annually over 2024-2026, broadly in
line with the national trend." The population is shrinking and also
aging rapidly. A significant proportion of the working age
population is migrating to developed Europe in search of higher
wages and better predictability. The recent increase in minimum
wages does not appear to have had a significant impact on this
trend. Recurring political tensions hinder investment to improve
productivity, and higher labor costs might drive businesses out of
the region and reduce employment opportunities. The economy is
relatively diversified, with manufacturing and trade (wholesale and
retail) as leading economic activities. Power generation is a
sector that requires significant investment to replace coal-fired
generation with new hydro power stations and other renewable energy
sources. Inflation has declined since its peak of about 17% in
October 2022, and is set to drop below 3% from 2025.
Limited access to external funding restricts spending and debt
buildup
S&P said, "In our view, regular political escalations in Republika
Srpska and U.S. sanctions constrain the entity's access to external
funding, which we now view as limited. Its internal liquidity
position is set to improve slightly thanks to a lower-than-planned
budget deficit. We estimate that available cash will cover about
40% of annual debt service, compared with just 20% a year ago. This
recovery will be temporary, though, as Republika Srpska faces a
large repayment of its EUR293.5 million bond due in April 2026.
This repayment represents a significant liquidity risk to the
entity. We assume that Republika Srpska can refinance its domestic
debt with local banks, while payments to multilateral institutions
are serviced timely via The State Indirect Tax Authority and the
central government."
Lower borrowing, combined with sound revenue growth, will lead to a
gradual improvement in formal budgetary performance, which will
remain structurally weak. The government increased the minimum wage
in the local economy by 28% from 2024. This measure boosts personal
income tax and contributions to social security funds, which
together account for nearly 40% of operating revenue. Combined with
slowing inflation, strong revenue growth should help Republika
Srpska achieve a minor operating surplus in 2024. Stronger
operating performance, combined with limited net borrowings, will
result in a noticeable reduction of the budget deficit after
capital accounts that will shrink to below 2% on average in
2024-2026. However, this recovery will be short lived, in S&P's
view. When Republika Srpska's access to funding strengthens, it
will increase borrowing to finance investments in local
infrastructure and subsidies to public sector entities, especially
if there are delays in disbursement of EU grants.
S&P said, "Limited access to funding will constrain Republika
Srpska's development program and ensuing accumulation of its debt,
in our view. We anticipate that its tax-supported debt, which
includes direct government debt, as well as debt of social security
funds, public institutions, and a few state-owned entities
(including the highways and motorways managers), will decrease
below a moderate 100% of consolidated operating revenue by 2026.
About 60% of tax-supported debt is external, while most of the debt
is denominated at fixed interest rates. Given smaller-than-expected
borrowing and interest rates set to decrease, we expect interest
spending will remain below 5% of operating revenue.
"In our view, Republika Srpska has limited, but growing, risk
related to contingent liabilities. This process may be fueled by
potential delays in disbursement of EU and other grants in case of
substantial political tensions. We anticipate debt of the
state-owned enterprises will likely increase. Elektroprivreda
Republike Srpske a.d., the state-owned electricity producer, is
embarking on several debt-funded development projects, which are
guaranteed by Republika Srpska. Meanwhile, its railway company is
going through restructuring and may require investment. There are
also a few court cases, including intergovernmental claims, which
may increase Republika Srpska's debt obligations. The largest claim
relates to an aborted implementation of a hydropower plant by a
Slovenian contractor and may require Republika Srpska to offset
mutual obligations with BiH, the formal borrower."
In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.
After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.
The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.
The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.
Ratings List
RATINGS AFFIRMED
REPUBLIKA SRPSKA
Issuer Credit Rating B/Stable/--
Senior Unsecured B
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F R A N C E
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PIXEL 2021: Fitch Affirms 'BB+sf' Rating on Class F Notes
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Fitch Ratings has affirmed Pixel 2021 ratings as detailed below.
Entity/Debt Rating Prior
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Pixel 2021
A FR0014004TE8 LT AAAsf Affirmed AAAsf
B FR0014004TF5 LT AA+sf Affirmed AA+sf
C FR0014004TG3 LT A+sf Affirmed A+sf
D FR0014004TH1 LT BBB+sf Affirmed BBB+sf
E FR0014004TI9 LT BBB-sf Affirmed BBB-sf
F FR0014004TJ7 LT BB+sf Affirmed BB+sf
Transaction Summary
Pixel 2021 is a securitisation of equipment lease receivables
originated in France by BNP Paribas Lease Group (BPLG) and granted
to SMEs and other corporate debtors with a business presence in
France. The securitisation ended its revolving period on 27
February 2023 and is now amortising pro-rata. All leases have a
fixed interest rate.
KEY RATING DRIVERS
No Residual Value (RV) Risk: The portfolio comprises operating
leases and finance leases with purchase option for the lessees.
Office equipment makes up the majority of leased assets, in the
form of multi-function printers. The RV component in lease
agreements is not part of the securitisation.
Performance in Line with Expectations: The transaction exited its
revolving period on 27 February 2023. Since then performance has
been in line with expectations. Fitch has reduced the default
multiple as the transaction continues to amortise.
Hybrid Pro-Rata Redemption: The notes are paid based on their
target subordination ratios (as percentages of the performing and
delinquent portfolio balance) during the amortisation period. The
subordination ratio for each class is equal to its initial credit
enhancement (CE), which means all the notes amortise pro-rata as
long as no sequential amortisation event occurs and there is no
principal deficiency ledger in debit.
Liquidity Protection for Class A-D: The class A to D notes benefit
from a liquidity reserve funded at closing, which in Fitch's view,
protects the transaction against a disruption in the collection
process. The class E and F notes do not have access to this. Fitch
believes that daily transfers from the servicer's accounts to a
specially dedicated account held by an eligible entity mitigate
payment interruption risk for the junior notes at their current
ratings.
Equipment Maintenance Risk Mitigated: BPLG is responsible for
providing equipment maintenance by coordinating a network of
third-party repairers. The non-provision of maintenance services by
BPLG could make the lease agreements void. However, Fitch believes
that the need to post a reserve on a downgrade of an eligible
maintenance reserve guarantor mitigates this risk.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Rating sensitivity to increased default rates (class A/B/C/D/E/F):
Increase base-case defaults by 10%:
'AAAsf'/'AA+sf'/'Asf'/'BBBsf'/'BB+sf'/'BBsf'
Increase base-case defaults by 25%:
'AAAsf'/'AAsf'/'A-sf'/'BBBsf'/'BB+sf'/'BB-sf'
Increase base-case defaults by 50%:
'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BBsf'/'Bsf'
Rating sensitivity to reduced recovery rates (class A/B/C/D/E/F):
Reduce base-case recovery by 10%:
'AAAsf'/'AA+sf'/'A+sf'/'A-sf'/'BBBsf'/'BB+sf'
Reduce base-case recovery by 25%:
'AAAsf'/'AA+sf'/'AA-sf'/'Asf'/'BBB+sf'/'BBB-sf'
Reduce base-case recovery by 50%:
'AAAsf'/'AA+sf'/'AAsf'/'A+sf'/'A-sf'/'BBB+sf'
Rating sensitivity to increased default rates and reduced recovery
rates (class A/B/C/D/E/F):
Increase base-case defaults, reduce base-case recovery rate by 10%:
'AAAsf'/'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BB+sf'
Increase base case defaults by 25%, reduce base-case recovery rate
by 25%: 'AAAsf'/'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BB+sf'
Increase base case defaults by 50%, reduce base-case recovery rate
by 50%: 'AAAsf'/'AA+sf'/'A+sf'/'A-sf'/'BBBsf'/'BB+sf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Expected impact on the notes' rating of decreased defaults and
increased recoveries (class A/B/C/D/E/F):
Decrease base-case defaults by 10%, increase base-case recovery
rate by 10%:'AAAsf'/'AAAsf'/'AA-sf' /'Asf'/'BBBsf'/'BBB-sf'
Decrease base-case defaults by 25%, increase base-case recovery
rate by 25%:'AAAsf'/'AAAsf'/'AAsf' /'A+sf'/'BBB+sf'/'BBBsf'
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.
Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
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G E O R G I A
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GEORGIA: S&P Affirms 'BB/B' Sovereign Credit Rating, Outlook Stable
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On Aug. 9, 2024, S&P Global Ratings affirmed its 'BB/B' long- and
short-term sovereign credit ratings on the Government of Georgia
(Georgia). The outlook is stable.
Outlook
The stable outlook balances Georgia's strong economic and fiscal
performance against growing policy uncertainty, which S&P expects
will persist over the next 12 months.
Downside scenario
Rating pressure could emerge from a significant escalation in
domestic political tensions, which could undermine investor
confidence and hinder Georgia's growth prospects. Additionally,
rating stress could intensify in a scenario characterized by
reverse migration and capital outflows, leading to a marked
deterioration in public finances and the balance of payments.
Upside scenario
S&P could consider a positive rating action within the next 12
months if Georgia's economic and fiscal performance exceeds its
projections and domestic political uncertainty diminishes.
Rationale
S&P said, "Our ratings on Georgia are constrained by the country's
relatively low income levels and weak external position,
exacerbated by its dependence on imports and significant external
liabilities. Additionally, moderate dollarization of Georgia's
financial system somewhat hampers the monetary policy transmission
channel.
"On the positive side, our ratings on Georgia benefit from a
comparatively strong policy framework, especially when measured
against other sovereigns in the region." However, there is a risk
that these policy settings could weaken. The country's moderate
government debt levels, largely floating exchange rate regime, and
access to timely concessional financing from international
financial institutions (IFIs) also provide support to its ratings.
Institutional and economic profile: Despite strong economic growth,
government policy predictability has been eroding
-- Georgia's economy continues to perform strongly and S&P has
revised up its growth forecast to 6.6% this year from 5.0%
previously, driven by robust consumption.
-- While Georgia's macroeconomic policymaking remains prudent,
broader policy predictability has somewhat diminished.
-- This has resulted in the de-facto freeze of Georgia's EU
accession bid and the suspension of the IMF program.
Georgia's economy has outperformed our expectations, with
first-quarter 2024 growth reaching 8.4% year on year. The primary
drivers of growth were public and private consumption, bolstered by
robust tourism inflows, a tightening labor market, and substantial
real wage growth. High-frequency growth indicators suggest that
this momentum continued through June, leading S&P to revise its
2024 growth forecast to 6.6%, up from 5.0% previously, with
consumption expected to remain the primary growth driver.
S&P said, "Beyond 2024, Georgia's economic growth outlook remains
strong, and we project real GDP will expand by an annual average of
5% through 2027. However, there are risks to these base-case
projections. The long-term residency of migrants and businesses
from Russia and Belarus introduces a layer of uncertainty, as some
of them might decide to relocate. According to Geostat, 62,300
Russian citizens opted to remain in Georgia in 2022 (around 1%-2%
of total population or labor force), and they have registered
26,339 companies since the onset of the war in Ukraine.
Additionally, the escalation of regional conflicts and their
potential repercussions on global and European economies could
adversely affect Georgia's growth prospects. Our base-case scenario
assumes real GDP growth will average 5% through 2027."
Georgia's policy settings remain broadly prudent, particularly
within the region. Over the past two decades, the country has
implemented reforms, resulting in improvements in governance and
the business environment.
Nevertheless, recent policy initiatives appear to backtrack on some
past reforms, undermine checks and balances between institutions,
and weaken policy predictability. One example of such initiatives
is the introduction of the "Transparency of Foreign Influence" law
in early 2023, suggesting a shift toward consolidating political
power ahead of the October elections. This law requires
organizations with more than 20% foreign funding to register as
foreign agents in the register of foreign influence. Although
protests in 2023 led to its revocation, the law was reintroduced in
2024. Despite further protests and a veto by President Salome
Zourabichvili, Parliament overrode the veto in May 2024, and the
law was enacted. These developments have triggered international
criticism, including from the EU.
Georgia was granted EU candidate status in December 2023; however,
the implementation of the Transparency of Foreign Influence law has
prompted the EU to de-facto halt Georgia's accession process and
freeze a portion of its financial aid, citing concerns over the
law's impact on democratic freedoms and its alignment with EU
values. Additionally, the U.S. has imposed visa restrictions on
dozens of Georgian officials. Given the current political climate,
we do not expect Georgia's EU bid to be de-facto unfrozen before
the October parliamentary elections. The post-election period will
be crucial in determining whether the incoming government will take
steps to align with EU standards and make progress in the accession
process.
Moreover, in June 2023, the central bank law was amended to
introduce the position of first vice governor, who is designated to
step in as the governor of the National Bank of Georgia (NBG) in
the event of a vacancy. The first vice governor will be responsible
for making decisions regarding the central bank's policies and
operations. Previously, the duties of a vacant governor position
were handled by other deputy governors. Compounding concerns is the
subsequent introduction of new regulations by the NBG, stipulating
that international sanctions cannot be applied to a Georgian
citizen unless there is a conviction from a domestic court. This
policy has led to a temporary deterioration of financial
confidence, and in S&P's review represents a slight erosion of the
central bank's independence.
Flexibility and performance profile: Public finance remains strong,
but reserves have gradually dipped
-- Government revenue is likely to surpass fiscal targets this
year, thanks to strong economic growth.
-- The NBG's foreign reserves have declined to their lowest levels
since February 2023.
-- Despite inflation remaining below the NBG's target, S&P
anticipates that the NBG will maintain a cautious monetary policy
stance, due to prevailing domestic political uncertainty.
The 2024 budget targets a deficit of 2.5% of GDP, unchanged from
2023. As of May 31, 2024, the headline deficit reached a low 0.2%
of GDP. Revenue growth surged by 15.5% compared with the same
period last year, driven primarily by robust tax revenue
collection. However, expenditure has also risen by 17% due to
various increased expenditure, including of wages and social
benefits. S&P anticipates that revenue growth will surpass
government forecasts this year, fueled by stronger-than-expected
economic performance. Nevertheless, it is likely that any excess
revenue may be utilized to support election-related fiscal
policies, given upcoming parliamentary elections in October. In
line with previous years, the deficit will be financed via a mix of
domestic and international sources, such as from IFIs like the
World Bank.
In the long term, given the government's fiscal prudence and
compliance with domestic fiscal rules that are similar to the
Maastricht criteria, S&P anticipates that general government
deficits will remain contained, with net general government debt
staying near a moderate 36% of GDP. Although over 70% of government
debt is denominated in foreign currencies, most of this debt is
owed to official bilateral and multilateral lenders, with long
maturities and relatively lower interest rates. Key creditors
include IFIs. Additionally, Georgia has a $500 million commercial
Eurobond due in 2026. The prevalence of loans from IFIs helps
minimize refinancing risks and offers a buffer against high global
interest rates. As part of its debt management strategy, the
government plans to reduce the share of foreign currency debt in
the country's overall debt stock by increasing the share of
domestic debt in the coming years.
S&P said, "We project the current account deficit to increase to
5.5% of GDP in 2024, up from 4.4% in 2023. This increase is
attributed to a slight worsening of the trade balance due to weaker
external demand. However, remittances and tourism receipts are
expected to remain robust, providing some offsetting support. Until
2027, we forecast the current account deficit to average
approximately 5.3% of GDP. Net foreign direct investment will
continue to be the main source of external financing during this
period. Additionally, the government will secure external funds
through loans from IFIs, primarily allocated for infrastructure
projects."
Georgia's persistent current account deficits have resulted in a
substantial buildup of external liabilities. Net external debt
stands at approximately 60% of current account receipts (CARs), and
its overall net external liability position accounts for a high
150% of CARs. That said, a significant portion of external debt has
been acquired by the public sector, often under favorable
concessional terms, and by financial institutions and
corporations.
The NBG has seen its reserves dip to their lowest levels since
February 2023, reaching EUR4.6 billion in June, down from EUR5.1
billion during the same period last year. This decline is
attributed to government foreign debt repayment and a reduction in
foreign currency reserve requirements.
The NBG has actively intervened in the foreign currency market to
mitigate pressure on the Georgian lari. Notably, in response to the
passage of the Transparency of Foreign Influence law and large
one-off dividends, the NBG sold foreign currency worth US$219.8
million in May and June. During this period, the lari depreciated
against the U.S. dollar by 4.6%. However, since the beginning of
May, the lari has recovered most of its lost value. Given political
uncertainty, the lari may face additional pressure in the run-up to
the elections in October.
Inflation has been on an upward trend since the beginning of the
year, reaching 2.2% in June, primarily driven by rising food and
transport prices. Despite inflation remaining below the NBG target
of 3% in recent months, the NBG has proactively reduced the
monetary policy rate (refinancing rate) by 250 basis points over
the past year, bringing it down to 8%. S&P said, "We forecast
inflation to average 2.6% this year. However, we anticipate that
the NBG will maintain a cautious monetary policy stance until
domestic political pressures subside, among other factors such as
geopolitical uncertainty."
Georgia's banking system remains stable. Banks have strong
capitalization levels and maintain sufficient liquidity buffers.
S&P said, "We expect the stock of loans will remain in double
digits for the remainder of 2024. Despite a gradual decline,
Georgia still faces a relatively high dollarization of the banking
system. Nonperforming loans (NPLs) decreased to 3.6% in the second
quarter of 2023 from 4.7% in mid-2022, thanks to continued credit
expansion and strong economic growth. But we expect the NPL ratio
to tick up in the next 12 months on softening economic growth."
S&P said, "We recognize Georgia's banking regulation as effective
and largely consistent with international standards, marked by
solid corporate governance and commendable transparency. Banks'
somewhat notable dependence on external financing--particularly
loans and nonresident deposits--compared with those of peer banking
systems, is anticipated to persist, although risks are somewhat
mitigated by tougher liquidity requirements for nonresident
deposits. The sector is dominated by two banks holding over 70% of
the market share in crucial market segments. The ties between the
Georgian banking system and Russia are primarily restricted to
Georgian businesses trading goods with Russia."
In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.
After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.
The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.
The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.
Ratings List
RATINGS AFFIRMED
GOVERNMENT OF GEORGIA
Sovereign Credit Rating BB/Stable/B
Transfer & Convertibility Assessment BBB-
Senior Unsecured BB
=============
G E R M A N Y
=============
SC GERMANY: DBRS Confirms BB(high) Rating on Class F Notes
----------------------------------------------------------
DBRS Ratings GmbH confirmed its credit ratings on the notes
(collectively, the Notes) issued by SC Germany S.A., acting on
behalf and for the account of its Compartment Consumer 2023-1 (the
Issuer) as follows:
-- Class A Notes at AAA (sf)
-- Class B Notes at AA (sf)
-- Class C Notes at A (high) (sf)
-- Class D Notes at A (low) (sf)
-- Class E Notes at BBB (low) (sf)
-- Class F Notes at BB (high) (sf)
The credit rating on the Class A Notes addresses the timely payment
of scheduled interest and the ultimate repayment of principal by
the legal final maturity date. The credit ratings on the Class B
Notes, Class C Notes, Class D Notes, and Class E Notes address the
ultimate payment of interest, the timely payment of interest when
most senior, and the ultimate repayment of principal by the legal
final maturity date. The credit rating on the Class F Notes
addresses the ultimate payment of interest and the ultimate
repayment of principal by the legal final maturity date.
CREDIT RATING RATIONALE
The credit rating actions follow an annual review of the
transaction and are based on the following analytical
considerations:
-- Portfolio performance, in terms of delinquencies, defaults, and
losses, as of the July 2024 payment date;
-- Probability of default (PD), loss given default (LGD), and
expected loss assumptions on the remaining receivables; and
-- Current available credit enhancement to the Notes to cover the
expected losses at their respective credit rating levels.
The transaction is a securitization collateralized by a portfolio
of fixed-rate unsecured amortizing personal loans granted without a
specific purpose to private individuals domiciled in Germany and
serviced by Santander Consumer Bank AG (SCB; the originator,
seller, and servicer). The transaction closed in August 2023 with
an initial portfolio of EUR 800 million and included an initial
12-month revolving period, which will end on the August 2024
payment date.
Following the end of the revolving period, the Class A, Class B,
Class C, Class D and Class E Notes will start amortizing on a pro
rata basis and will continue to do so unless a sequential
redemption event is triggered. Pursuant to the interest priority of
payments, the Class F Notes started amortizing from the first
payment date using available excess spread, with a target
amortization schedule of 20 equal instalments to be paid after the
replenishment of the liquidity reserve.
PORTFOLIO PERFORMANCE
As of the July 2024 payment date, loans that were one to two and
two to three months delinquent represented 0.3% and 0.4% of the
portfolio balance, respectively, while loans that were more than
three months delinquent represented 0.7%. Gross cumulative defaults
amounted to 1.2% of the original portfolio balance, with cumulative
no material recoveries to date.
PORTFOLIO ASSUMPTIONS AND KEY DRIVERS
Morningstar DBRS maintained its base case PD and LGD assumption at
4.75% and 84.0%, respectively.
CREDIT ENHANCEMENT
The subordination of the respective junior notes,
over-collateralization of the outstanding collateral portfolio and
Part 2 of the liquidity reserve (as defined in the next paragraph),
provide credit enhancement.
As of the July 2024 payment date, credit enhancement to the Class
A, Class B, Class C, Class D, Class E have slightly decreased since
the issue date to 24.6%, 19.6%, 14.3%, 9.1% and 3.8%, respectively
from 24.8%, 19.8%, 14.5%, 9.3% and 4.0%, respectively. On the other
hand, the credit enhancement to the Class F notes slightly
increased to 2.8% from 2.7%, due to the early amortization.
The transaction benefits from an amortizing liquidity reserve with
a target balance at 1.5% of the outstanding balance of the Notes
which is replenished in two different positions in the interest
waterfall:
-- Part 1 has required amount equal to 1% of the Notes'
outstanding amount with a floor amount of EUR 3,916,000 and can
cover shortfalls in senior expenses, swap payments, and interest on
the Class A Notes and, if not deferred, interest on the Class B
through Class F Notes.
-- Part 2 has a required amount defined as the difference between
the required aggregate amount and Part 1 and can be used to clear
the remaining shortfalls and any debit in the principal deficiency
ledgers. The excess reserve amount could also cover items below the
reserve replenishment, such as deferred interest on the junior
notes and Class F Notes principal.
Since March 2024 payment date the liquidity reserve was not at its
target and consequently Class F Notes stopped amortizing. As of
July 2024 payment date, the liquidity reserve outstanding amount
was EUR 10.3 million, below its target at EUR 11.7 million.
A commingling reserve is also available to the Issuer if the rating
of Santander Consumer Finance S.A. falls below the required credit
rating or Santander Consumer Finance S.A. ceases to have direct
ownership of at least 50% of the originator. The required amount is
equal to the sum of (A) 1.5 times the scheduled collections for the
next month and (B) 2.75% of the outstanding portfolio balance as at
the preceding payment date.
The Bank of New York Mellon, Frankfurt Branch acts as the account
bank for the transaction. Based on Morningstar DBRS' private credit
rating, the downgrade provisions outlined in the transaction
documents, and other mitigating factors inherent in the transaction
structure, Morningstar DBRS considers the risk arising from the
exposure to the account bank to be consistent with the credit
ratings assigned to the Notes, as described in Morningstar DBRS'
"Legal Criteria for European Structured Finance Transactions"
methodology.
DZ BANK AG Deutsche Zentral-Genossenschaftsbank, acts as the swap
counterparty for the transaction. Morningstar DBRS reference credit
rating at AA (low) is consistent with the first rating threshold as
described in Morningstar DBRS' "Derivative Criteria for European
Structured Finance Transactions" methodology.
Morningstar DBRS' credit ratings on the applicable classes address
the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
Where applicable, a description of these financial obligations can
be found in the transactions' respective press releases at
issuance.
Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.
Notes: All figures are in euros unless otherwise noted.
=============
I R E L A N D
=============
DILOSK RMBS 7: DBRS Confirms BB Rating on Class E Notes
-------------------------------------------------------
DBRS Ratings GmbH took the following credit rating actions on the
notes issued by Dilosk RMBS No. 7 DAC (the Issuer):
-- Class A confirmed at AAA (sf)
-- Class B confirmed at AA (low) (sf)
-- Class C confirmed at A (sf)
-- Class D confirmed at BBB (sf)
-- Class E confirmed at BB (sf)
-- Class F confirmed at B (low) (sf)
-- Class X1 upgraded to B (sf) from CCC (sf)
The credit rating on the Class A notes addresses the timely payment
of interest and ultimate payment of principal on or before the
legal final maturity date in November 2062. The credit rating on
the Class B notes addresses the ultimate payment of interest and
principal while junior and the timely payment of interest while the
senior-most class outstanding. The credit ratings on the Class C,
Class D, Class E, Class F, and Class X1 notes address the ultimate
payment of interest and principal.
The credit rating actions follow an annual review of the
transaction and are based on the following analytical
considerations:
-- Portfolio performance, in terms of delinquencies, defaults and
losses.
-- Portfolio default rate (PD), loss given default (LGD) and
expected loss assumptions on the remaining receivables.
-- Current available credit enhancement to the notes to cover the
expected losses at their respective credit rating levels.
The transaction is a securitization of buy-to-let mortgage loans
originated and serviced by Dilosk DAC, and granted to individuals,
corporates, and pension trusts in the Republic of Ireland.
PORTFOLIO PERFORMANCE
As of May 2024, loans two to three months in arrears represented
0.0% of the outstanding portfolio balance, loans more than three
months in arrears represented 0.2%, and the cumulative default
ratio was 0.0%.
PORTFOLIO ASSUMPTIONS AND KEY DRIVERS
Morningstar DBRS conducted a loan-by-loan analysis of the remaining
pool of receivables and has updated its base case PD and LGD
assumptions at the B (sf) rating level to 1.7% and 10.2%
respectively.
CREDIT ENHANCEMENT
As of the May 2024 payment date, the credit enhancements available
to the Class A, Class B, Class C, Class D, Class E, and Class F
Notes were 12.5%, 9.1%, 5.1%, 2.8%, 1.4%, and 0.6% respectively, up
from 10.9%, 7.9%, 4.4%, 2.4%, 1.1%, and 0.4% at the initial rating,
respectively. Credit enhancement to the Class A to F notes is
provided by subordination of junior classes and the general reserve
fund. The Class X1 notes do not benefit from hard credit
enhancement in the form of subordination, but are instead repaid
through the use of available excess spread.
The general reserve fund is currently at its target level of EUR
0.9 million, equal to 1.25% of the original principal balance of
the Class A to F notes, minus the liquidity reserve target amount.
The general reserve fund is available to cover senior fees,
interest, and principal (via the principal deficiency ledgers) on
the Class A to F notes.
The liquidity reserve fund is currently at its target level of EUR
1.6 million, equal to 1.0% of the outstanding principal balance of
the Class A notes, and is available to cover senior fees and
interest on the Class A notes.
The Bank of New York Mellon, Dublin Branch (BNY Mellon) acts as the
account bank for the transaction. Based on the Morningstar DBRS
private credit rating of BNY Mellon, the downgrade provisions
outlined in the transaction documents, and other mitigating factors
inherent in the transaction structure, Morningstar DBRS considers
the risk arising from the exposure to the account bank to be
consistent with the credit rating assigned to the Class A notes, as
described in Morningstar DBRS' "Legal Criteria for European
Structured Finance Transactions" methodology.
Morningstar DBRS' credit ratings on the applicable classes address
the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
Where applicable, a description of these financial obligations can
be found in the transactions' respective press releases at
issuance.
Morningstar DBRS's long-term credit ratings provide opinions on
risk of default. Morningstar DBRS considers risk of default to be
the risk that an issuer will fail to satisfy the financial
obligations in accordance with the terms under which a long-term
obligation has been issued.
Notes: All figures are in euros unless otherwise noted.
PALMER SQUARE 2024-2: Fitch Assigns 'BB+(EXP)sf' Rating to E Notes
------------------------------------------------------------------
Fitch Ratings has assigned Palmer Square European Loan Funding
2024-2 DAC notes expected ratings.
The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.
Entity/Debt Rating
----------- ------
Palmer Square European
Loan Funding 2024-2 DAC
A LT AAA(EXP)sf Expected Rating
B LT AA(EXP)sf Expected Rating
C LT A(EXP)sf Expected Rating
D LT BBB(EXP)sf Expected Rating
E LT BB+(EXP)sf Expected Rating
Subordinated LT NR(EXP)sf Expected Rating
Transaction Summary
Palmer Square European Loan Funding 2024-2 DAC is an arbitrage cash
flow CLO that will be serviced by Palmer Square Europe Capital
Management LLC. Net proceeds from the issuance of the notes will be
used to purchase a static pool of primarily secured senior loans
and bonds, with a target par of EUR625 million.
KEY RATING DRIVERS
'B' Portfolio Credit Quality (Neutral): Fitch places the average
credit quality of obligors in the 'B' category. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 23.6
High Recovery Expectations (Positive): Senior secured obligations
and first lien loans will make up around 98% of the portfolio.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch weighted average recovery rate of the current portfolio
is 63.7%.
Diversified Portfolio Composition (Positive): The largest three
industries will comprise about 32.4% of the portfolio balance. The
top 10 obligors will represent 8.5% of the portfolio balance and
the largest five obligors 4.5% of the portfolio.
Static Portfolio (Positive): The transaction does not have a
reinvestment period and discretionary sales are not permitted.
Fitch's analysis is based on the current portfolio and stressed by
applying a one-notch reduction to all obligors with a Negative
Outlook (floored at 'CCC-'), which is 6.5% of the indicative
portfolio. After the adjustment for Negative Outlooks, the WARF of
the portfolio would be 24.3.
Deviation from MIR: The one-notch deviation from the model-implied
ratings (MIR) for the class B, C and D notes reflects the
insufficient breakeven default rate cushion on the Negative Outlook
portfolio at the MIR, considering the uncertain macro-economic
conditions that increase risk.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to downgrades of up to two
notches for the notes.
Based on the actual 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 WARF of the identified portfolio than the Negative Outlook
portfolio and the deviation from the MIR, the class B, C, D and E
notes display a rating cushion of one notch.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio erode due to manager trading or negative
portfolio credit migration, a 25% increase of the mean RDR across
all ratings and a 25% decrease of the RRR all ratings of the
stressed portfolio would lead to downgrades of up to two notches
for the notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch's portfolio
based on Negative Outlook stress would lead to upgrades of up to
four notches for the notes, except for the 'AAA(EXP)sf' rated
notes, which are at the highest level on Fitch's scale and cannot
be upgraded.
Upgrades may occur in case of stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover for losses on the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Palmer Square European Loan Funding 2024-2 DAC
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
PENTA CLO 17: S&P Assigns B- (sf) Rating to Class F Notes
---------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Penta CLO 17
DAC's class X, A, B-1, B-2, C, D, E, and F notes and the delayed
draw class A Loan. At closing, the issuer also issued unrated
subordinated notes.
Under the transaction documents, the rated notes pay quarterly
interest unless there is a frequency switch event, upon which the
notes will pay semiannually.
This transaction has a 1.5-year non-call period and the portfolio's
reinvestment period will end approximately 4.5 years after
closing.
The ratings reflect S&P's assessment of:
-- The diversified collateral pool primarily comprises broadly
syndicated speculative-grade senior secured term loans governed by
collateral quality tests.
-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.
-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading. This is assessed under
our operational risk framework.
-- The transaction's legal structure, which is bankruptcy remote.
-- The transaction's counterparty risks, which is in line with our
counterparty rating framework.
Portfolio benchmarks
S&P Global Ratings' weighted-average rating factor 2,799.67
Default rate dispersion 478.73
Weighted-average life (years) 4.93
Obligor diversity measure 130.25
Industry diversity measure 20.27
Regional diversity measure 1.26
Transaction key metrics (modeled assumptions)
Total par amount (mil. EUR) 425.00
Identified assets (%)* 94.92
Ramp-up at closing (%)* 95.76
Defaulted assets (mil. EUR) 0
Number of performing obligors 149
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 0.82
Target 'AAA' weighted-average recovery (%) 36.06
Covenanted weighted-average spread (%)* 3.90
Covenanted weighted-average coupon (%)* 4.60
*As a percentage of target par.
Rating rationale
S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. The portfolio primarily comprises broadly syndicated
speculative-grade senior secured term loans and senior secured
bonds. Therefore, we conducted our credit and cash flow analysis by
applying our criteria for corporate cash flow CDOs.
"In our cash flow analysis, we modelled the EUR425 million par
amount, the covenanted weighted-average spread of 3.90%, the
covenanted weighted-average coupon of 4.60%, and the target
weighted-average recovery rates. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our counterparty criteria.
"Following the application of our structured finance sovereign risk
criteria, we consider the transaction's exposure to country risk to
be limited at the assigned ratings, as the exposure to individual
sovereigns does not exceed the diversification thresholds outlined
in our criteria.
"We consider the transaction's legal structure to be bankruptcy
remote, in line with our legal criteria.
"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-1 to E notes could withstand
stresses commensurate with higher ratings than those we have
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we have capped our ratings on these notes. The class
X, A, and F notes, and the delayed draw class A Loan can withstand
stresses commensurate with the assigned ratings.
"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for the class X
to F notes.
"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A Loan and
class X to E notes, based on four hypothetical scenarios and
applied to the actual portfolio characteristics at closing.
"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F notes."
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities, including, but not limited to the following:
the production or trade of illegal drugs or narcotics; the
development, production, maintenance of weapons of mass
destruction, including biological and chemical weapons; the trade
in ozone depleting substances; manufacture or trade in pornography
or prostitution materials; payday lending; gambling; and tobacco
distribution manufacture or sale.
"Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
our ESG benchmark for the sector, we have not made any specific
adjustments in our rating analysis to account for any ESG-related
risks or opportunities."
Ratings
AMOUNT CREDIT
CLASS RATING* (MIL. EUR) ENHANCEMENT (%) INTEREST RATE§
X AAA (sf) 2.125 N/A Three/six-month EURIBOR
plus 0.48%
A AAA (sf) 213.50 38.00 Three/six-month EURIBOR
plus 1.36%
A Loan AAA (sf) 50.00 38.00 Three/six-month EURIBOR
plus 1.36%
B-1 AA (sf) 42.80 26.75 Three/six-month EURIBOR
plus 1.90%
B-2 AA (sf) 5.00 26.75 5.40%
C A (sf) 24.55 20.98 Three/six-month EURIBOR
plus 2.25%
D BBB- (sf) 30.80 13.73 Three/six-month EURIBOR
plus 3.25%
E BB- (sf) 17.95 9.51 Three/six-month EURIBOR
plus 5.96%
F B- (sf) 12.75 6.51 Three/six-month EURIBOR
plus 8.25%
Sub NR 37.40 N/A N/A
*The ratings assigned to the class X, A, B-1, and B-2 notes, and
the delayed draw class A Loan address timely interest and ultimate
principal payments. The ratings assigned to the class C, D, E, and
F notes address ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
===================
K A Z A K H S T A N
===================
MFO ARNUR: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed MFO Arnur Credit LLP's (AC) Long-Term
Foreign- and Local-Currency Issuer Default Ratings (IDRs) at 'B'.
The Outlook on the Long-Term IDRs is Stable. Fitch has also
affirmed AC's National Long-Term Rating at 'BB+(kaz)'.
Key Rating Drivers
Small Franchise; High-Risk Sector: AC's ratings reflect its small
franchise in microfinance in Kazakhstan, its focus on higher-risk
customers (including a seasonal agricultural sector and small
SMEs), only basic underwriting standards and risk controls, small
absolute size of capital and confidence-sensitive wholesale
funding. The ratings also reflect AC's modest and well-controlled
credit losses, good capital ratios and a record of solid
profitability.
Niche Operations: AC is one of the largest microfinance
organisations in Kazakhstan, mostly servicing borrowers from rural
areas. It operates through 44 sale points, predominantly in
southern Kazakhstan. It has taken considerable steps to diversify
its business model, with its loan portfolio amounting to KZT41
billion (USD91 million) at end-1Q24, comprising 56% agricultural,
42% SMEs and 2% other consumer loans. In Fitch's view, AC remains a
niche company in a highly competitive sector, dominated by large
microfinance companies and banks.
Portfolio Seasoning Risk: AC operates in a high-risk lending
sector, but with modest credit losses for its business model. It
has well-tested but basic underwriting standards and adequate risk
controls. AC's Stage 3/gross loans ratio demonstrated resilience to
Kazakhstan's volatile operating environment, standing at 4.1% at
end-1Q24 (2023: 4.6%; four-year average of 4.4%).
Loan loss reserves comfortably (155%) covered end-1Q24 impaired
loans. However, rapid portfolio growth accompanied by portfolio
seasoning could pressure asset quality in the medium term. At the
same time, mitigating factors include granular lending only in
local currency. Additionally, AC has to comply with multiple
asset-quality covenants from its foreign creditors.
Solid Profitability: AC's profitability is supported by its solid
interest margins, which reflects its business model and target
market. AC's pre-tax income/average assets ratio remained stable at
an annualised 7.8% in 1Q24 versus 6.9% in 2023 and a 7.8% four-year
average, as interest and personnel expenses grew in line with
revenues. AC's business model is labour-intensive (staff costs
accounted for 62% of operating expenses at end-1Q24), but its
cost/income ratio improved to 38% in 1Q24, down from a high of 54%
in 2022.
Adequate Leverage: AC's gross debt/tangible equity ratio increased
to 3.1x at end-1Q24 from 2.6x at end-2022. However, it maintains
substantial buffers against covenanted capital levels
(equity/assets 24% at end-1Q24, 28% at end-2022 versus 20%
requirement per covenant). Fitch expects profit retention to
support AC's leverage amid asset growth and regular dividend
payouts.
Wholesale-Funded: AC relies on international financial institutions
(IFIs), which make up 95% of total non-equity funding. A large
number of fairly strict covenants might expose AC to accelerated
debt repayments if waivers are not granted when required. AC issued
inaugural local bonds in 2022, with a view to increasing the share
of bonds to 25% of funding, but tougher macroeconomic conditions
have delayed these plans.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Material deterioration of asset quality (eg. due to a material
increase in risk appetite or inability to control the credit
quality of planned online lending), coupled with weaker revenue
generation, affecting profitability and pressuring capital
buffers.
- A sharp deterioration in AC's capital position or materially
higher leverage with its gross debt/tangible equity ratio exceeding
6x
- Signs of funding and refinancing problems (including covenant
breaches), compromising funding access or ability to expand. A
regulatory event or loss event affecting the stability and
viability of its business model
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Upside is limited in the medium- to long-term by AC's modest
franchise and monoline business model. However, sustained growth of
AC's franchise and business scale, while maintaining solid
financial metrics could lead to positive rating action over the
long term
ADJUSTMENTS
The Asset Quality has been assigned below the implied score due to
the following adjustment reason(s): risk profile and business model
(negative).
The Earnings and Profitability has been assigned below the implied
score due to the following adjustment reason(s): portfolio risk
(negative).
The Capitalisation and Leverage has been assigned below the implied
score due to the following adjustment reason(s): risk profile and
business model (negative) and size of capital base (negative).
ESG Considerations
AC has an ESG Relevance Score of '[4+]' for exposure to social
impacts due to its business model being focused on the underbanked
Kazakh population in rural areas. Its positive social impact
facilitates AC's access to funding from IFIs. This has a positive
impact on its credit profile and is relevant to the ratings in
conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
MFO Arnur Credit LLP LT IDR B Affirmed B
ST IDR B Affirmed B
LC LT IDR B Affirmed B
LC ST IDR B Affirmed B
Natl LT BB+(kaz)Affirmed BB+(kaz)
=====================
N E T H E R L A N D S
=====================
DUTCH MORTGAGE 2024-1: DBRS Finalizes B(low) Rating on E Notes
--------------------------------------------------------------
DBRS Ratings GmbH finalized its provisional credit ratings on the
following classes of notes issued by Dutch Mortgage Finance 2024-1
B.V. (the Issuer) as follows:
-- Class A Notes at AAA (sf)
-- Class B Notes at AA (sf)
-- Class C Notes at A (low) (sf)
-- Class D Notes at BBB low) (sf)
-- Class E Notes at B (low) (sf)
The credit rating on the Class A Notes addresses the timely payment
of interest and the ultimate repayment of principal by the legal
final maturity date in August 2067. The credit rating on the Class
B Notes addresses the timely payment of interest when most senior
and the ultimate payment of principal by the legal final maturity
date. The credit ratings on the Class C, Class D, and Class E Notes
address the ultimate payment of interest and principal by the legal
final maturity date. Morningstar DBRS does not rate the Class F,
Class X, Class S1, Class S2, or Class R Notes which have also been
issued in this transaction.
CREDIT RATING RATIONALE
The Issuer is a bankruptcy-remote special-purpose vehicle
incorporated in the Netherlands. The Issuer used the proceeds of
the issued notes to fund the purchase of Dutch mortgage receivables
originated or acquired by RNHB B.V. (RNHB or the original seller).
The original seller sold the portfolio to the seller who via the
interim seller sold the portfolio and the legal title of the
mortgage receivables to the Issuer. The Issuer has used proceeds
from the Class X and R Notes to fund the reserve fund (RF).
The original seller is a buy-to-let and midmarket real estate
lending business in the Netherlands, and was incorporated on 16
September 2016. However, the history of the mortgage lending
business that the seller now owns dates back to 1890 when
Nederlandse Hypotheekbank was founded. In 2008, Rijnlandse
Hypotheekbank and Nederlandse Hypotheekbank (both owned by
Rabobank) formally merged to form the RNHB business within FGH Bank
N.V. (FGH). In December 2016, the RNHB business and loan portfolio
were acquired by a consortium of (1) funds managed by AB CarVal
Investors L.P. (CarVal) and (2) Arrow Global Group Plc, with CarVal
holding the majority interest. Vesting Finance Servicing B.V.
together with RNHB as master and special servicer is the primary
servicer of the mortgage portfolio, and Intertrust Administrative
Services B.V. acts as a replacement servicer facilitator.
As of 31 May 2024, the portfolio consisted of 5,921 loans with a
total portfolio balance of approximately EUR 1.5 billion. The
weighted-average (WA) seasoning of the portfolio is 6.3 years with
a WA remaining term of 3.3 years. The WA current loan-to-value
ratio (LTV) is comparatively low for a Dutch portfolio at 54.0%.
The majority of the loans (98.0%) in the portfolio are fixed with
future resets while the notes pay a floating rate of interest. To
address this interest rate mismatch, the transaction is structured
with a fixed-to-floating interest rate swap that swaps the fixed
interest rate received from the assets for three-month Euribor. The
portfolio is performing at 98.9%, and only 1.1% of the loans are in
arrears equal to or greater than one month.
Until the first optional redemption date (FORD) in August 2029,
RNHB has the ability to grant and the Issuer has the obligation to
purchase further advances subject to their adherence to asset
conditions and available principal funds. The transaction documents
specify criteria that must be met during this period for further
advances to be sold to the Issuer. Morningstar DBRS considered
these conditions when assessing the possibility of the portfolio
LTV increasing as a result of further advances.
Morningstar DBRS calculated credit enhancement for the Class A
Notes at 17.0%, provided by the subordination of the Class B to
Class F Notes and the RF. Credit enhancement for the Class B Notes
will be 12.0%, provided by the subordination of the Class C to
Class F Notes and the RF. Credit enhancement for the Class C Notes
will be 8.5%, provided by the subordination of the Class D to Class
F Notes and the RF. Credit enhancement for the Class D Notes will
be 5.15%, provided by the subordination of the Class E to Class F
Notes and the RF. Credit enhancement for the Class E Notes will be
3.0%, provided by the subordination of the Class F Notes and the
RF.
The transaction benefits from a RF fully funded at closing from the
overall deal proceeds that provides credit and liquidity support to
the Class A to Class F Notes. The RF is amortizing with a target
amount equal to 1.5% of the outstanding balance of the Class A to
Class F Notes with a floor on and after the FORD being 1.5% of
Class A to Class F outstanding balance at the time of FORD.
Additionally, the notes will be provided with liquidity support
from principal receipts, which the Issuer can use to cover interest
shortfalls on the most-senior class of notes, provided that a
credit is applied to the principal deficiency ledgers in
reverse-sequential order.
The Issuer has entered into a fixed-to-floating balanced-guaranteed
swap with NatWest Markets N.V. (rated "A" with a stable trend by
Morningstar DBRS) to mitigate the fixed interest rate risk from the
mortgage loans and the three-month Euribor payable on the notes.
The notional of the swap is linked to the performing balance (less
than 180 days in arrears) of the fixed-rate assets. The Issuer pays
a fixed swap rate and receives three-month Euribor in return. The
original seller also covenants that the new interest rate offered
on the loans will at least be equal to the WA swap rate plus 2.25%
(for fixed rate loans) or 3-month Euribor plus 2.25% (for floating
rate loans) and that the overall WA margin of all loans in the pool
will at least be equal to the WA swap rate plus 2.5% (for fixed
rate loans) or 3-month Euribor plus 2.5% (for floating rate loans).
The swap documents reflect Morningstar DBRS' "Derivative Criteria
for European Structured Finance Transactions" methodology.
The Issuer account bank and paying agent is Elavon Financial
Services DAC (Elavon). Morningstar DBRS's private rating on Elavon
is consistent with the threshold for the account bank as outlined
in Morningstar DBRS's "Legal Criteria for European Structured
Finance Transactions" methodology, given the ratings assigned to
the notes.
Morningstar DBRS' credit ratings on the Class A to Class E Notes
address the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
The associated financial obligations are the related Interest
Payment Amounts and the related Class Balances.
Morningstar DBRS' credit ratings on the Class A to Class E Notes
also address the credit risk associated with the increased rate of
interest applicable to the Class A to Class E Notes if the Class A
to Class E Notes are not redeemed on the Optional Redemption Date
(as defined in and) in accordance with the applicable transaction
documents.
Morningstar DBRS' credit rating does not address non-payment risk
associated with contractual payment obligations contemplated in the
applicable transaction document(s) that are not financial
obligations.
Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.
Notes: All figures are in euros unless otherwise noted.
MONG DUONG: Fitch Affirms 'BB+' Rating on USD679M Sr. Secured Notes
-------------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on the USD679 million
5.125% senior secured notes due 2029 issued by Mong Duong Finance
Holdings B.V., a Netherlands-domiciled SPV. The Outlook is Stable.
The issuer acquired all of Vietnam-based AES Mong Duong Power
Company Limited's (AES MD) outstanding project financing loans
raised for the Mong Duong 2 (MD2) power plant.
The notes' rating remains capped by Vietnam's sovereign rating
(BB+/Stable) due to the government guarantee of state counterparty
obligations, although the achieved debt service coverage ratio
(DSCR) is commensurate with a stronger credit profile. The credit
profile is supported by a robust take-or-pay power purchase
agreement (PPA) until 2040, a fuel cost pass-through mechanism, an
experienced operating and maintenance (O&M) team, a strong
financial profile and a fully amortising debt structure.
KEY RATING DRIVERS
Experienced In-House Operator: Operation Risk - Midrange
MD2 uses conventional, commercially proven technology and is
operated by an experienced in-house team, with shareholders
providing technical consulting services. Annual calculation of
allowed outages energy enables MD2 to offset a forced outage in one
month with higher availability in the subsequent month, with up to
160 GWh carry-over to the next year. Heat rates improved due to
higher quality coal and operational efficiencies. However, cost
uncertainty from the cost-plus O&M arrangement, coupled with
limited input from technical advisors, results in a 'Midrange'
operation risk assessment.
Fuel Supply Risk Passed Through: Supply Risk - Midrange
MD2 benefits from a 25-year coal-supply agreement with Vinacomin,
at a regulated coal price not exceeding that charged to other
Vietnam Electricity (EVN, BB+/Stable) plants, backed by a
government guarantee covering the debt tenor. MD2 also reserves the
right to buy coal from an alternative source, while Vinacomin is
obligated to compensate for increases in cost, capped at 3% of the
total payments receivable by Vinacomin from MD2 in respect of any
contract year. Vinacomin has abundant coal supply near the project,
but the overall assessment is still constrained by the fuel
supplier's weak credit profile.
Robust Long-Term PPA: Revenue Risk - Stronger
MD2's long-term PPA with EVN extends until 2040. The tariff
structure covers debt service, a certain return on equity, fixed
O&M costs irrespective of electricity output, variable O&M costs
and fuel reimbursement, which is contingent on meeting contracted
heat rate requirements. The take-or-pay mechanism effectively
eliminates merchant power-price risk and supports cash flow
visibility. Inflation risk is further mitigated by the indexation
of O&M tariff components to the US and Vietnamese CPI.
Fitch regards the cost pass-through from changes in environmental
legislation or permits to EVN as standard, and views the
termination provisions under the PPA as a stronger attribute.
Fully Amortising, Non-Standard Structure - Debt Structure:
Midrange
The offshore SPV issued a four-year loan and 10-year senior secured
notes to refinance AES MD's build-operate-transfer loan at a lower
rate, with the same quantum and amortisation profile. The four-year
loan was repaid in May 2023. The new lenders have indirect access
to the original security package and a pledge of SPV shares. The
transaction's structure is not standard, as the offshore SPV and
AES MD do not have a direct relationship, either through the
shareholding of the offshore SPV or a guarantee from AES MD.
The debt is fully amortising, ranks pari passu and is protected by
covenants, including a 1.15x DSCR lock-up and a six-month
debt-service reserve in the form of a letter of credit. The
maintenance reserve account will also be prefunded for a major
overhaul capex over the next six years.
PEER GROUP
Fitch views the Minejesa Capital BV-issued notes (BBB-/Stable)
guaranteed by PT Paiton Energy as comparable. Paiton, in eastern
Java, is the second-largest independent power producer in Indonesia
with an installed capacity of 2,045MW for its three-unit power
complex, of which one unit is using super-critical pulverised coal
technology. Both projects are protected by take-or-pay long-term
PPAs with fuel cost effectively passed through to off-takers and
run by experienced in-house teams, while Paiton benefits from a
longer operating history.
Paiton's debt structure is more typical of project finance
transactions. It has an average annual DSCR of 1.38x and a minimum
of 1.21x under Fitch's rating case.
MD2 also compares well against PT Lestari Banten Energi (LBE),
which guaranteed the notes (BBB- /Stable) issued under LLPL Capital
Pte. Ltd. LBE operates a 635MW super-critical coal-fired power
plant in west Java. The project, like MD2, has a favourable
long-term PPA with the state-owned electricity supplier to insulate
it against merchant risk. LBE also benefits from input from
US-based Black & Veatch, which allows Fitch to apply lower stress
in the rating case.
LBE's debt is fully amortising with a six-month debt-service
reserve account and a distribution lock-up at 1.20x DSCR, which is
slightly stronger than that of MD2. LBE has an average profile
annual DSCR of 1.36x and a minimum of 1.18x under Fitch's rating
case.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A downgrade of Vietnam's sovereign rating to 'BB', operational
difficulties or other developments that result in the projected
annual DSCR dropping below 1.25x in Fitch's rating case.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
An upgrade of Vietnam's sovereign rating to 'BBB-' with no
deterioration in MD2's credit profile.
PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS
The rating of MD2's notes is capped at Vietnam's Country Ceiling of
'BB+'.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Mong Duong Finance
Holdings B.V.
Mong Duong Finance
Holdings B.V./Project
Revenues - First Lien/1 LT LT BB+ Affirmed BB+
=========
S P A I N
=========
AMBER HOLDCO: Fitch Assigns 'B+' Final LongTerm IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned the Spanish testing and inspection
company Amber HoldCo Limited (Applus) a final Long-Term Issuer
Default Rating (IDR) of 'B+' with a Stable Outlook. Fitch has also
assigned its term loan B and senior secured notes both due 2029,
issued by Amber HoldCo's financing entity, Amber FinCo Plc, final
ratings of 'BB-' with Recovery Ratings of 'RR3'. The final ratings
follow completion of the transaction and receipt of final documents
conforming to information already received.
The ratings reflect Applus's high leverage that is mitigated by its
solid business profile in the testing, inspection and certification
(TIC) sector with limited cyclicality, sound customer
diversification, long customer relationships, limited customer
churn, and a good brand name.
Its recent IDIADA tender win improves Applus's business profile,
improving the average length of contracted cashflows. Fitch
forecasts EBITDA gross leverage to remain above 5.0x at end-2025,
which is in line with the rating. However, Applus's strong free
cash flow (FCF) margin of 2.5% can accelerate deleveraging despite
anticipated bolt-on acquisitions to support expansion into emerging
markets.
Key Rating Drivers
High Leverage Constrains Ratings: Fitch estimates that EBITDA
leverage (pro-forma for new issuance) will be 5.5x at end-2025,
which is more in line with the mid-'B' category for the sector.
However, Fitch expects leverage to gradually improve to below 5.0x
in the medium term due to modest EBITDA improvement through
synergies and cost control. Fitch forecasts the EBITDA margin after
lease payments at 13% by 2027, which will drive a stable FCF margin
of 2.5% despite high interest payments.
IDIADA Improves Business Profile: Fitch believes the signing of the
IDIADA contract has improved Applus's business profile, by
extending the average length of the group contracts to above three
years. The improvement provides better cash flow visibility that is
more in line with higher-rated peers'. This drives a change in
leverage capacity, which is reflected in more relaxed leverage
sensitivities for Applus. However, it does not have an immediate
rating impact as key credit metrics are expected to remain in line
with rating sensitivities in the medium term.
Sound Business Diversification: Applus's solid business profile is
supported by good service offerings, wide end-market
diversification, its reputation for strong technical expertise and
committed skilled employees. The regulatory environment driving the
low-emission economy also underpins demand for Applus's services
for energy and auto markets. Its business profile is further
supported by a fairly high share of contracted, albeit short-term,
revenue for mission-critical, non-discretionary services mix
leading to resilience against end-market cyclicality.
Concentrated in Europe: Europe makes up 55% of Applus's revenues,
with a 23% focus on the group's home market in Spain. This is
partially offset by the diversification of Applus's end-markets,
but still affects its organic growth stemming from these mature
markets. Fitch forecasts Applus to diversify more into emerging
markets through bolt-on M&A, but nevertheless expect Europe to
remain its largest market.
Resilient Performance Through the Cycle: Fitch views Applus's
business model as resilient, as demonstrated during the pandemic
starting in 2020 and high inflation in 2022. Demand for the group's
services has accelerated due to a stronger focus on energy
transition (with further electrification) and regulation in Europe.
Applus has a high customer retention rate of close to 80% in the
past 10 years across some divisions.
Continued Acquisitions: Fitch expects some of the group's FCF to be
directed towards bolt-on acquisitions in emerging markets with
higher organic growth prospects. Fitch expects this strategy to
have limited impact on leverage metrics. Fitch anticipates that
acquisitions will fit into Applus's long-term strategy of enhancing
its global footprint and consolidating its leadership in key
markets. Execution risk is moderate as Applus has made more
sizeable acquisitions since 1996, while improving profitability in
a decentralised organisational framework.
Derivation Summary
Applus's current EBITDA gross leverage is approximately 6x, and its
capital structure matches those of similarly rated peers like
Assemblin Caverion Group AB (B/Stable), Irel BidCo S.a.r.l.
(B+/Stable) and Sarens Bestuur NV. Applus's ability to generate FCF
also reflects its asset-light business model, mirroring those of
peers and the 'BB' rating category for the service sector.
Applus's contract length is not as long as for some service
companies, but is now similar to 'BB' rating medians with the
addition of the IDIADA contract. Applus also has a more diversified
market coverage than 'B' rating category peers who are usually
exposed to construction or building material industries that can be
more cyclical. Fitch believes Applus has a resilient business model
that provides limited cash flow volatility, which can support
faster deleveraging if its capital-allocation policy allows.
Key Assumptions
- IDIADA concession renewed
- Revenue to grow 5.4% in 2024, 3.4% in 2025 and 3.3% to 2027
- Improvement in EBITDA margin to almost 15% in 2027 due to
business-mix change, efficiencies form recent acquisitions and
cost-saving programme
- Annual capex around EUR90 million-EUR100 million during 2024-2027
with bolt-on acquisitions
- No dividend distributions
Recovery Analysis
The recovery analysis assumes Applus would be reorganised as a
going-concern in bankruptcy rather than liquidated
- Fitch assumes a 10% administrative claim
- Fitch assumes post-transaction total debt to comprise EUR1.9
billion (EUR800 million TLB, EUR895 million senior secured notes,
EUR200 million senior secured revolving credit facility (RCF) and
EUR41 million of other debt), all ranking equally among themselves
- Fitch uses Fitch-adjusted EBITDA of EUR250million to reflect itsF
view of a sustainable, post reorganisation EBITDA on which Fitch
bases the enterprise valuation
- Fitch uses a multiple of 5.5x to estimate the going-concern
EBITDA to reflect the group's post reorganisation enterprise value.
The multiple incorporates Applus's solid business profile in a
resilient sector that has limited cyclicality. Applus also has good
customer diversification and high customer retention rates and is
seen as one of the leading companies operating in the sector
- The allocation of value in the liability waterfall results in
recovery corresponding to 'RR3'/64% for the new senior debt
facilities
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
- Increasing share of long-term contracted businesses, raising
average contract length to above three years on a sustained basis
- EBITDA gross leverage below 5x
- FCF margin above 3%
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
- EBITDA gross leverage above 6x
- FCF margin below 1%
- Interest cover below 2.5x
Liquidity and Debt Structure
Sufficient Liquidity: Post-transaction, Applus has available an
undrawn EUR200 million RCF with a maturity of 4.5 years. Expected
positive FCF generation provides an additional cushion to its
liquidity position.
Debt Structure: Post-transaction Applus has around EUR1.7 billion
of debt, with the majority being split between a EUR800 million
senior secured TLB and EUR895 million senior secured notes. The
maturity of these facilities is five years, leaving Applus with no
material scheduled debt repayments until 2029.
Issuer Profile
Applus is a global leader in the TIC sector with a broad range of
regulatory and safety-driven services across four divisions: energy
& industry, automotive, IDIADA and laboratories.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Amber Finco Plc
senior secured LT BB- New Rating RR3 BB-(EXP)
Amber Holdco Limited LT IDR B+ New Rating B+(EXP)
HIPOTECARIA UCI 12: S&P Raises Class C Notes Rating From 'B (sf)'
-----------------------------------------------------------------
S&P Global Ratings raised its credit ratings on Fondo de
Titulizacion Hipotecaria UCI 12's class B and C notes to 'AA (sf)'
and 'BBB (sf)' from 'A- (sf)' and 'B (sf)', respectively. At the
same time, S&P raised its credit ratings on Fondo de Titulizacion
de Activos UCI 14's class A, B, and C notes to 'AAA (sf)', 'A+
(sf)', and 'B (sf)' from 'AA+ (sf)', 'BB+ (sf)', and 'B- (sf)',
respectively. S&P also affirmed its 'AAA (sf)' rating on UCI 12's
class A notes.
The rating actions reflect its full analysis of the most recent
information we have received on UCI 12 and UCI 14 and the
transactions' current structural features.
S&P said, "The overall effect of applying our global RMBS criteria
is a decrease in our expected losses due to reduced
weighted-average foreclosure frequency (WAFF) and weighted-average
loss severity (WALS) assumptions. Both transactions followed the
same trends--the WAFF has decreased due to lower effective
loan-to-value (LTV) ratios, higher seasoning, and proportionally
fewer loans with performance agreements. In addition, our WALS
assumptions decreased due to the lower current LTV ratio, while we
kept the same valuation haircuts as in previous reviews. The
valuation haircut reflects the actual data received from comparable
asset sales, where we have seen a risk that property prices were
overvalued at origination. At the same time, the overall credit
enhancement in both transactions continues to increase."
The share of loans under performing agreements in both transactions
has reduced since previous reviews. The combined figures stressed
in our analysis that consider restructuring loans or loans more
than 90 days past due within the last five years together with
performing agreements are now down to 8.65% for UCI 12 and 9.2% for
UCI 14. This reflects UCI's updated restructuring policy, as it now
seeks long-term solutions for borrowers foreclosing or novating the
securitized loan in multiple cases. This increased the annual
prepayment rate for both transactions. In S&P's analysis, given
that these borrowers pay less compared with their original
schedule, S&P increased its reperforming adjustment to 5.0x from
2.5x for both transactions, as we consider these loans to introduce
higher risk. Historically, these restructurings have not been
successful--they are not a permanent solution given that they have
been extended multiple times.
Table 1
Credit analysis results--UCI 12
RATING WAFF (%) WALS (%) CREDIT COVERAGE (%)
AAA 31.90 3.17 1.01
AA 25.74 2.05 0.53
A 22.49 2.00 0.45
BBB 18.57 2.00 0.37
BB 14.02 2.00 0.28
B 12.88 2.00 0.26
WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.
UCI 12's class A, B, and C notes' credit enhancement increased to
41.0%, 32.4%, and 9.8% from 31.3%, 24.7%, and 7.5%, respectively,
as of our previous review, due to the notes' amortization, which is
sequential following the 90+ days arrears trigger breach. This
trigger also prevents the reserve fund from amortizing, which
currently stands at its target level.
Total arrears, as per the June 2024 investor report, have increased
to 8.3% from 7.0% since our last review, reflecting in particular
the increase in the 90+ days arrears bucket to 6.3% from 5.2%.
Overall delinquencies are above our Spanish RMBS index.
Table 2
Credit analysis results--UCI 14
RATING WAFF (%) WALS (%) CREDIT COVERAGE (%)
AAA 40.45 10.48 4.24
AA 32.55 7.31 2.38
A 28.39 3.36 0.96
BBB 23.07 2.02 0.47
BB 16.85 2.00 0.34
B 15.17 2.00 0.30
WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.
S&P said, "UCI 14's class A, B, and C notes' credit enhancement has
increased to 45.1%, 26.2%, and 4.8% from 34%, 19.7%, and 3.6%,
respectively, as of our previous review, due to the notes'
amortization, which is sequential following the arrears trigger
breach. This trigger also prevents the reserve fund from
amortizing, which currently stands at its target level. The reserve
fund was funded at closing with the issuance of the unrated class D
notes.
"Total arrears, as per the June 2024 investor report, increased to
9.3% from 8.1% as of our previous review. This reflects the
increase in the 90+ days arrears bucket to 7.5% from 5.2%. Overall
delinquencies remain in line with our Spanish RMBS index.
"Our operational, rating above the sovereign, counterparty, and
legal risk analyses remain unchanged since our previous review.
Therefore, these criteria do not cap our ratings. The replacement
frameworks for the collection accounts in each transaction do not
satisfy our counterparty criteria, therefore we stress one month of
commingling risk as a loss.
"For UCI 12, we raised to 'AA (sf)' and 'BBB (sf)' from 'A- (sf)'
and 'B (sf)' our ratings on the class B and C notes, respectively.
We have also affirmed our rating on UCI 12's class A notes. For UCI
14, we raised to 'AAA (sf)', 'A+ (sf)', and 'B (sf)' our ratings on
the class A, B, and C notes, respectively. UCI 12's class B and C
notes and UCI 14's class B and C notes could withstand our cash
flow stresses at higher rating levels. However, our assigned
ratings also consider the uncertain macroeconomic environment, the
transactions' historical performance, and the amount of
restructured loans in the portfolios. We also considered the
transactions' low pool factor and potential tail-end risk."
UCI 12 and UCI 14 are Spanish RMBS transactions that closed in June
2005 and November 2005, respectively. They securitize a portfolio
of residential mortgage loans, which Union de Creditos
Inmobiliarios and Establecimiento Financiero de Credito originated
and service.
===========
T U R K E Y
===========
ALBARAKA TURK: Fitch Puts 'B-' Final LT Rating to Cert. Programme
-----------------------------------------------------------------
Fitch Ratings has assigned Albaraka Turk Katilim Bankasi A.S.'s
(Albaraka Turk; B-/Positive), USD1 billion trust certificate
issuance programme, housed under Albaraka MTN Ltd, a final
long-term rating of 'B-' and short-term rating of 'B'. The Recovery
Rating is 'RR4'.
The final ratings are the same as the expected ratings published on
1 August 2024.
The ratings are in line with Albaraka Turk's Long- and Short-Term
Foreign-Currency Issuer Default Ratings (IDR) of 'B-' and 'B',
respectively, and apply only to senior unsecured certificates
issued under the programme. The programme documentation allows for
the issuance of both senior unsecured and subordinated notes, but
the programme ratings only apply to the senior unsecured debt
class.
Albaraka MTN Ltd, the issuer and trustee, is a special purpose
vehicle, incorporated in the Cayman Islands, solely to issue
certificates (sukuk) under the programme and enter into the
transactions contemplated by the transaction documents. Albaraka
Turk is the obligor, seller and servicing agent. BNY Mellon
Corporate Trustee Services Limited is the delegate of the trustee.
Fitch understands that the proceeds will be used in accordance with
the terms of the transaction documents and as further specified in
the applicable pricing supplement.
Key Rating Drivers
The trust certificate issuance programme's ratings are driven
solely by Albaraka Turk's Long- and Short-Term IDRs, which in turn
are driven by the bank's Viability Rating (VR) of 'b-'. This
reflects Fitch's view that default of these senior unsecured
obligations would equal a default of Albaraka Turk in accordance
with Fitch's rating definitions. The key rating drivers and
sensitivities for Albaraka Turk's ratings are outlined in its
rating action commentary dated 15 March 2024 (see Fitch Upgrades 18
Turkish Banks; Places 5 VRs on Rating Watch Positive on Sovereign
Upgrade).
Fitch has given no consideration to any underlying assets or any
collateral provided, as it believes that the trustee's ability to
satisfy payments due on the certificates will ultimately depend on
Albaraka Turk satisfying its unsecured payment obligations to the
trustee under the transaction documents described in the base
offering circular and other supplementary documents.
In addition to Albaraka Turk's propensity to ensure repayment of
the certificates, in Fitch's view, Albaraka Turk would also be
required to ensure full and timely repayment of the trustee's
obligations due to Albaraka Turk's various roles and obligations
under the transaction structure and documentation, which include -
but are not limited to - the features below:
Albaraka Turk will ensure sufficient funds are available to meet
the periodic distribution amounts payable by the trustee under the
certificates of the relevant series on each periodic distribution
date. Albaraka Turk may take certain measures to ensure that there
is no shortfall and that the payment of principal and profit are
paid in full, and in a timely manner.
On any dissolution or obligor event (as described in the base
offering circular), the aggregate amounts of the outstanding face
amount of the certificates and any due and unpaid periodic
distribution amount relating to the certificates will become
immediately due and payable. Thereafter, the trustee will have the
right under the purchase undertaking to require Albaraka Turk to
purchase all of the trustee's rights, title, interests, benefits
and entitlements under the exercise price specified in the
documentation, and more generally, pursuant to the terms of the
purchase undertaking.
On any dissolution or default event (as described in the base
offering circular), the aggregate amounts of the deferred sale
price then outstanding pursuant to the master murabaha agreement
will become immediately due and payable; and the trustee will have
the right under the purchase undertaking to require Albaraka Turk
to purchase all of its rights, title, interests, benefits and
entitlements, present and future, in, to and under the relevant
assets in consideration for payment by Albaraka Turk of the
relevant exercise price.
The outstanding deferred sale price payable by Albaraka Turk under
the master murabaha agreement and the exercise price payable by
Albaraka Turk under the purchase undertaking together are intended
to fund the dissolution distribution amount payable by the trustee
under the relevant certificates, which should equal the sum of the
outstanding face amount of such series; and any accrued but unpaid
periodic distribution amounts for such certificates, or other
amount specified in the applicable pricing supplement as being
payable upon any dissolution date.
The payment obligations of Albaraka under the service agency
agreement, master declaration of trust, purchase undertaking and
the master murabaha agreement will be direct, unsubordinated and
unsecured obligations (subject to certain negative pledge
provisions) and will at all times rank at least pari passu with
claims of all other unsecured and unsubordinated creditors of
Albaraka Turk from time to time outstanding, save those whose
claims are preferred solely by any bankruptcy, insolvency,
liquidation or other similar laws of general application.
The transaction documents also include an obligation on Albaraka
Turk to ensure that at all times the tangibility ratio is more than
50%. Failure by Albaraka Turk to comply with this obligation will
not constitute an obligor event. However, if the tangibility ratio
falls below 33% (a tangibility event), this would result in the
certificate holders having a put right. The certificates would then
be delisted and each certificate holder can exercise a put option
to have their holdings redeemed, in whole or in part, at the
dissolution distribution amount within 30 days after a tangibility
event notice is given. In this event, there would be implications
for the certificates' tradability and the listing of the
certificates.
Fitch expects Albaraka Turk to maintain the tangibility ratio at
above 50% with support from its extensive asset base. Albaraka
Turk's sukuk programme includes negative pledge and cross-default
provisions, financial reporting obligations, obligor events of
default and restrictive covenants.
Certain aspects of the transaction are governed by English law
while others are governed by the Turkish and Cayman Islands law.
Fitch does not express an opinion on whether the relevant
transaction documents are enforceable under any applicable law.
However, Fitch's rating on the certificates reflects the agency's
belief that Albaraka Turk would stand behind its obligations.
When assigning ratings to the certificates to be issued, Fitch does
not express an opinion on the certificates' compliance with sharia
principles.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The programme ratings are sensitive to negative changes in Albaraka
Turk's IDRs. The ratings may also be sensitive to any changes to
the roles and obligations of Albaraka Turk under the sukuk's
structure and documentation.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
The programme ratings are sensitive to positive changes in Albaraka
Turk's IDRs.
Date of Relevant Committee
18 July 2024
Public Ratings with Credit Linkage to other ratings
Albaraka MTN Ltd ratings are driven by Albaraka Turk's IDRs.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Albaraka MTN Ltd
senior unsecured LT B- New Rating RR4 B-(EXP)
senior unsecured ST B New Rating B(EXP)
===========================
U N I T E D K I N G D O M
===========================
EV METALS UK: Opus Named as Administrators
------------------------------------------
EV Metals UK Limited was placed into administration proceedings in
the High Court of Justice, Business and Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number:
CR-2024-004508, and Opus Restructuring LLP was appointed as
administrators on Aug. 5.
EV Metals UK conducts research and experimental development on
natural sciences and engineering. It is part of EV Metals Group,
plc, a global battery chemicals and technology company.
EV Metals UK's registered office and principal trading address is
at Salisbury House, London Wall, London, United Kingdom, EC2M 5PS.
The Joint Administrators may be reached at:
Frederick Charles Satow
Paul Davis
Opus Restructuring LLP
322 High Holborn
London, WC1V 7PB
- and -
Colin David Wilson
Opus Restructuring LLP
1 Radian Court, Knowlhill
Milton Keynes, MK5 8PJ
Tel: 020 3326 6454
Alternative contact: Mark Percival
EV Metals Group said the decision to voluntarily place EVM UK into
administration follows a comprehensive review of strategy
undertaken by the Company in December 2023. The new strategy led to
the development of a business model and plan to commercialize the
UK assets by offering high quality battery materials testing and
technology development services to customers in the United Kingdom,
Europe and the United States of America.
While progress has been made to advance customer engagement and
funding initiatives, challenging market conditions have made it
difficult to implement the plan within an acceptable timeframe.
Directors of EVM UK will work with the Joint Administrators to
deliver the best outcome possible for the business, its employees
and stakeholders.
The administration proceedings will not affect EV Metals Group plc
as it advances its mine-to-refine strategy for which it has made
significant progress with the development of its Lithium Chemicals
Plant Project in the Kingdom of Saudi Arabia, as well as
opportunities to secure feedstock.
FOLKESTONE SPORTS: Opus Named as Administrators
-----------------------------------------------
Folkestone Sports Centre Trust Limited was placed in administration
proceedings in the High Court of Justice, Business and Property
Courts of England and Wales, Insolvency and Companies List (ChD),
Court Number: CR-2024-000469, and Opus Restructuring LLP was
appointed as administrators on Aug. 1, 2024.
Folkestone Sports Centre Trust Limited operates the Folkestone
Sports Centre, an activities, sports and leisure center. Its
principal trading address is at Radnor Park Avenue, Folkestone,
Kent, CT19 5HX.
The Joint Administrators may be reached at:
Adrian Dante
Opus Restructuring LLP
First Floor, Milwood House
36B Albion Place, Maidstone
Kent, ME14 5DZ
- and -
Charles Hamilton Turner
Opus Restructuring LLP
322 High Holborn
London, WC1V 7PB
Further details contact:
Mark Percival
Tel: 020 3326 6454
KCA DEUTAG: Fitch Puts 'B+' LongTerm IDR on Watch Positive
----------------------------------------------------------
Fitch Ratings has placed KCA DEUTAG ALPHA LIMITED's (KCAD) Long
Term Issuer Default Rating (IDR) of 'B+' and outstanding senior
secured notes issued by KCA DEUTAG UK Finance plc - rated 'BB-' -
on Rating Watch Positive (RWP). This follows the announcement that
Helmerich and Payne, Inc. (H&P) will acquire the KCA Deutag group.
The Recovery Rating on the notes is 'RR3'.
The RWP reflects its view that the acquisition by a larger and
better capitalised company, H&P, will lead to a stronger business
profile of the combined group through a wider geographic footprint
and broader contract portfolio. KCAD's existing group debt
facilities are expected to be repaid as part of the transaction and
the business will be funded through H&P's balance sheet. KCAD's
operations will be integrated into the internal control and
oversight functions of H&P in line with accounting and regulatory
requirements. This indicates that Fitch will likely adopt a
top-down rating approach under its Parent and Subsidiary Linkage
(PSL) Criteria on closing of the transaction.
The acquisition is expected to complete by end-2024, subject to
regulatory approvals.
KCAD's business profile is characterised by strong revenue
visibility from a robust contracted order backlog, its strong
relationships with key customers and a large rig fleet with a
strong presence in the Middle East.
Should the acquisition complete in 2025, the resolution of the RWP
may take longer than the typical six months.
Key Rating Drivers
Stronger Post-Acquisition Group Profile: Fitch anticipates that the
transaction will immediately increase scale and improve the
diversification profile of the combined group. KCAD's geographic
footprint complements H&P's existing assets and operations with
minimal overlap. On a pro-forma basis, the group will boast a
global fleet of 393 onshore rigs, including 225 in the U.S., 88 in
the Middle East, and 80 in other international markets. Pro-forma
2023 EBITDA would have been around USD1.2 billion, an increase of
over 30% versus H&P's before the acquisition.
Top-Down Rating Approach Anticipated: The strong strategic
rationale for the transaction is likely to lead us to score the
strategic incentive for H&P to support KCAD as 'High'. KCAD will be
funded through the balance sheet of its new parent company. This in
its view would support a top-down rating approach under Fitch's PSL
Rating Criteria under which Fitch would assess legal, strategic and
operational incentives for parent support.
Favourable Middle East Fundamentals: Fitch forecasts strong EBITDA
(after leases) of approximately USD380 million for KCAD in 2024
(pre-H&P acquisition), supported by a tight Middle East market and
high day rates. Rig utilisation in KCAD's Middle East segment
(approximately 69% of total EBITDA) was high at 76% in 1Q24 (in
Saudi Arabia it was 100%), and Fitch expects it will remain fairly
strong due to low break-even costs typical of oil producers in the
Middle East.
Prominent Middle East Footprint: KCAD has a large presence in the
Middle East, with about 76% of its rigs active in the region.
KCAD's current onshore fleet includes 121 rigs (excluding idle rigs
in Venezuela), with 76 located in the Middle East, including 36 in
Saudi Arabia and 23 in Oman. Fitch forecasts that drilling activity
in 2024 will remain fairly stable compared with levels in 1Q24.
Strong Customer Base; Order Book: KCAD's customer base mainly
consists of well-capitalised oil and gas producers, including
national oil companies and international oil companies, which
together make over 74% of its total revenues. KCAD's order book
offers some visibility over its medium-term performance. As of 1
May 2024, the company's total firm backlog stood at USD3.8 billion,
with an additional optional USD1.7 billion, compared with an annual
revenue projection by Fitch of USD1.9 billion for 2024-2027.
Derivation Summary
KCAD's scale (based on Fitch-forecast EBITDA in 2024) is comparable
with that of Canadian Precision Drilling Corporation (Precision,
BB-/Stable) and Valaris Limited (B+/Stable). While both Precision
and Valaris have lower leverage, they face higher business risks.
Precision operates in North America, where oil operations are more
volatile, and break-even costs are higher than in the Middle East.
Valaris, on the other hand, operates offshore, where operational
risks are greater.
KCAD's scale is smaller than that of Noble Corporation plc
(BB-/Stable), which also has lower projected leverage but higher
business risk due to its focus on offshore operations.
Key Assumptions
- EBITDA margins (after leases) at around 20% in 2024-2027
- Improving utilisations and day rates, leading to an annual EBITDA
increase of around 20% in 2024
- Capex (including growth capex) averaging around USD130 million in
2024-2027
- No dividend payments
Recovery Analysis
- The recovery analysis assumes that KCAD would be reorganised as a
going concern (GC) in bankruptcy rather than liquidated
- The GC EBITDA reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level on which Fitch bases the
enterprise valuation (EV). KCAD's GC EBITDA of USD258 million (net
of lease charges) reflects an industry downturn followed by one
year of moderate recovery
- Fitch believes that a 4x multiple reflects a structurally
declining industry with pricing pressure, which is dependent on
robust exploration & production budgets
- KCAD's super senior facilities (USD275 million) rank above its
senior secured notes (USD750 million)
- After deducting 10% for administrative claims and taking into
account Fitch's Country-Specific Treatment of Recovery Ratings
Criteria, its analysis led to a waterfall-generated recovery
computation (WGRC) in the 'RR3' band, indicating a 'BB-' rating for
the senior secured notes. The WGRC output percentage on current
metrics and assumptions is 70%.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
- Completion of KCAD's proposed acquisition by H&P
KCAD (without the acquisition)
- EBITDA net leverage consistently below 2.5x, coupled with
successful integration of Saipem Onshore Drilling
- Timely refinancing of its outstanding 2025 bonds
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
- Fitch does not expect a negative rating action at least in the
short term as the rating is on RWP
KCAD (without the acquisition)
- Inability to maintain EBITDA net leverage below 2.5x and/or
deteriorating performance (eg. inability to renew some of its
contracts, substantially lower-than-expected synergies or
profitability) could lead to the rating being affirmed and a Stable
Outlook being assigned
- EBITDA net leverage consistently above 3.5x, worsened liquidity
or unexpected erosion in its competitive position leading to
significantly lower utilisation or day rates could lead to a
negative rating action
Liquidity and Debt Structure
Comfortable Liquidity: KCAD's near-term liquidity is strong with
cash on balance sheet of USD233 million as of end-March 2024. Fitch
expects its 2025 bond maturities to be addressed with the
completion of the acquisition at end-2024 as Fitch expects H&P to
refinance KCAD's existing group debt facilities.
Issuer Profile
KCAD is an international onshore and offshore drilling contractor
to the oil and gas industry. Through its business unit Kenera KCAD
also provides engineering, design services and land rig / oilfield
equipment manufacturing.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
KCA DEUTAG
ALPHA LIMITED LT IDR B+ Rating Watch On B+
KCA DEUTAG UK
Finance plc
senior
secured LT BB- Rating Watch On RR3 BB-
LONDON WALL 2024-01: Fitch Assigns BB-(EXP)sf Rating to Cl. X Notes
-------------------------------------------------------------------
Fitch Ratings has assigned London Wall Mortgage Capital plc Series
2024-01's notes expected ratings.
The assignment of final ratings is conditional on the receipt of
final transaction documents conforming to the information already
reviewed.
Entity/Debt Rating
----------- ------
London Wall Mortgage
Capital plc
Series 2024-01
A XS2830324690 LT AAA(EXP)sf Expected Rating
B XS2830325234 LT AA(EXP)sf Expected Rating
C XS2830325580 LT A+(EXP)sf Expected Rating
D XS2830326471 LT BBB+(EXP)sf Expected Rating
E XS2830326638 LT BBB-(EXP)sf Expected Rating
X XS2830327529 LT BB-(EXP)sf Expected Rating
Transaction Summary
The transaction is a securitised pool of 13% owner-occupied (OO)
and 87% buy-to-let (BTL) mortgages originated by Fleet Mortgages
Limited, The Mortgage Lender (TML) and One Savings Bank via its
subsidiary Charter Court Financial Services (CCFS) secured on
properties located in the UK. Around 93% of the collateral was
previously securitised across several transactions, 42% of which
was rated by Fitch.
KEY RATING DRIVERS
Pro Rata Structure: Principal payments on the notes will be pro
rata and pari passu, subject to performance triggers and a
mandatory switch to sequential at the step-up date. The transaction
features a most senior tranche principal limit mechanism, which
limits the amount of pro rata principal distribution at any payment
date to GBP10 million, with any further amounts distributed
sequentially, allowing credit enhancement (CE) to build up. Fitch
tested a variety of prepayment scenarios to test the effectiveness
of this feature and the performance triggers, and found the ratings
to be robust.
Sub-Pool Performance Divergence: The seasoned nature of the
mortgages has led to a divergence in performance between the OO and
BTL sub-pools. At end-March 2024, the proportions of the OO and BTL
sub-pools in arrears by one month or more were 17.1% and 3.7%,
respectively. The TML BTL sub-pool has a significant number of
borrowers rolling off low fixed-rate mortgages over the next 10
months, which could lead to an increase of loans in arrears.
Fitch accounted for a potential increase in arrears in its cash
flow analysis by applying a 15% foreclosure frequency (FF) uplift.
The OO loans were originated by CCFS, with around 45% advanced to
self-employed borrowers where Fitch applied an increased
foreclosure adjustment of 1.3x compared with the standard
adjustment of 1.2x.
Interest Rate Cap, Basis Risk: The liabilities are SONIA-linked and
around 44.6% of the pool pays a fixed interest rate before
reverting to a variable rate. An interest rate cap (IRC) has been
entered into with a strike rate of 5.4%, while the weighted average
fixed rate payable in the pool is 3.8%.The IRC notional amount
closely follows the fixed-rate reversion profile with a buffer to
cover any future product switches to a fixed rate. After reversion,
around 71.3% of the pool will pay a rate linked to the Bank of
England Base Rate that will be unhedged. Fitch applied basis risk
assumptions in relation to the SONIA-linked liabilities, in line
with its UK RMBS Rating Criteria.
Rating Determination Criteria Variation: Fitch has assigned
expected ratings to the class B, C and D notes one notch, and class
E and X notes two notches, below their model-implied ratings (MIR).
Around 55.7% of loans are no longer subject to early repayment
charges, with a further 43.6% to revert to a variable rate over the
next 13 months, so high prepayments could materialise and erode
excess spread available to absorb losses in back-loaded default
scenarios.
Fitch stressed its lifetime prepayment and default assumptions to
account for this risk and determine the ratings. Assignment of
ratings more than one notch below the MIR for the class E and X
notes constitutes a criteria variation.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Material increases in the frequency of defaults and loss severity
on defaulted receivables producing losses greater than Fitch's
base-case expectations may result in negative rating action on the
notes. Fitch's analysis revealed that the ratings of the notes are
robust to a 15% increase in the WAFF, along with a 15% decrease in
the WA recovery rate (RR).
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE and potentially upgrades.
Fitch found a decrease in the WAFF of 15% and an increase in the
WARR of 15% would lead to upgrades of up to three notches for the
class B, C and D notes, five notches for the class E notes and six
notches for the class X notes. The class A notes are at the highest
achievable rating on Fitch's scale and cannot be upgraded.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
London Wall Mortgage Capital plc Series 2024-01
Fitch reviewed the results of a third party assessment conducted on
the asset portfolio information, and concluded that there were no
findings that affected the rating analysis.
Fitch conducted a review of a small targeted sample of the
originator's origination files and found the information contained
in the reviewed files to be adequately consistent with the
originator's policies and practices and the other information
provided to the agency about the asset portfolio.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
MANSARD 2007-1: Fitch Lowers Rating on Class B2a Notes to 'B-sf'
----------------------------------------------------------------
Fitch Ratings has downgraded Mansard Mortgages 2007-1 PLC'S
(MM07-1) class B2a notes and Mansard Mortgages 2006-1 PLC's
(MM06-1) class B2a notes. Fitch has affirmed the other classes and
affirmed Mansard Mortgages 2007-2 PLC's (MM07-2) notes, as detailed
below.
Entity/Debt Rating Prior
----------- ------ -----
Mansard Mortgages
2007-1 PLC
Class A2a XS0293441241 LT AAAsf Affirmed AAAsf
Class B1a XS0293458054 LT A+sf Affirmed A+sf
Class B2a XS0293460381 LT B-sf Downgrade BBsf
Class M1a XS0293442215 LT AAAsf Affirmed AAAsf
Class M2a XS0293446711 LT AAAsf Affirmed AAAsf
Mansard Mortgages
2007-2 PLC
Class A1a 56418WAA5 LT AAAsf Affirmed AAAsf
Class A2a 56418WAB3 LT AAAsf Affirmed AAAsf
Class B1a 56418WAE7 LT AAsf Affirmed AAsf
Class B2a 56418WAF4 LT BBB-sf Affirmed BBB-sf
Class M1a 56418WAC1 LT AAAsf Affirmed AAAsf
Class M2a 56418WAD9 LT AA+sf Affirmed AA+sf
Mansard Mortgages
2006-1 PLC
A2a 56418MAB5 LT AAAsf Affirmed AAAsf
B1a 56418MAE9 LT AAAsf Affirmed AAAsf
B2a 56418MAF6 LT Bsf Downgrade BB+sf
M1a 56418MAC3 LT AAAsf Affirmed AAAsf
M2a 56418MAD1 LT AAAsf Affirmed AAAsf
Transaction Summary
The transactions are backed by residential mortgages originated by
Rooftop Mortgages, a non-conforming mortgage lender no longer
active for new originations.
KEY RATING DRIVERS
Increasing Arrears: Performance across all the three transactions
has deteriorated since last review and early and late-stage arrears
have increased. High prepayments exacerbate the effect this has on
the transactions. Reported total arrears (one month plus) have
increased to 21.4% from 15.5% (MM07-2), 27.4% from 23.5% (MM07-1)
and 27.9% from 21.5% (MM06-1). The constant prepayment rates across
all pools have been volatile in recent years at between 10% and
25%, peaking in late 2022 and early 2023.
Fitch expects the number of repossessions to increase in the next
year as the servicer takes action to resolve late stage arrears
cases. Fitch has floored the performance adjustment factor applied
in its analysis at a level close to that calculated during the
prior year's review to prevent volatility in its ratings from a
period of low possessions that is unlikely to be maintained.
Material Tail Risk: The transactions are sensitive to tail risk and
default assumptions. As the size of the pools reduces, the notes'
ability to paydown will become dependent on the performance of a
few borrowers. The junior notes are particularly sensitive to a
decline in recoveries from foreclosed assets.
To capture this risk, Fitch has affirmed MM07-2's class B2a notes
at four notches below the model-implied rating (MIR). It also
resulted in the downgrades of MM07-1 and MM06-1's class B2a notes.
In Fitch's analysis, these notes are particularly sensitive to
defaults being incurred close to the scheduled maturity of the
assets, combined with a high prepayment rate. These scenarios
constrain the MIRs.
Sensitivity to Recovery Rates: The ratings are sensitive to the
servicer's ability to achieve recovery rates, which in Fitch's base
case are around 97% for all three transactions. Other Fitch-rated
transactions backed by similar vintage non-conforming mortgage
loans have achieved lower than expected recovery rates in recent
periods. Fitch tested sensitivity scenarios as part of its rating
analysis and has assigned MM06-1's class B2a notes a Negative
Outlook to account for potential lower recoveries, which would
reduce the MIR in future reviews.
Reserve Fund Support: The cash reserves are non-amortising due to
irreversible trigger breaches. As a result, credit enhancement (CE)
for all notes continues to increase and Fitch expects it to keep
doing so for the life of the transactions, despite the current
pro-rata amortisation. MM07-2's reserve is significantly larger
than the reserve in either MM06-1 or MM07-1. This means that the
most junior notes in that transaction has greater credit support
and is able to obtain a higher rating in Fitch's analysis.
Liquidity Protection Mechanism: The three transactions benefit from
a static reserve fund and a non-amortising liquidity facility,
which is entirely dedicated to cover senior fees, and interest
shortfalls on all classes of notes. The reserve fund can be used to
cover senior fees, interest shortfalls on the class A1 to B2 notes
and losses. The liquidity facility is available to all notes, but
the availability below class A is subject to a principal deficiency
ledger condition.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transactions' performance may be affected by changes in market
conditions and economic environment. Weakening economic performance
is strongly correlated with increasing levels of delinquencies and
defaults that could reduce CE available to the notes.
Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain notes
susceptible to negative rating action depending on the extent of
the decline in recoveries.
Fitch conducts sensitivity analyses by stressing the transactions'
base-case weighted average foreclosure frequency (FF) and recovery
rate (RR) assumptions, with a 15% increase and a 15% decrease
across the series, which resulted in up to a two-notch downgrade
for MM07-1's class B1a notes and one notch for MM07-2 and MM06-1.
MM07-1 and MM06-1's class B2a notes would be downgraded by
multiple-categories.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch tested an additional rating sensitivity scenario by applying
a separate decrease in the FF of 15% and an increase in the RR of
15%.
For the class B1a notes, Fitch observed upgrades up to two notches
for MM07-2 and four notches for MM07-1. For the class B2a notes,
Fitch observed upgrades of up to seven notches for MM07-2, nine
notches for MM07-1 and 11 notches for MM06-1.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pools and the transactions. Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transaction's initial
closing. The subsequent performance of the transactions over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
All three transactions have an ESG Relevance Score of '4' for human
rights, community relations, access & affordability due loans
originated with limited affordability checks and high concentration
of interest-only loans, which has a negative impact on the credit
profiles, and is relevant to the ratings in conjunction with other
factors.
All three transactions have an ESG Relevance Score of '4' for
customer welfare - fair messaging, privacy & data security due high
concentration of interest-only loans, which has a negative impact
on the credit profiles, and is relevant to the ratings in
conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
PRAESIDIAD LTD: EUR290MM Bank Debt Trades at 61% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Praesidiad Ltd is a
borrower were trading in the secondary market around 39.1
cents-on-the-dollar during the week ended Friday, Aug. 9, 2024,
according to Bloomberg's Evaluated Pricing service data.
The EUR290 million Term loan facility is scheduled to mature on
October 4, 2024. The amount is fully drawn and outstanding.
Praesidiad Limited provides security products and solutions. The
Company offers force protection solutions, perimeter security
systems, industrial mesh, and fencing products that defend and
protect military, commercial, and domestic end-users. The
Company’s country of domicile is the United Kingdom.
SOUTHERN PACIFIC 06-1: Fitch Affirms 'B-sf' Rating on Cl. E1c Notes
-------------------------------------------------------------------
Fitch Ratings has maintained Southern Pacific Financing 05-B Plc's
(SPF 05-B) class E notes, Southern Pacific Securities 06-1 Plc's
(SPS 06-1) class D1a and D1c notes and Southern Pacific Financing
06-A Plc (SPF 06-A) class E notes on Rating Watch Negative (RWN).
The RWN reflects the uncertainty around fixed fees paid by the
deals post LIBOR transition. Fitch expects to resolve the RWN
within six months.
Entity/Debt Rating Prior
----------- ------ -----
Southern Pacific
Financing 06-A Plc
Class B XS0241082287 LT AAAsf Affirmed AAAsf
Class C XS0241083764 LT AAAsf Affirmed AAAsf
Class D1 XS0241084572 LT AAsf Affirmed AAsf
Class E XS0241085033 LT BBB+sf Rating Watch Maintained BBB+sf
Southern Pacific
Financing 05-B Plc
Class B XS0221840324 LT AAAsf Affirmed AAAsf
Class C XS0221840910 LT AAAsf Affirmed AAAsf
Class D XS0221841561 LT AA+sf Affirmed AA+sf
Class E XS0221842023 LT A+sf Rating Watch Maintained A+sf
Southern Pacific
Securities 06-1 plc
Class C1a 84359LAM6 LT AAAsf Affirmed AAAsf
Class C1c 84359LAN4 LT AAAsf Affirmed AAAsf
Class D1a 84359LAP9 LT A+sf Rating Watch Maintained A+sf
Class D1c 84359LAQ7 LT A+sf Rating Watch Maintained A+sf
Class E1c 84359LAS3 LT B-sf Affirmed B-sf
Transaction Summary
The three transactions are UK non-conforming RMBS securitisations,
comprising loans originated between 2003 and 2006 by wholly-owned
subsidiaries of Lehman Brothers. They closed between 2005 and
2006.
KEY RATING DRIVERS
Elevated Fixed Fees Drives RWN: Fitch placed the tranches on RWN on
22 February 2024. This reflected that if the level of fixed fees
paid by the transactions continued in the long term, it could lead
to downgrades. Fitch previously tested scenarios where the fixed
fees remain elevated for the transactions' remaining life and this
scenario suggested model-implied downgrades for SPS 06-1's class
D1a and D1c notes and SPF 05-B and SPF 06-A's class E notes.
Since then, Fitch has observed that fixed fees have started to
decline in SPF 05-B and SPS 06-1 but remain elevated compared with
those before the LIBOR transition. These two deals completed their
LIBOR transition in June 2022. In SPF 06-A, the LIBOR transition
was completed in March 2024, coinciding with a rise in fixed fees,
which are currently elevated compared with before the LIBOR
transition. Fitch has therefore maintained the RWN for a further
six months. Fitch will continue to monitor the fixed fees paid to
determine appropriate long-term assumptions, which may lead to
downgrades within the next six months.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Legal fees relating to the LIBOR transition continuing and fixed
fees remaining elevated would likely lead to the classes currently
on RWN being downgraded.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Legal fees relating to the LIBOR transition ceasing and fixed fees
paid by the issuer reverting to similar levels seen prior to the
transition, inflation adjusted, would likely lead to the resolution
of the RWN and affirmation of the notes with Stable Outlooks.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Southern Pacific Financing 05-B Plc, Southern Pacific Financing
06-A Plc, Southern Pacific Securities 06-1 plc
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool[s] and the transaction[s]. Fitch has not reviewed the results
of any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Fitch did not undertake a review of the information provided about
the underlying asset pool[s] ahead of the transactions' initial
closing. The subsequent performance of the transaction[s] over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
SPF 05-B, SPF 06-A and SPS 06-1 have an ESG Relevance Score of 4
for "Human Rights, Community Relations, Access & Affordability" due
to a significant proportion of the pools containing owner-occupied
loans advanced with limited affordability checks, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
SPF 05-B, SPF 06-A and SPS 06-1 have an ESG Relevance Score of 4
for "Customer Welfare - Fair Messaging, Privacy & Data Security"
due to the pools exhibiting an IO maturity concentration of legacy
non-conforming owner-occupied loans of greater than 20%, which has
a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
*********
S U B S C R I P T I O N I N F O R M A T I O N
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