/raid1/www/Hosts/bankrupt/TCREUR_Public/241011.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
Friday, October 11, 2024, Vol. 25, No. 205
Headlines
F I N L A N D
CITYCON OYJ: Moody's Affirms 'Ba1' CFR, Outlook Remains Negative
G E R M A N Y
OQ CHEMICALS: Moody's Alters Outlook on 'Caa3' CFR to Positive
SC GERMANY 2024-2: Fitch Assigns 'BB+(EXP)sf' Rating on Cl. E Notes
I R E L A N D
ADAGIO CLO VI: Moody's Affirms B1 Rating on EUR11MM Class F Notes
CAIRN CLO XIII: Fitch Hikes Rating on Class F Notes to 'B+sf'
EUROPEAN RESIDENTIAL 2019-NPL2: Moody's Ups Rating on C Notes to B1
JUBILEE CLO 2016-XVII: Fitch Hikes Rating on Cl. E-R Notes to BB+sf
JUBILEE CLO 2018-XX: Fitch Hikes Rating on Class F Notes to 'B+sf'
OAK HILL VII: Fitch Hikes Rating on Class E Notes to 'BB+sf'
PENTA CLO 6: Fitch Affirms 'B-sf' Rating on Class F-R Notes
ROCKFORD TOWER 2024-1: Fitch Assigns B-(EXP)sf Rating on F-2 Notes
M A C E D O N I A
NORTH MACEDONIA: Fitch Affirms 'BB+' LongTerm Foreign Currency IDR
R U S S I A
NAVOI MINING: Fitch Assigns BB-(EXP) Rating on Sr. Unsecured Notes
S W E D E N
REDHALO MIDCO: Moody's Gives B2 Rating to New Secured Term Loan B4
STENHUS FASTIGHETER: NCR Alters Outlook on Issuer Rating to Stable
T U R K E Y
GOLDEN GLOBAL: Fitch Affirms 'CCC+' LongTerm IDR
U N I T E D K I N G D O M
ADVANCED BACTERIAL: Kroll Advisory Named as Joint Administrators
CODA CLOUD: SFP Named as Joint Administrators
CONCEPT BALUSTRADES: Hudson Weir Named as Joint Administrators
CROSSLANDS PROPERTIES: Evelyn Partners Replaced Old Administrators
HI-TEC WELDING: Hudson Weir Named as Joint Administrators
INEOS QUATTRO 2: Fitch Rates EUR675MM Secured Notes 'BB+'
M.R PARTNERSHIP: Quantuma Advisory Named as Administrators
MACCPLAS LIMITED: Cowgills Limited Named as Joint Administrators
THURSDAYS (UK): Teneo Financial Named as Joint Administrators
VALEO FOODS: Fitch Assigns 'B' Final Rating on Term Loan B Facility
X X X X X X X X
[*] BOOK REVIEW: Transnational Mergers and Acquisitions
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F I N L A N D
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CITYCON OYJ: Moody's Affirms 'Ba1' CFR, Outlook Remains Negative
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Moody's Ratings has affirmed the long term corporate family rating
of Ba1 for Citycon OYJ ("Citycon") and its junior subordinated
notes at Ba3. The backed senior unsecured MTN programme of (P)Ba1
and the backed senior unsecured bonds of Ba1 of Citycon Treasury
B.V. have also been affirmed. Citycon is one of the largest retail
property companies in the Nordics. The outlook on both entities
remains negative.
RATINGS RATIONALE
Moody's affirmed the Ba1 long-term corporate family rating with a
negative outlook. However, the position in the Ba1 rating category
has improved due to Citycon's strong post-pandemic recovery, with
tenant sales surpassing 2019 levels, a favorable operating
environment, bolstered by decreasing inflation and interest rates,
which enhances consumer spending power. Additionally, central banks
cutting interest rates, decreasing bank margins and bond spreads,
cash preserving measures alongside planned divestments are
supporting Citycon's positioning in the current rating category.
Further, Citycon is expected to divest approximately EUR700 million
in 2024-2025 which would be credit positive, building on a
successful history of divesting EUR598 million since 2019, notably
under challenging conditions in 2021 and 2022. The stabilization of
yields and the positive effects of interest rate cuts are
anticipated to invigorate the transaction market, particularly in
Citycon's high-yield segments. Moody's positively recognize recent
measures to address refinancing including a EUR48 million equity
issue, a EUR300 million 5-year bond issue, EUR650 million credit
facility extension, EUR206 million Kista loan extension and
divestment of Kongssenteret and Trekanten.
Citycon's financial metrics show some strain, with a fixed charge
cover at 2.1x (2.6 x with 50% equity hybrid adjustment) in Q2 LTM
2024 when treating hybrid instruments as debt, though anticipated
central bank rate cuts are expected to foster improvement beyond
current forecasts. Leverage stands high at 61% (54% with 50% equity
hybrid adjustment) under the same debt assumption but is expected
to be gradually improved over the next quarters. The net debt to
EBITDA ratio is notably high at 13.5x (12x with 50% equity hybrid
adjustment).
Citycon's Ba1 corporate family rating reflects its strong
post-pandemic recovery, with tenant sales surpassing 2019 levels,
and its focus on essential retail services, accounting for about
40% of rental income. The company benefits from its retail
properties being located in growing suburban metropolitan areas
with good public transport access and enjoys geographic
diversification across highly rated countries like Finland, Norway,
and Sweden. Its leading position in the Nordic shopping center
market, significant unencumbered assets, diverse financing, and
solid retail occupancy of approximately 95% as of June 2024 also
support the rating. However, the rating faces constraints from
structural risks such as a dense market and intense competition, as
well as potential challenges in accessing equity due to G City
Ltd.'s higher leverage, despite the current absence of signs of
financial distress, indicated by the owner's participation in
equity issues.
LIQUIDITY
Citycon's liquidity is good. The liquidity is supported by
committed and available credit lines of about EUR400 million, cash
of EUR49.1 million, recently issued bond EUR300 million and
expected cash flow of EUR174 million which cover uses over the next
six quarters.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
An upgrade could develop in the case of the following:
-- a strong and sustainable in like-for-like rental growth, tenant
sales and footfall, combined with stable or higher occupancy
-- debt/total assets are close to 45%
-- fixed-charge cover is sustained around 3.0x
-- liquidity improves further
Factors that could lead to a downgrade
Negative rating pressure could develop if inflation and increasing
interest rates are negatively affecting household consumption and
weakening GDP causes more challenging operating conditions, or if a
high level of retailer distress translates into sustained weakened
credit quality and occupancy. Other factors that could lead to a
downgrade include:
-- Moody's-adjusted leverage sustained above 55% (including hybrid
as debt), net debt/EBITDA is above 12x or Moody's-adjusted fixed
charge coverage below 2.25x.
-- Failure to maintain good liquidity
-- A sharp and persistent deterioration in local currencies
against the euro, which would force the company to discount rents
on a long-term basis even though current operatings are in constant
currency
-- Evidence of increasing cash and/or asset leakage or debt-funded
capital distribution from Citycon to its parent G City Ltd.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms published in February 2024.
COMPANY PROFLE
Citycon OYJ owns and manages a portfolio of 28 retail properties in
the Nordic countries, of which 7 are located in Finland, 11 in
Norway, six in Sweden (including Kista Galleria), four in Denmark
and Estonia. The company is one of the largest listed property
company in the Nordics and one of the largest listed retail
property companies in Europe by gross asset value. With total
assets of EUR4.4 billion as of June 30, 2024, the company generated
a gross rental income of EUR225 million as of the last twelve
months of June 30 2024.
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G E R M A N Y
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OQ CHEMICALS: Moody's Alters Outlook on 'Caa3' CFR to Positive
--------------------------------------------------------------
Moody's Ratings has affirmed OQ Chemicals International Holding
GmbH's ("OQC", "OQ Chemicals" or "the company") Caa3 long term
corporate family rating following the company's recently completed
amend and extend transaction which Moody's considered a distressed
exchange. Moody's also upgraded the company's probability of
default rating to Caa3-PD/LD from Ca-PD/LD. Moody's will remove the
"/LD" designation from the PDR in approximately three business days
as this transaction resolved the LD which resulted when the company
deferred interest on its legacy facilities in Q2 2024. In the same
action Moody's assigned a B2 rating to the amended and extended
backed senior secured super priority term loan B (EUR and USD
tranches) and a Caa3 rating to the amended and extended backed
senior secured TLBs (EUR and USD tranches). All of the new
facilities mature on December 31, 2026. All facilities are borrowed
by OQ Chemicals Holding Drei GmbH, with OQ Chemicals Corporation as
co-borrower. The outlook was changed to positive from stable for
both entities.
RATINGS RATIONALE
The rating action reflects the improved maturity profile and
expectation for improved EBITDA generation in H2 2024 and into
2025. It also reflects the potential for full redemption of debt,
at par and including accrued interest, if the company executes on
a successful sale process. However, it also considers the company's
ongoing negotiations to relax a covenant tied to its ABS facility
and the possibility that the sale process will not achieve its
stated objective. Absent a waiver or relaxation of the covenant,
the company would be in default on that facility resulting in
weaker liquidity.
The completion of the amend and extend transaction has alleviated
immediate liquidity pressure and afforded OQC time to run the
ongoing controlled sale process. Additionally, the company will
resume interest payments on its new facilities. The facility sizes
have increased due to the accrued interest and various fees
associated with the deferral of interest which occurred in April
2024.
The sale process is being run with the objective of achieving a
full cash repayment for existing lenders (par plus accrued fees)
and an equity recovery for the shareholder OQ SAOC. Moody's expect
the company's next major milestone to occur on October 15, 2024
when binding bids for the company are due. If bids do not meet the
sale criteria, there is a path where lenders could take control of
the company, assuming a 89.9% stake, with OQ SAOC retaining a 10.1%
stake.
As of June 30, 2024 Moody's estimate the company's Moody's adjusted
debt/EBITDA to be around 9.25x. This includes Moody's standard
adjustments for pensions, factoring and leases. Moody's expect
improvement from these levels by year-end 2024, with further
improvement in 2025. Assuming a similar debt quantum, Moody's
estimate the company could achieve leverage around 7x to 8x in
2025.
Governance considerations were a driver of this rating action
because execution of the amend and extend transaction had a
positive impact on Moody's assessment of liquidity position of the
company which was previously constrained by the legacy term loans
maturity scheduled in October 2024.
RATING OUTLOOK
The positive outlook reflects: (1) the extension of the company's
debt maturities to December 31, 2026 which removed immediate
maturity concerns and (2) the expected improvement of operating
performance in H2 2024 and into 2025.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade of OQC's ratings include: (i)
a positive resolution of the company's ABS covenant concerns; (ii)
continued fundamental improvement in operating performance; (iii)
improved liquidity; (iv) positive developments related to the
ongoing sale of the company.
Factors that could lead to a downgrade of OQC's ratings include:
(i) a breach of the company's ABS covenant; (ii) deterioration in
the company's liquidity or; (iii) weaker than expected EBITDA and
cash flow generation
LIQUIDITY
Moody's consider OQC's liquidity weak. As of June 30, 2024, the
company had EUR107.6 million of cash on hand. The company no longer
has a revolving credit facility as undrawn commitments were
cancelled in June and the RCF was effectively turned into a term
facility. The company's available cash is lower due to certain cash
being restricted or trapped (around EUR25 million). Moody's
estimate the company's cash balance to have been around EUR100
million, with a similar level of trapped cash as of September 16
2024. The company has a EUR75 million free liquidity covenant
related to its ABS facility, and absent a waiver or relaxation of
that covenant, OQC will likely breach this covenant.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Chemicals
published in October 2023.
COMPANY PROFILE
OQ Chemicals International Holding GmbH (OQC) is a leading global
producer of oxo chemicals on a global scale. OQ Chemicals was
formed in 2007 through the merger of the two business units of
Celanese AG and Evonik Industries AG (Baa2 stable). The company has
been owned by OQ SAOC (formerly known as Oman Oil Company) since
December 2013. OQ SAOC is owned by the Oman Investment Authority
and is ultimately owned by the Government of Oman (Ba1 positive).
SC GERMANY 2024-2: Fitch Assigns 'BB+(EXP)sf' Rating on Cl. E Notes
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Fitch Ratings has assigned SC Germany S.A., Compartment Consumer
2024-2's notes expected ratings.
Final ratings are contingent upon receipt of the final documents
and legal opinions conforming to the information already received
Entity/Debt Rating
----------- ------
SC Germany S.A.,
Compartment
Consumer 2024-2
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
F LT BBB-(EXP)sf Expected Rating
Transaction Summary
The transaction is a securitisation of unsecured consumer loans
originated to private borrowers by Santander Consumer Bank AG (SCB;
A-/Stable/F2). It features a six-month revolving period and a
combination of sequential and pro rata amortisation.
KEY RATING DRIVERS
Default Expectations Reflect Deteriorating Performance: SCB's book
has reported higher default rates since 2022. This deterioration in
performance is also visible in recent predecessor transactions.
Inflation has compromised affordability in Germany and SCB has
implemented measures to curb the increase in defaults. Fitch's
default rate assumption of 6.5% (5.25% for SCGC 2023-1) reflects
these higher levels, combined with its view of slightly improving
borrower affordability due to rising wages and falling inflation.
Owing to the cyclically higher base case default rate, Fitch used a
lower 'AAA' default multiple (4.0x vs 4.5x), leading to a smaller
relative change in the 'AAA' default assumption. Fitch also
slightly lowered the base case recovery rate assumption to 15%
(17.5% for SCGC 2023-1), driven by the lower recoveries in recent
bank book data as well as the existing transactions.
Improved Excess Spread: SCGC 2024-2's weighted average (WA) pool
yield of around 9.0% is higher than 7.5% for SCGC 2023-1. The
increase is in line with the broader consumer lending market. SCGC
2024-2's aggregate senior costs, net swap and interest payments are
lower than that of SCGC 2023-1. The improved cost/income dynamics
result in higher available excess spread beneficial for the
transaction. Structural features like replacement servicer fee
reserve also support excess spread.
Pro-Rata Length Key to Repayment: In Fitch's cash-flow modelling,
the full repayment of senior notes is dependent on the length of
the pro rata attribution of principal funds. Fitch finds the
three-month rolling average dynamic net loss ratio to be the most
effective trigger to stop the pro rata period in the event of
performance deterioration.
Counterparty Risks Addressed: The transaction has a funded
liquidity reserve to bridge payment interruption and reserves for
commingling and set-off risk. The commingling and set-off reserves
will be funded if the seller is downgraded below a rating threshold
of 'BBB'. All reserves are adequate to cover their exposures in its
view and in line with its criteria. Rating triggers and remedial
actions for the account bank and swap counterparty are adequately
defined and in line with its criteria as well.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Asset performance deterioration beyond its current expectations in
the form of higher defaults and larger losses due to adverse
changes to macroeconomic conditions, especially rising unemployment
in light of the structural challenges facing the German economy
could result in downgrades. Additionally, prolonged pro rata
amortisation due to defaults being more back loaded than assumed
might impact the senior notes' ratings.
Expected impact on the notes' ratings of increased defaults (class
A/B/C/D/E/F):
Increase default rate by 10%: 'AA+sf'; 'A+sf'; 'A-sf'; 'BBB-sf';
'BB+sf'; 'BBB-sf'
Increase default rate by 25%: 'AA-sf'; 'Asf'; 'BBB+sf'; 'BB+sf';
'BBsf'; 'BB+sf'
Increase default rate by 50%: 'Asf'; 'BBB+sf'; 'BBB-sf'; 'BBsf';
'Bsf'; 'BBsf'
Expected impact on the notes' ratings of reduced recoveries (class
A/B/C/D/E/F):
Reduce recovery rates by 10%: 'AA+sf'; 'AA-sf'; 'Asf'; 'BBBsf';
'BB+sf'; 'BBB-sf'
Reduce recovery rates by 25%: 'AA+sf'; 'AA-sf'; 'Asf'; 'BBBsf';
'BB+sf'; 'BBB-sf'
Reduce recovery rates by 50%: 'AA+sf'; 'A+sf'; 'BBB+sf'; 'BBB-sf';
'BB+sf'; 'BBB-sf'
Expected impact on the notes' ratings of increased defaults and
reduced recoveries (class A/B/C/D/E/F):
Increase default rates by 10% and reduce recovery rates by 10%:
'AAsf'; 'A+sf'; 'A-sf'; 'BBB-sf'; 'BBsf'; 'BBB-sf'
Increase default rates by 25% and reduce recovery rates by 25%:
'AA-sf'; 'Asf'; 'BBB+sf'; 'BB+sf'; 'BBsf'; 'BB+sf'
Increase default rates by 50% and reduce recovery rates by 50%:
'Asf'; 'BBB+sf'; 'BBB-sf'; 'BBsf'; 'CCCsf'; 'BBsf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Better than expected transaction performance, due to improving
borrower affordability with rising wages and falling inflation,
resulting in lower defaults and losses than expected will result in
upgrades.
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 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.
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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ADAGIO CLO VI: Moody's Affirms B1 Rating on EUR11MM Class F Notes
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Moody's Ratings has upgraded the ratings on the following notes
issued by Adagio VI CLO Designated Activity Company:
EUR29,500,000 Class C Deferrable Mezzanine Floating Rate Notes due
2031, Upgraded to Aa2 (sf); previously on Apr 19, 2024 Upgraded to
A1 (sf)
EUR19,000,000 Class D Deferrable Mezzanine Floating Rate Notes due
2031, Upgraded to Baa1 (sf); previously on Apr 19, 2024 Affirmed
Baa2 (sf)
Moody's have also affirmed the ratings on the following notes:
EUR205,000,000 (current outstanding amount EUR166,308,454) Class A
Senior Secured Floating Rate Notes due 2031, Affirmed Aaa (sf);
previously on Apr 19, 2024 Affirmed Aaa (sf)
EUR32,000,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Apr 19, 2024 Upgraded to Aaa
(sf)
EUR10,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Affirmed Aaa (sf); previously on Apr 19, 2024 Upgraded to Aaa (sf)
EUR17,300,000 Class E Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on Apr 19, 2024 Affirmed Ba2
(sf)
EUR11,000,000 Class F Deferrable Junior Floating Rate Notes due
2031, Affirmed B1 (sf); previously on Apr 19, 2024 Affirmed B1
(sf)
Adagio VI CLO Designated Activity Company, issued in December 2017,
is a collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by AXA Investment Managers US Inc. The transaction's
reinvestment period ended in May 2022.
RATINGS RATIONALE
The rating upgrades on the Class C and D notes are the results of
the significant deleveraging of the Class A notes following
amortisation of the underlying portfolio since the last rating
action in April 2024.
The affirmations on the ratings on the Class A, B-1, B-2, E and F
notes are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.
The Class A notes have paid down by approximately EUR30.5million
(15.5%) since the last rating action in April 2024 and
EUR38.7million (18.9%) since closing. As a result of the
deleveraging, over-collateralisation (OC) has increased across the
capital structure. According to the trustee report dated August
2024 [1] the Class A/B, Class C, Class D, Class E and Class F OC
ratios are reported at 145.05%, 127.06%, 117.66%, 110.23% and
105.98% compared to February 2024 [2] levels of 139.25%, 123.94%,
115.75%, 109.17% and 105.37% respectively.
The deleveraging and OC improvements primarily resulted from high
prepayment rates of leveraged loans in the underlying portfolio.
Most of the prepaid proceeds have been applied to amortise the
liabilities. All else held equal, such deleveraging is generally a
positive credit driver for the CLO's rated liabilities.
The key model inputs Moody's use in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR304.1m
Defaulted Securities: EUR3.35
Diversity Score: 44
Weighted Average Rating Factor (WARF): 3104
Weighted Average Life (WAL): 3.29 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.54%
Weighted Average Coupon (WAC): 3.87%
Weighted Average Recovery Rate (WARR): 44.5%
The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporate these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assume have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
CAIRN CLO XIII: Fitch Hikes Rating on Class F Notes to 'B+sf'
-------------------------------------------------------------
Fitch Ratings has upgraded Cairn CLO XIII DAC's class B to F notes
and affirmed the others. The Outlooks are Stable.
Entity/Debt Rating Prior
----------- ------ -----
Cairn CLO XIII DAC
A XS2327435066 LT AAAsf Affirmed AAAsf
A-1 Loan LT AAAsf Affirmed AAAsf
A-2 Loan LT AAAsf Affirmed AAAsf
B XS2327435819 LT AA+sf Upgrade AAsf
C XS2327436460 LT A+sf Upgrade Asf
D XS2327437351 LT BBB+sf Upgrade BBB-sf
E XS2327437948 LT BB+sf Upgrade BBsf
F XS2327437518 LT B+sf Upgrade B-sf
Transaction Summary
Cairn CLO XIII DAC is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine, and second-lien loans. The portfolio is actively managed
by Cairn Loan Investments II LLP. The transaction will exit its
reinvestment period in November 2025.
KEY RATING DRIVERS
Performance Better Than Expected Case: Since Fitch's last rating
action in November 2023, the portfolio's performance has remained
stable. Based on the last trustee report dated 16 September 2024,
the transaction is passing all its tests. The transaction is 0.1%
below par and has no defaulted assets. Exposure to assets with a
Fitch-derived rating of 'CCC+' and below is 6.6%, versus a limit of
7.5%. The transaction's performance has exceeded its rating-case
assumptions, supporting the upgrades of the notes.
Low Refinancing Risk: The transaction has manageable exposure to
near- and medium-term refinancing risk, in view of the large
default-rate cushions for each class of notes. The CLO has no
assets maturing in 2024, 0.2% in 2025 and 5.5% in 2026, as
calculated by Fitch. The transaction's comfortable break-even
default-rate cushions support the Stable Outlooks.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors at 'B'/ 'B-'. The weighted
average rating factor, as calculated by Fitch under its latest
criteria, is 26.
High Recovery Expectations: Senior secured obligations comprise
99.4% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The weighted average recovery rate of the current
portfolio, as calculated by Fitch under its latest criteria, is
61.6%.
Diversified Portfolio: The top 10 obligor concentration as
calculated by Fitch is 12.9%, which complies with the 16% limit of
the current Fitch test matrix, and no obligor represents more than
1.6%. According to the latest trustee report, exposure to the three
largest Fitch-defined industries is 33% and the portfolio consists
of 4.5% fixed-rate assets versus a limit of 5%.
Transaction Within Reinvestment Period: Given the manager's ability
to reinvest, its analysis is based on a Fitch-stressed portfolio.
Fitch tested the notes' achievable ratings across all Fitch test
matrices, since the transaction can still migrate to different
collateral quality tests, and the percentage of fixed-rate assets
as well as the top 10 obligor concentration could also change.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades may occur if the build-up of the notes' credit
enhancement following amortisation does not compensate for a larger
loss expectation than initially assumed, due to unexpectedly high
levels of defaults and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may result from stable portfolio credit quality and
amortisation of notes leading to higher credit enhancement across
the structure.
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.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Cairn CLO XIII DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
EUROPEAN RESIDENTIAL 2019-NPL2: Moody's Ups Rating on C Notes to B1
-------------------------------------------------------------------
Moody's Ratings has upgraded the ratings of Class B and C notes in
European Residential Loan Securitisation 2019-NPL2 DAC. The rating
action reflects the increased levels of credit enhancement for the
affected notes.
EUR59.6M Class B Notes, Upgraded to Baa1 (sf); previously on Jul
28, 2020 Downgraded to Ba1 (sf)
EUR59.6M Class C Notes, Upgraded to B1 (sf); previously on Jul 28,
2020 Downgraded to B3 (sf)
RATINGS RATIONALE
The rating action is prompted by an increase in credit enhancement
for the affected tranches.
After Class A notes were fully repaid in August 2024 payment date,
Class B notes became the most senior notes, with a current balance
of 43.0 millions against 59.6 millions as of closing. Class C notes
current balance is 43.8 millions against 59.6 millions as of
closing.
The advance rate for Class B notes affected by the rating action
decreased to 8.6% from 50.1% since the last rating action. Class C
advance rate stood at 17.4% as of the latest payment date, against
54.8% as of the latest rating action.
The transaction deleveraged faster than expected due to an
extraordinary portfolio sale, whose proceeds, accounting for 35.6
millions, were used to amortize the rated notes at that time
according to the transaction documents, in July 2024 payment date.
Class B note repaid all the accrued interest shortfall, which stood
at 2.1 millions as of July 2024 payment date, with interest on
interest, meanwhile Class C note interest shortfall stood at 4.2
millions as of the latest payment date and this note will continue
to defer interest until it becomes the most senior note.
The transaction benefits from an interest rate cap provided by
Goldman Sachs International until the payment date falling in
December 2024. Following the expiration of this cap, the interest
rate on the rated notes will be capped at the coupon cap of 5.5%
for Class B and 6.5% for Class C.
The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer, account banks or swap
providers. The rating of the Class B notes is constrained by
operational risk given the limited liquidity available in the
transaction which would be insufficient to support payments in the
event of servicer disruption.
The principal methodology used in these ratings was "Non-Performing
and Re-Performing Loan Securitizations" published in April 2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors or circumstances that could lead to an upgrade of the
ratings include (1) the recovery process of the non-performing and
reperforming loans producing significantly higher cash-flows in a
shorter time frame than expected; (2) improvements in the credit
quality of the transaction counterparties.
Factors or circumstances that could lead to a downgrade of the
ratings include (1) significantly lower or slower cash-flows
generated from the recovery process on the non-performing and
reperforming loans due to either a longer time for the courts to
process the foreclosures and bankruptcies, a change in economic
conditions from Moody's central scenario forecast or idiosyncratic
performance factors. For instance, should economic conditions be
worse than forecasted and the sale of the properties generate less
cash-flows for the issuer or take a longer time to sell the
properties, all these factors could result in a downgrade of the
ratings; (2) deterioration in the credit quality of the transaction
counterparties; and (3) increase in sovereign risk.
JUBILEE CLO 2016-XVII: Fitch Hikes Rating on Cl. E-R Notes to BB+sf
-------------------------------------------------------------------
Fitch Ratings has upgraded Jubilee CLO 2016-XVII DAC's class
B-1-R-R, B-2-R-R and E-R notes, and affirmed the rest. The Outlook
is Stable on all notes.
Entity/Debt Rating Prior
----------- ------ -----
Jubilee CLO 2016-XVII DAC
A-1-R-R XS2307741533 LT AAAsf Affirmed AAAsf
A-2-R-R XS2307740725 LT AAAsf Affirmed AAAsf
B-1-R-R XS2307739123 LT AA+sf Upgrade AAsf
B-2-R-R XS2307741293 LT AA+sf Upgrade AAsf
C-R XS1874093575 LT Asf Affirmed Asf
D-R XS1874093906 LT BBB-sf Affirmed BBB-sf
E-R XS1874094201 LT BB+sf Upgrade BB-sf
F-R XS1874094466 LT B-sf Affirmed B-sf
Transaction Summary
Jubilee CLO 2016-XVII DAC is a cash flow CLO comprising mostly
senior secured obligations. The transaction closed in September 16.
It is actively managed by Alcentra Ltd and exited its reinvestment
period in October 2022.
KEY RATING DRIVERS
Asset Performance Better Than Rating Case: Since Fitch's last
rating action in November 2023, the portfolio's performance has
been stable. As discussed in the last trustee report dated 4
September 2024, the transaction is passing all its collateral
quality and portfolio profile tests, apart from a marginally
failing weighted average life test and a collateral quality test
from a different rating agency.
The transaction is currently 0.4% below par (calculated as the
current par difference over the original target par). Exposure to
assets with a Fitch-derived rating of 'CCC+' and below is 7.3%,
according to the trustee, against a limit of 7.5%. There are
approximately EUR0.7 million of defaulted assets in the portfolio,
but total par loss remains well below its rating-case assumptions.
This supports the rating actions.
Limited Refinancing Risk: The transaction has manageable exposure
to near- and medium-term refinancing risk, in view of the large
default-rate cushions for each class of notes. The CLO has no
portfolio assets maturing in 2024, 1% maturing in 2025, and a total
of 6.5% maturing before June 2026, as calculated by Fitch. The
transaction's comfortable break-even default-rate cushions supports
the Stable Outlook.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The weighted average rating
factor (WARF) of the current portfolio is 25.7 as calculated by
Fitch under its latest criteria. For the portfolio including
entities with Negative Outlooks that are notched down one level
under its criteria, the WARF was 27.9 at 28 September 2024.
High Recovery Expectations: Senior secured obligations comprise
99.4% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate (WARR) of the current portfolio was 63.1%.
Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 14.2%, and no obligor
represents more than 2% of the portfolio balance. The exposure to
the three-largest Fitch-defined industries is 34.8% as calculated
by the trustee. Fixed-rate assets currently are reported by the
trustee at 6.6% of the portfolio balance compared to the maximum of
7.5%.
Transaction Outside Reinvestment Period: Although the transaction
exited its reinvestment period in October 2022, the manager can
reinvest unscheduled principal proceeds and sale proceeds from
credit-risk obligations after the reinvestment period, subject to
compliance with the reinvestment criteria. Given the manager's
ability to reinvest, Fitch's analysis is based on a stressed
portfolio. Fitch tested the notes' achievable ratings across the
Fitch test matrix as the portfolio can still migrate to different
collateral quality tests and the level of fixed-rate assets could
change.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread being available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Jubilee CLO 2016-XVII DAC
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.
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.
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Jubilee CLO
2016-XVII DAC. In cases where Fitch does not provide ESG relevance
scores in connection with the credit rating of a transaction,
programme, instrument or issuer, Fitch will disclose any ESG factor
that is a key rating driver in the key rating drivers section of
the relevant rating action commentary.
JUBILEE CLO 2018-XX: Fitch Hikes Rating on Class F Notes to 'B+sf'
------------------------------------------------------------------
Fitch Ratings has upgraded Jubilee CLO 2018-XX DAC's class B-1,
B-2, B-3, C-1, C-2, E and F notes, and affirmed the rest. The
Outlooks on the class B-1, B-2 and B-3 notes are Positive.
Entity/Debt Rating Prior
----------- ------ -----
Jubilee CLO 2018-XX DAC
A XS1826049097 LT AAAsf Affirmed AAAsf
B-1 XS1826050426 LT AA+sf Upgrade AAsf
B-2 XS1826049683 LT AA+sf Upgrade AAsf
B-3 XS1834758861 LT AA+sf Upgrade AAsf
C-1 XS1826051077 LT A+sf Upgrade Asf
C-2 XS1834758192 LT A+sf Upgrade Asf
D XS1826051663 LT BBB+sf Affirmed BBB+sf
E XS1826052471 LT BB+sf Upgrade BBsf
F XS1826052638 LT B+sf Upgrade B-sf
Transaction Summary
Jubilee CLO 2018-XX DAC is a cash flow CLO comprising mostly senior
secured obligations. The transaction closed in July 2018. It is
actively managed by Alcentra Ltd and exited its reinvestment period
in July 2022.
KEY RATING DRIVERS
Asset Performance Better Than Rating Case: Since Fitch's last
rating action in December 2023, the portfolio's performance has
been stable. As discussed in the last trustee report dated 4
September 2024, the transaction is breaching five of its collateral
quality tests, the weighted average life test, the weighted average
spread test, the weighted average fixed coupon test and two tests
from a different rating agency. The transaction is currently 0.3%
below par (calculated as the current par difference over the
original target par). Exposure to assets with a Fitch-derived
rating of 'CCC+' and below is 7.2%, according to the trustee,
compared to a limit of 7.5%. There are approximately EUR4.8 million
of defaulted assets in the portfolio, but total par loss remains
well below its rating-case assumptions. This supports the rating
actions.
Deleveraging Transaction: The transaction has started to repay its
class A notes, which increases the credit enhancement for the
remaining notes. This supports the Outlook revision to Positive on
the class B-1, B-2 and B-3 notes.
Manageable Refinancing Risk: The transaction has manageable
exposure to near- and medium-term refinancing risk, in view of the
large default-rate cushions for each class of notes. The CLO has
1.2% of portfolio assets maturing in 2024, 2.1% maturing in 2025,
and a total of 12.4% maturing before June 2026, as calculated by
Fitch. The transaction's comfortable break-even default-rate
cushions supports the Stable Outlook.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The weighted average rating
factor (WARF) of the current portfolio is 26.4 as calculated by
Fitch under its latest criteria. For the portfolio including
entities with Negative Outlooks that are notched down one level
under its criteria, the WARF was 28.3 at 28 September 2024.
High Recovery Expectations: Senior secured obligations comprise
99.1% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate of the current portfolio was 59.6%.
Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 18.9%, and no obligor
represents more than 2.6% of the portfolio balance. The exposure to
the three-largest Fitch-defined industries is 30.9% as calculated
by the trustee. Fixed-rate assets currently are reported by the
trustee at 7.3% of the portfolio balance against a maximum of
7.5%.
Transaction Outside Reinvestment Period: The manager can reinvest
unscheduled principal proceeds and sale proceeds from credit
improved/impaired obligations after the reinvestment period,
subject to compliance with the reinvestment criteria. However, the
manager is currently restricted as the transaction is failing a
WARF test from a different rating agency. The manager has not been
actively reinvesting since July 2024 and the transaction has become
static.
Given the manager has not been reinvesting and is currently
restricted from reinvestment, Fitch's analysis is based on the
current portfolio to test for downgrades and the current portfolio
notching down any obligor with an Issuer Default Rating on Negative
Outlook by one notch (with a CCC- floor) and flooring the
portfolio's WAL at four years when testing for upgrades.
Deviation from MIR: The class B-1, B-2, B-3 D and F notes are one
notch below their model-implied ratings (MIR) and the class C-1 and
C-2 notes two notches below the MIR. The deviations reflect the
sensitivity of the notes' MIRs to negative portfolio migration and
additional defaults as a result of refinancing risk. In this
sensitivity analysis, Fitch assumed its top Market Concern Loans
(MCLs) and tier 2 MCLs defaulted, with the standard criteria
recovery assumptions. Fitch also downgraded tier 3 MCLs and issuers
with maturities before June 2026 by two notches with a 'CCC-'
floor.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread being available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
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.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Jubilee CLO 2018-XX
DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
OAK HILL VII: Fitch Hikes Rating on Class E Notes to 'BB+sf'
------------------------------------------------------------
Fitch Ratings has upgraded Oak Hill European Credit Partners VII
DAC's class B-R note and E notes, and affirmed the others. The
Outlooks are Stable.
Entity/Debt Rating Prior
----------- ------ -----
Oak Hill European
Credit Partners
VII DAC
A-R XS2330054953 LT AAAsf Affirmed AAAsf
B-R XS2331736574 LT AAAsf Upgrade AA+sf
C XS1843457224 LT A+sf Affirmed A+sf
D XS1843456689 LT BBB+sf Affirmed BBB+sf
E XS1843456093 LT BB+sf Upgrade BBsf
F XS1843455871 LT Bsf Affirmed Bsf
Transaction Summary
Oak Hill European Credit Partners VII DAC is a cash flow CLO
comprised of mostly senior secured obligations. The transaction is
actively managed by Oak Hill Advisors (Europe) LLP and exited its
reinvestment period in April 2023.
KEY RATING DRIVERS
Stable Performance: Since Fitch's last rating action in December
2023, the portfolio's performance has been stable, building 0.5% of
par (from minus 2.5% of target par at the last review). As per the
last trustee report dated September 2024, the transaction is
passing all of its portfolio profile tests and collateral quality
except for the weighted average life (WAL) test. Exposure to assets
with a Fitch-derived rating of 'CCC+' and below is 6.1%, according
to the trustee, versus a limit of 7.5%. There are approximately
EUR1.5 million of defaulted assets in the portfolio, and
transaction is currently 2% below par.
Deleveraging Transaction: The transaction has started to repay the
class A-R notes, which increases credit enhancement for the class
A-R to C notes. This supports the upgrade of the class B-R notes.
Limited Refinancing Risk: The transaction has manageable exposure
to near- and medium-term refinancing risk, with 2.5% of the assets
in the portfolio maturing before 2025 and a total of 8% before June
2026, as calculated by Fitch. The transaction's comfortable
break-even default-rate cushions supports the upgrade of the class
E notes and the Stable Outlook on all notes.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor (WARF) of the current portfolio is 24.7 as
calculated by Fitch under the latest criteria. For the portfolio
including entities with Negative Outlooks that are notched down one
level under its criteria, the WARF was 25.5 at 28 September 2024.
High Recovery Expectations: Senior secured obligations comprise
99.7% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate of the current portfolio was 63%.
Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. As reported by the trustee, the
top 10 obligor concentration is 13.6%, with no obligor representing
more than 1.7% of the portfolio balance. Exposure to the
three-largest Fitch-defined industries is 31.8% as calculated by
the trustee. Fixed-rate assets are currently reported by the
trustee at 6.7% of the portfolio balance, which compares favourably
with the maximum of 10%.
Transaction Outside Reinvestment Period: The manager can reinvest
unscheduled principal proceeds and sale proceeds from credit
improved/impaired obligations after the reinvestment period,
subject to compliance with the reinvestment criteria. However, the
manager is currently restricted as the transaction is failing the
WAL test. The manager has not been actively reinvesting since April
2024 and the transaction has become static.
As the manager has not been reinvesting and is currently
restricted, Fitch's analysis is based on the current portfolio to
test for downgrades and the current portfolio, notching down any
obligor with an Issuer Default Rating on Negative Outlook by one
notch (with a CCC- floor) and flooring the portfolio's WAL at four
years when testing for upgrades.
Deviation from MIR: The class F notes are one notch below their
model-implied ratings (MIR), the class D notes two notches below
their MIR and the class C three notches below their MIR. For the
class C and D notes, the deviations reflect the sensitivity of the
MIRs to negative portfolio migration and additional defaults as a
result of refinancing risk. In this sensitivity analysis, Fitch
assumed its top market concern loans (MCLs) and tier 2 MCLs
defaulted, with the standard criteria recovery assumptions. Fitch
also downgraded tier 3 MCLs and issuers with maturities before June
2026 by two notches with a 'CCC-' floor.
For the class F notes, considering the transaction reinvestment
criteria post reinvestment period allow the WAL to be maintained or
improved should the manager restart reinvesting, the deviation
reflects that the MIR would not be sustainable. This is reflected
by a stressed portfolio run based on the Fitch test matrix
consistent with the current top 10 obligor concentration and
fixed-rate asset limits.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if loss
expectation is larger than initially assumed, owing to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur if there is stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread being available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Oak Hill European Credit Partners VII DAC
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.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Oak Hill European
Credit Partners VII DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
PENTA CLO 6: Fitch Affirms 'B-sf' Rating on Class F-R Notes
-----------------------------------------------------------
Fitch Ratings has upgraded Penta CLO 6 DAC's class B-1-R and B-2-R
notes and affirmed the others.
Entity/Debt Rating Prior
----------- ------ -----
Penta CLO 6 DAC
A-R XS2367155236 LT AAAsf Affirmed AAAsf
B-1-R XS2362602596 LT AA+sf Upgrade AAsf
B-2-R XS2362602679 LT AA+sf Upgrade AAsf
C-R XS2362602836 LT A+sf Affirmed A+sf
D-R XS2362602919 LT BBB+sf Affirmed BBB+sf
E-R XS2362603214 LT BB+sf Affirmed BB+sf
F-R XS2362603560 LT B-sf Affirmed B-sf
Transaction Summary
Penta CLO 6 DAC is a cash flow CLO comprised of mostly senior
secured obligations. The transaction is actively managed by
Partners Group (UK) Management Limited and is within its
reinvestment period until January 2026.
KEY RATING DRIVERS
Stable Performance; Low Refinancing Risk: Since Fitch's last rating
action in November 2023, the transaction has eroded some par and is
slightly below target par (by 70 bp). However, the portfolio's
performance remains stable. As per the latest trustee report dated
30 August 2024, there is one defaulted asset representing 0.4% of
the target par balance. The transaction is passing all of its
collateral quality and portfolio profile Tests.
The notes are not vulnerable to near- and medium-term refinancing
risk, with no assets in the portfolio maturing before 2024, 0.4% in
2025, and 9.2% in 2026 as calculated by Fitch. The stable
performance supports the upgrades and Stable Outlooks.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors at 'B'/'B-'. The weighted
average rating factor (WARF), as calculated by Fitch under its
latest criteria, is 25.8.
High Recovery Expectations: Senior secured obligations comprise
100% of the portfolio. Fitch views the recovery prospects for these
assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate (WARR) of the current portfolio is 61.9%.
Diversified Portfolio: The top-10 obligor concentration as
calculated by Fitch is 11.2%, which is below the limit of 15% based
on the current matrix covenants, and no obligor represents more
than 1.4% of the portfolio balance. Exposure to the three-largest
Fitch-defined industries is 36.6% as calculated by Fitch.
Transaction Still in Reinvestment Period: The transaction will exit
its reinvestment period in January 2026. However, the manager can
reinvest unscheduled principal proceeds and sale proceeds from
credit-risk obligations after the reinvestment period ends, subject
to compliance with the reinvestment criteria.
Given the manager's ability to reinvest, Fitch's analysis is based
on a stressed portfolio testing Fitch-calculated weighted average
life, Fitch-calculated WARF, Fitch-calculated WARR, weighted
average spread and fixed-rate asset share to their covenanted
limits. The transaction does not use the most up to date Fitch WARF
definition included in the latest CLO criteria, so Fitch has
converted the old Fitch WARF to the equivalent Fitch WARF under the
latest CLO criteria.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if its loss
expectations are larger than assumed, due to unexpectedly high
levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may result from stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
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.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Penta CLO 6 DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
ROCKFORD TOWER 2024-1: Fitch Assigns B-(EXP)sf Rating on F-2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned Rockford Tower Europe CLO 2024-1 DAC
expected ratings. The assignment of final ratings is contingent on
the receipt of final documents conforming to information already
reviewed.
Entity/Debt Rating
----------- ------
Rockford Tower
Europe CLO
2024-1 DAC
A Loan LT AAA(EXP)sf Expected Rating
A XS2864521161 LT AAA(EXP)sf Expected Rating
B-1 XS2864521328 LT AA(EXP)sf Expected Rating
B-2 XS2864521591 LT AA(EXP)sf Expected Rating
C XS2864521757 LT A(EXP)sf Expected Rating
D XS2864522052 LT BBB-(EXP)sf Expected Rating
E XS2864522219 LT BB-(EXP)sf Expected Rating
F-1 XS2864522482 LT B+(EXP)sf Expected Rating
F-2 XS2888482036 LT B-(EXP)sf Expected Rating
Subordinated
Notes XS2864522649 LT NR(EXP)sf Expected Rating
Transaction Summary
Rockford Tower Europe CLO 2024-1 DAC is a securitisation of mainly
(at least 90%) senior secured obligations with a component of
senior unsecured, mezzanine, second lien loans and high-yield
bonds. Note proceeds will be used to purchase a portfolio with a
target par of EUR400 million. The portfolio is actively managed by
Rockford Tower Capital Management L.L.C and the CLO will have about
4.5 years reinvestment period and an 8.5-year weighted average life
(WAL) test.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 23.9.
High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 64.4%.
Diversified Portfolio (Positive): The transaction will include
various concentration limits in the portfolio, including a
fixed-rate obligation limit at 15%, a top 10 obligor concentration
limit at 20% and a maximum exposure to the three largest
Fitch-defined industries at 40%. These covenants ensure the asset
portfolio will not be exposed to excessive concentration.
WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year on the step-up date, which is one year after closing.
The WAL extension is at the option of the manager but subject to
conditions, including passing the collateral-quality tests,
portfolio profile tests, coverage tests and the reinvestment target
par, with defaulted assets at their collateral value.
Portfolio Management (Neutral): The transaction will have a
reinvestment period of about 4.5-years and include reinvestment
criteria similar to those of other European transactions. Fitch's
analysis is based on a stressed case portfolio with the aim of
testing the robustness of the transaction structure against its
covenants and portfolio guidelines.
Cash Flow Modelling (Positive): The WAL for the transaction's
stress portfolio analysis is 12 months less than the WAL covenant.
This is to account for the strict reinvestment conditions envisaged
by the transaction after its reinvestment period, which include
passing the coverage tests, the Fitch WARF test and the Fitch 'CCC'
bucket limitation test after reinvestment as well as a WAL covenant
that progressively steps down, before and after the end of the
reinvestment period. Fitch believes these conditions would reduce
the effective risk horizon of the portfolio during the stress
period.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would have no impact on the class A to F-2
notes.
Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio, the
class F-2 notes display a rating cushion of four notches, the class
D and F-1 notes three notches, the class B and E notes two notches,
the class C notes one notch and there is no rating cushion for the
class A notes.
Should the cushion between the identified portfolio and the stress
portfolio be eroded 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 across all ratings of the stressed
portfolio would lead to downgrades of up to four notches.
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 Fitch's stress portfolio
would lead to upgrades of up to four notches, except for the
'AAAsf' rated notes, which are at the highest level on Fitch's
scale and cannot be upgraded.
During the reinvestment period, based on Fitch's stress portfolio,
upgrades may occur on better-than-expected portfolio credit quality
and a shorter remaining WAL test, meaning the notes are able to
withstand larger than expected losses for the transaction's
remaining life. After the end of the reinvestment period, upgrades
may occur in case of stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover 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
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Rockford Tower
Europe CLO 2024-1 DAC. In cases where Fitch does not provide ESG
relevance scores in connection with the credit rating of a
transaction, programme, instrument or issuer, Fitch will disclose
any ESG factor that is a key rating driver in the key rating
drivers section of the relevant rating action commentary.
=================
M A C E D O N I A
=================
NORTH MACEDONIA: Fitch Affirms 'BB+' LongTerm Foreign Currency IDR
------------------------------------------------------------------
Fitch Ratings has affirmed North Macedonia's Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'BB+' with a Stable
Outlook.
Key Rating Drivers
Rating Fundamentals: North Macedonia's 'BB+' rating is supported by
a record of credible and consistent macroeconomic policies that
underpin the longstanding de facto exchange rate peg to the euro,
more favourable governance indicators than peer medians, and an EU
accession process that acts as a reform anchor over the medium
term. Set against these factors are the high banking sector
euroisation and high structural unemployment, partly reflecting a
large informal economy and skills mismatches, together with weak
productivity growth.
New Government, EU Accession: North Macedonia's government changed
in June 2024 following parliamentary elections, with the
centre-right VMRO-DPMNE party forming an alliance with a coalition
of ethnic Albanian parties, replacing the previous coalition led by
the Social Democrats. Fitch expects the coalition to remain stable
and maintain a pro-EU policy approach. Amid ongoing tensions with
Bulgaria, tangible progress towards EU membership will still take
several years, in its view. Fitch views as positive the technical
support and policy assistance that North Macedonia receives from
the EU as part of this process.
Large Fiscal Loosening: Shortly after taking office, the new
government revised the 2024 fiscal deficit target to 4.9% of GDP
from 3.4% (2023: 4.9%; current 'BB' median: 3%). Fitch understands
the large revision was driven by the discovery of arrears to
various private sector contractors incurred under the previous
administration (about 1.3pp of GDP), as well as a policy decision
by the new government to increase pensions and some public sector
wages effective October 2024 (another 2pp of GDP).
The revised 2024 budget assumes economic growth of 2.1% for the
year, down from 3.4% in the original budget. Deferral and
reallocation of some expenditure, and greater targeting of
subsidies are expected to act as offsets. Fitch projects the
deficit to moderately reduce to 4.3% of GDP in 2025 and 3.8% in
2026.
Lack of Fiscal Policy Anchor: In Fitch's view, the new deficit
target makes compliance with the Organic Budget Law (OBL; which
requires no more than 3% deficits annually) highly unlikely at
least until 2026. North Macedonia's tax revenue base has been
constrained by a large shadow economy and boosting this through
greater use of electronic invoicing (as the government is planning)
will take time, while poor demographics makes the expenditure base
sticky.
Debt Trajectory to Rise: North Macedonia's general government debt
(GGGD; Fitch definition, excluding public guarantees) stood at
52.1% of GDP as of 1H24 and Fitch projects a continuous rise in the
ratio, with GGGD/GDP breaching the 60% limit specified by the OBL
by 2027. However, a large share of concessional debt mitigates
risks to public debt, with interest costs (as a proportion of
government revenue) at around half of peer median levels, at 5.1%.
Implementation of a credible medium-term strategy to consistently
reduce deficits will be key to stabilise the debt trajectory.
In 4Q24, Fitch expects the authorities to finalise a 15-year EUR500
million (3.5% of 2024F GDP) loan with Hungary at below-market rates
to meet the revised budgetary needs and part pre-finance a EUR500
million Eurobond maturity in January 2025. Fitch expects greater
reliance on domestic issuances in 2025-26, alongside a pipeline of
concessional financing, including from the World Bank and European
Bank for Reconstruction and Development. Fitch does not anticipate
a further drawdown of the EUR200 million Precautionary and
Liquidity Line (PLL) from the IMF, which will lapse in November
2024.
Sluggish Growth: Following 1% growth in 2023, the economy averaged
just 1.8% yoy growth in 1H24, largely owing to weak economic
performance in Germany (44% of North Macedonian exports) and
notwithstanding strong private consumption and investment
domestically. Following 2.2% growth in 2024, Fitch expects growth
to average 3.5% in 2025-26, partly driven by construction of the
8/10d transport corridors. Despite strong investment, weak
productivity and poor demographics weigh on potential growth.
Adequate FX Reserves: FX reserves stood at EUR4.5 billion as of
August 2024, equivalent to 4.1 months of 2025F current account
payables, while the liquidity ratio (as calculated by Fitch) is
comfortably above 100%. Official commitment to the de facto
currency peg is solid. The current account deficit will be largely
supported by FDI flows. Gross and net external debt levels are
above peer medians, but about 40% of government external debt is
concessional, and inter-company lending accounts for 66% of private
sector external debt.
Stable Banking Sector: The banking sector is profitable (2Q24:
return on average equity of 19.8%), well-capitalised (Tier 1
capital ratio of 18.2%), liquid and with sound asset quality
(non-performing loan ratio of 3.1%) and provision levels. Deposit
euroisation is relatively high, at 42.4% as of August 2024,
representing a slight decline from the 2022 peak of 46%, but this
is partly countered by a broadly matched proportion of
foreign-currency (euro) denominated loans.
The introduction of macroprudential measures in 2023 has led to a
deceleration in mortgage growth to 10% annually and a softening of
house price growth (which reached a 15-year high of 18% in 2022),
while the increase in the counter-cyclical capital buffer is
helping improve banking sector resilience.
ESG - Governance: North Macedonia has an ESG Relevance Score (RS)
of '5[+]' for both Political Stability and Rights and for the Rule
of Law, Institutional and Regulatory Quality, and Control of
Corruption. These scores reflect the high weight that the World
Bank Governance Indicators (WBGI) have in its proprietary Sovereign
Rating Model. North Macedonia has a medium WBGI ranking at the 53rd
percentile, reflecting a recent record of peaceful political
transitions, a moderate level of rights for participation in the
political process, moderate institutional capacity, established
rule of law, and a moderate level of corruption.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Public Finances: Failure to implement a credible fiscal
consolidation strategy that results in stabilisation of the GGGD
trajectory in the medium term.
External Finances: Pressure on foreign-currency reserves and/or the
de facto currency peg against the euro, caused by a marked
deterioration in the external position.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Structural/Macro: Improvement in medium-term growth prospects
and/or governance standards, for example, through demonstrated
progress towards EU accession.
Public Finances: A sharp and sustained decline in GGGD/GDP
consistent with an improvement in fiscal management and policy
credibility.
Sovereign Rating Model (SRM) and Qualitative Overlay (QO)
Fitch's proprietary SRM assigns North Macedonia a score equivalent
to a rating of 'BB' on the Long-Term Foreign-Currency (LT FC) IDR
scale.
Fitch's sovereign rating committee adjusted the output from the SRM
to arrive at the final LT FC IDR by applying its QO, relative to
SRM data and output, as follows:
- Macro: +1 notch, to reflect the deterioration in the SRM output
driven by the pandemic shock and the high inflation stemming from
the war in Ukraine. The deterioration of the GDP volatility
variable and the jump in inflation reflect very substantial and
unprecedented exogenous shocks that have hit the vast majority of
sovereigns, and Fitch currently believes that North Macedonia has
the capacity to absorb them without lasting effects on its
long-term macroeconomic stability.
Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LT FC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within its
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.
Country Ceiling
The Country Ceiling for North Macedonia is 'BBB-', 1 notch above
the LT FC IDR. This reflects moderate constraints and incentives,
relative to the IDR, against capital or exchange controls being
imposed that would prevent or significantly impede the private
sector from converting local currency into foreign currency and
transferring the proceeds to non-resident creditors to service debt
payments.
Fitch's Country Ceiling Model produced a starting point uplift of 0
notches above the IDR. Fitch's rating committee applied a +1 notch
qualitative adjustment to this, under the Long-Term Institutional
Characteristics pillar, reflecting the importance of FDI to North
Macedonia's open economy and the EU accession process.
ESG Considerations
North Macedonia has an ESG Relevance Score of '5[+]' for Political
Stability and Rights as World Bank Worldwide Governance Indicators
(WBGI) have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and a key rating driver with a high
weight. As North Macedonia has a percentile rank above 50 for the
respective Governance Indicator, this has a positive impact on the
credit profile.
North Macedonia has an ESG Relevance Score of '5[+]' for Rule of
Law, Institutional & Regulatory Quality and Control of Corruption
as WBGI have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and are a key rating driver with a
high weight. As North Macedonia has a percentile rank above 50 for
the respective Governance Indicators, this has a positive impact on
the credit profile.
North Macedonia has an ESG Relevance Score of '4[+]' for Human
Rights and Political Freedoms as the Voice and Accountability
pillar of the WBGI is relevant to the rating and a rating driver.
As North Macedonia has a percentile rank above 50 for the
respective Governance Indicator, this has a positive impact on the
credit profile.
North Macedonia has an ESG Relevance Score of '4[+]' for Creditor
Rights as willingness to service and repay debt is relevant to the
rating and is a rating driver for North Macedonia, as for all
sovereigns. As North Macedonia has a track record of 20+ years
without a restructuring of public debt and is captured in its SRM
variable, this has a positive impact on the credit profile.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
North Macedonia,
Republic of LT IDR BB+ Affirmed BB+
ST IDR B Affirmed B
LC LT IDR BB+ Affirmed BB+
LC ST IDR B Affirmed B
Country Ceiling BBB- Affirmed BBB-
senior
unsecured LT BB+ Affirmed BB+
Senior
Unsecured-Local
currency LT BB+ Affirmed BB+
Senior
Unsecured-Local
currency ST B Affirmed B
===========
R U S S I A
===========
NAVOI MINING: Fitch Assigns BB-(EXP) Rating on Sr. Unsecured Notes
------------------------------------------------------------------
Fitch Ratings has assigned JSC Navoi Mining and Metallurgical
Company's (NMMC) proposed notes an expected senior unsecured rating
of 'BB-(EXP)' with a Recovery Rating of 'RR4'. The bonds will rank
pari passu with NMMC's existing and future senior unsecured debt.
The proceeds from the proposed issuance will be used to fund capex
and to refinance some existing debt.
The assignment of the final rating is contingent on the receipt of
final documents conforming to information already reviewed.
The company's Long-Term Issuer Default Rating (IDR) of 'BB-' with a
Stable Outlook incorporates its large scale as the fourth-largest
gold producer globally with expected production of over 3 million
ounces (moz) in 2024 and as one of the lowest cost producers with
long mine life, high profit margins and very low leverage. This is
offset by concentrated operations in a weak operating environment
and relatively weak liquidity. NMMC's IDR is constrained by its
sole parent, Uzbekistan (BB-/Stable), in accordance with Fitch's
Government-Related Entities (GRE) Rating Criteria.
Key Rating Drivers
Sovereign Constrains Rating: NMMC's rating is constrained by its
sole shareholder, Uzbekistan, given its close links with the
sovereign, in accordance with Fitch's GRE Rating Criteria and
Parent and Subsidiary Linkage (PSL) Rating Criteria. This reflects
the influence the state exerts on the company through strategic
direction and control over the company's cash flow through taxation
and extraction of dividends.
Top Five Gold Miner: NMMC is the fourth-largest global gold
producer with 2.9 moz output in 2023, below leaders Newmont,
Barrick Gold and Agnico Eagle, slightly above Polyus PJSC and above
AngloGold Ashanti plc. The company has 12 major mining sites, seven
plants and two heap leach workshops, all located in Uzbekistan. Its
largest cluster, Muruntau, generates about 70% of total production,
and has a similar share of its resource base. NMMC sells all the
gold it produces to the Central Bank of Uzbekistan at the current
London Bullion Market price.
Fitch expects the company to increase gold production by 30% by
end-2024 compared with 2017, achieving its target output two years
ahead of plan, and having spent about USD3 billion capex to achieve
this.
Strong Financial Profile: The company has historically operated
with low leverage, and Fitch expects it to maintain net and gross
debt to EBITDA at below 1x. This is also a target for the
management, with short-term deviations allowed in case of a gold
price drop. The company distributes 100% of net income to the
government. When deciding on the dividend amount, the government
takes into consideration the leverage target, the company's cash
flow, the investment programme and liquidity.
Cost Leadership and High Reserves: NMMC's mines are located in the
first quartile of CRU's all-in sustaining costs (AISC) curve for
gold producers due to low costs of operations, high share of local
currency-denominated costs and economies of scale, in particular
for Muruntau mine, which is the largest gold mine in the world. The
company reported 2023 AISC at USD866/oz, which is one of the lowest
levels among gold producers globally. The reserve life of Muruntau
cluster is robust at 24 years, while reserve estimates of other
mines are pending.
Responsibility to Support: Fitch views the Decision Making and
Oversight factor under the GRE Rating Criteria as 'Strong' given
the 100% ownership by the state through the Ministry of Economy and
Finance. The state is contemplating selling a minority share
through an IPO, but Fitch believes that the government will
maintain strong links with NMMC. The state has tight control over
the company, monitoring the budget, investment programme and key
performance indicators.
Fitch assesses precedents of support as 'Strong' as 19% of total
debt at end-2023 was provided from government entities. The company
has not received any equity injections over the past 10 years.
Incentive to Support: Fitch assesses NMMC's preservation of
government policy role as 'Strong' as it is responsible for more
than 80% of gold produced in the country. NMMC is the largest
taxpayer and a major employer in Uzbekistan. As at end-2023, 71% of
its debt comprised facilities from international lenders. NMMC can
be considered a reference entity for the state given its size and
international debt amount. Fitch believes NMMC's default could
affect the ability of Uzbekistan and other GREs to borrow on
international markets and, therefore, assess contagion risk as
'Strong'.
Corporate Governance: Similar to other state-controlled companies
in Uzbekistan, NMMC is improving its corporate governance. It
started publishing IFRS financials from 2020 and also provides
half-year financials. NMMC has completed estimating most of its
reserves according to the JORC international standard. The
supervisory board currently mostly consists of state
representatives, with two independent members having been appointed
in 2024.
Derivation Summary
NMMC's peers include global gold producers Agnico Eagle Mines
Limited (BBB+/Stable), Kinross Gold Corporation (BBB/Stable),
AngloGold Ashanti plc (BBB-/Negative), Endeavour Mining plc
(BB/Stable) and Uzbek copper producer JSC Almalyk Mining and
Metallurgical Complex (BB-/Stable).
As the fourth-largest global gold miner with 2.9moz production in
2023, NMMC slightly trails the third-largest gold producer, Agnico
Eagle (3.4 moz in 2023) and its output is higher than that of
AngloGold Ashanti (2.3 moz) and Endeavour (1.1 moz). The company
also operates the largest gold mine globally, which is a part of
the Muruntau cluster that generates about 70% share of its total
production.
NMMC is among the lowest cost producers globally, with assets
located in the first quartile of the global gold cost curve. Its
AISC were at USD866/oz in 2023, comparing favourably with
Endeavour's USD967/oz, Agnico Eagle's USD1,207/oz, Kinross's
USD1,316/oz and AngloGold Ashanti's USD1,538/oz.
The company's operations are concentrated in one country,
Uzbekistan, which has a weaker operating environment and is the
major constraint on the company's rating. Investment-grade peers
have less risky country exposure. Agnico Eagle has 84% production
exposure to Canada and 11% exposure to Australia. Kinross has
operating mines in the US (32% of 2023 gold equivalent sales from
continuing operations), South America (40%) and West Africa (28%).
AngloGold Ashanti has a wide geographic diversification, albeit to
high-risk jurisdictions in Africa where about 60% of production is
generated and South America (20% of production), while only about
20% of gold is produced in Australia.
NMMC also has the highest mine life compared with peers of over 20
years, while peers only report between eight and 13 years. NMMC has
the highest profit margins in its peer group with a superior EBITDA
margin of over 50% on average. Its leverage profile compares well
with investment-grade peers with EBITDA net leverage below 1x on a
though the cycle basis. However, its liquidity is weaker than
higher-rated peers.
NMMC's closest peer in Uzbekistan is copper and gold producer JSC
Almalyk Mining and Metallurgical Complex, which is smaller in
scale, and its production is currently focused on only one mine.
The entity is developing a second mine, which Fitch expects to be
commissioned in 2024. Large capex for the transformative project
puts pressure on its free cash flow (FCF), and its leverage is also
higher than NMMC.
Key Assumptions
- Gold price of USD2,100/oz in 2024, USD2,000/oz in 2025,
USD1,800/oz in 2026 and USD1,700/oz in 2027 and USD1,600/oz
mid-cycle
- Low single digit increase in production volumes
- EBITDA margins averaging above 50% in 2024-2027
- Capex of USD400 million on average in 2024-2027
- 100% of net profit is distributed as dividend
- Social contributions on average of about USD100 million per year
in 2024-2027
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Positive rating action on the sovereign
- EBITDA gross leverage below 1.5x on a sustained basis could be
positive for the Standalone Credit Profile (SCP), but not
necessarily the IDR
- Improvement in liquidity position and maturity profile will be
positive for the SCP, but not necessarily the IDR
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Negative sovereign rating action
- EBITDA gross leverage above 2.5x on a sustained basis could be
negative for the SCP, but not necessarily the IDR
- Sustained negative FCF due to dividends/ large capex or M&A
activity
- Consistent over reliance on short-term funding
Sensitivities for Uzbekistan dated 23 August 2024
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- External Finances: A marked worsening of external finances, for
example, via a large and sustained drop in remittances, or a
widening in the trade deficit, leading to a significant decline in
foreign-exchange reserves.
- Public Finances: A marked rise in the government debt-to-GDP
ratio or an erosion of sovereign fiscal buffers, for example, due
to an extended period of low growth, loose fiscal stance or
crystallisation of contingent liabilities.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Macro: Consistent implementation of structural reforms that
promote macroeconomic stability, sustain strong GDP growth
prospects and support better fiscal outturns.
- Public Finances: Confidence in a durable fiscal consolidation
that enhances medium-term public debt sustainability.
- Structural: A marked and sustained improvement in governance
standards.
Liquidity and Debt Structure
Improved Maturity Profile Post Issuance: As at June 2024, the
unrestricted cash balance was USD3 million (net of USD519 million
in treasuries related to dividend and tax payments to the state)
against short-term debts of USD425 million, resulting in limited
liquidity. Capex is expected to be about USD400 million over the
next three years. Fitch expects FCF to remain negative in 2024 and
improve to about USD150 million in 2025-2026. During July-September
2024, the company raised USD180 million loan from international
banks with maturities in 2025-2027.
The planned Eurobond issuance of up to USD1 billion will improve
its maturity profile; most of the funds will be used to refinance
existing facilities with the highest interest rates. Fitch expects
that the company will need to raise short-term funding to repay
part of its medium-term maturities, which the company does on an
ongoing basis given a strong access to the local banks. The
management plans to hold USD30 million-50 million cash on hand.
Issuer Profile
NMMC is the fourth-largest gold producer in the world and operates
in Uzbekistan. It is one of the lowest cost producers globally.
Summary of Financial Adjustments
Fitch treats charity and social contributions of USD94 million as
minority dividends.
Public Ratings with Credit Linkage to other ratings
NMMC's rating is constrained by Uzbekistan's rating.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
JSC Navoi Mining and Metallurgical Company has an ESG Relevance
Score of '4' for Financial Transparency due to a limited record of
audited financial statements and publication timeliness, which has
a negative impact on the credit profile, and is relevant to the
rating 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 Recovery
----------- ------ --------
JSC Navoi Mining and
Metallurgical Company
senior unsecured LT BB-(EXP) Expected Rating RR4
===========
S W E D E N
===========
REDHALO MIDCO: Moody's Gives B2 Rating to New Secured Term Loan B4
------------------------------------------------------------------
Moody's Ratings assigned a B2 rating to Redhalo Midco (UK)
Limited's (group.one or the company) proposed senior secured term
loan B4. Concurrently, Moody's also reviewed group.one's B2 long
term corporate family rating, B2-PD probability of default rating,
and the B2 senior secured instrument ratings on existing
facilities, all of which remain unaffected. The outlook remains
unchanged at stable.
Proceeds from the new EUR880 million term loan B4 will reprice the
existing EUR800 million term loan B3 and repay the EUR80 million
draw on the revolving credit facility (RCF) used for acquisitions.
RATINGS RATIONALE
The rating action balances Moody's expectation that continued
revenue and EBITDA growth will improve credit metrics towards the
B2 rating expectations over the next 12 months against the negative
impact of the recently launched transaction on group.one's credit
metrics. Given slower than anticipated leverage reduction and
indications of a more aggressive financial policy than expected,
room for operational underperformance or further debt funded
acquisitions is limited under the current rating.
Pro forma for the EUR80 million debt increase implicit in the debt
funded acquisitions, Moody's estimate Moody's-adjusted leverage and
free cash flow (FCF) /debt to be around 6.5x and 2.8% as of year
end September 2024, weaker than Moody's previous estimates of 5.6x
and 5.2%, respectively, and outside the expectations for the B2
CFR. Moody's expect the positive fundamentals of the online
presence solutions market, group.one's leading position in the
countries it operates, and the company's operational leverage will
allow the company to continue to grow revenue and EBITDA to levels
that would improve credit metrics towards the B2 expectations over
the next 12 months, which supports the B2 CFR. However, Moody's
also see the risk that the company will continue to pursue debt
funded acquisitions, and in the process not sustainably improve
credit metrics inside the B2 CFR expectations, which would create
clear downward CFR pressure.
Group.one's growing customer base, both organically and via
acquisitions; high profitability and operational leverage;
underlying free cash flow generation capacity; and the high share
of contracted revenues that provides good revenue visibility, all
support the B2 CFR. Conversely, the company's limited scale, the
fragmented and competitive mass-market web services industry with
low barriers to entry, the risk of elevated churn rates in a
recessionary scenario, and the company's acquisitive business model
that may lead to a delay in the expected leverage reduction all
constrain the rating.
RATING OUTLOOK
Group.one's stable rating outlook reflects Moody's expectation that
the company's credit metrics will improve to inside the B2 ratings
expectations over the next 12 months, and that the company will
maintain adequate liquidity.
LIQUIDITY
Group.one has good liquidity, supported by EUR49 million of cash
available on balance sheet as of August 2024, the fully undrawn
EUR120 million revolving credit facility (RCF), both pro forma for
the transaction, and Moody's expectation of positive FCF over the
next 12 to 18 months. The RCF is subject to a springing financial
covenant, which requires senior secured net leverage to remain
below 10.85x and is tested if the RCF is drawn by more than 40%.
Moody's do not expect the covenant to apply but estimates good
cushion.
STRUCTURAL CONSIDERATIONS
The senior secured bank credit facilities are rated B2, at the same
level as the CFR, reflecting their pari passu ranking and upstream
guarantees from operating companies. The senior secured credit
facilities mainly benefit from first ranking transaction security
over shares, bank accounts and intragroup receivables of material
subsidiaries. Moody's typically view debt with this type of
security package to be akin to unsecured debt. However, the credit
facilities benefit from upstream guarantees from operating
companies accounting for at least 80% of consolidated EBITDA.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Positive rating pressure could develop if the company continues to
improve its business profile and grow its revenue and EBITDA;
Moody's-adjusted leverage (R&D capitalised) improves to below 5.0x;
Moody's-adjusted FCF/debt improves towards 10%; and
Moody's-adjusted (EBITDA – capital expenditures) / interest
expense improves towards 3.0x, all on a sustained basis. Adequate
liquidity and financial policy clarity are also important
considerations.
Conversely, negative rating pressure could develop if the company's
revenue and EBITDA growth is weaker than expected or financial
policies are such that Moody's no longer expect Moody's-adjusted
leverage (R&D capitalised) to improve below 6.0x; Moody's-adjusted
FCF/debt to improve above 5%, or Moody's-adjusted (EBITDA –
capital expenditures)/ interest expenses to improve towards 2.0x by
2025, all on a sustained basis; or if liquidity deteriorates.
PRINCIPAL METHODOLOGY
The principal methodology used in this rating was Business and
Consumer Services published in November 2021.
COMPANY PROFILE
Headquartered in Malmo, Sweden, group.one is a provider of online
digital solutions with around 2 million customers and leading
market positions in its core Northern European markets of the
Netherlands, Sweden, Norway, Denmark, Belgium, Finland and the
DACH-region. The company primarily focuses on the mass-market
segment of the web services industry. Its customers are small and
medium-sized enterprises (SMEs) as well as private individuals.
group.one provides its customers affordable and easy-to-use
webhosting solutions including domain, website builder, email and
calendar management, and security, marketing and
software-as-a-service solutions.
The company has completed several acquisitions, which strengthened
its market positions in the Nordics, Benelux and DACH-region,
expanded into new geographies including CEE-region, and expanded
its product offering. It is since 2019 majority owned by private
equity firm Cinven and recently Ontario Teachers' Pension Plan
became a minority shareholder complemented by management
minorities.
STENHUS FASTIGHETER: NCR Alters Outlook on Issuer Rating to Stable
------------------------------------------------------------------
Nordic Credit Rating (NCR) said it had revised its outlook on
Sweden-based property manager Stenhus Fastigheter to stable from
negative. At the same time, the 'BB' long-term and 'N4' short-term
issuer ratings were affirmed. NCR also affirmed the 'BB-' senior
unsecured issue rating.
Rating rationale
NCR said, "The outlook revision reflects our expectation that
Stenhus Fastigheter's leverage will remain modest and its interest
coverage ratio will improve slightly over our forecast period
through 2026. We believe that the company's down-side risks to its
financial metrics have decreased due to reduced uncertainty about
market interest rates and lower leverage. We project that net
interest coverage will reach its low point at 1.8x in 2024 before
improving towards 2.2x by 2026, providing additional covenant
headroom. We expect that the company will remain cautious regarding
capital expenditures and maintain a small development project
portfolio."
NCR's long-term issuer rating on Stenhus Fastigheter reflects the
company's brief operating history, high growth rates and limited
covenant headroom. The rating also incorporates the company's
high-yielding property portfolio, often in non-central locations,
and NCR's expectation that interest coverage will improve slightly
while remaining somewhat weak over NCR's forecast period.
The weaknesses are partly offset by Stenhus Fastigheter's long
lease terms, strong profitability and high occupancy. The company's
primary geographic focus, the Malardalen region including
Stockholm, has strong economic fundamentals, which NCR views as a
credit strength. NCR takes a positive view of Stenhus Fastigheter's
21% exposure to public-sector tenants, which provides stability,
while the high-yielding assets in the portfolio generate relatively
strong cash flow. Furthermore, Stenhus Fastigheter's recent
portfolio growth has increased revenue diversity, which NCR regards
positively.
Stable outlook
The stable outlook reflects NCR's expectation that Stenhus
Fastigheter's net interest coverage will improve over its forecast
period through 2026. The outlook also factors in NCR's view that
the company will remain cautious regarding capital expenditures and
continue its deleveraging plans. NCR also expects the company will
maintain adequate liquidity, take a proactive stance in refinancing
and continue to focus on its currently targeted property subsectors
and regions.
NCR could raise the rating to reflect a more conservative financial
strategy, extended debt maturity and interest profile, and a net
loan-to-value (LTV) ratio below 50% and net interest coverage above
3.5x over a prolonged period. NCR could lower the rating to reflect
diminishing covenant headroom, a deterioration in credit metrics,
with net LTV approaching 60% over a protracted period, or worsening
market fundamentals adversely affecting profitability.
Rating list To From
Long-term issuer credit rating: BB BB
Outlook: Stable Negative
Short-term issuer credit rating: N4 N4
Senior unsecured issue rating: BB- BB-
===========
T U R K E Y
===========
GOLDEN GLOBAL: Fitch Affirms 'CCC+' LongTerm IDR
------------------------------------------------
Fitch Ratings has affirmed Golden Global Yatirim Bankasi A.S.'s
(GGB) Long-Term Issuer Default Ratings (IDR) at 'CCC+' and
Viability Rating (VR) of 'ccc+'.
Key Rating Drivers
Standalone Creditworthiness Drives Ratings: GGB's IDRs are driven
by its standalone strength, as reflected by its VR. The VR reflects
the bank's weak franchise given its limited record of operations
and lack of competitive advantage as a non-deposit-taking
investment bank in a highly competitive banking sector. It also
reflects GGB's high concentration risks, volatile profitability,
risks to capitalisation and concentrated short-term wholesale
funding.
Improving Operating Environment: The bank's operations are
concentrated in the improving, but challenging Turkish operating
environment. The recent policy normalization has resulted in the
reduction in macro-economic and financial stability risks and
external financing pressures on bank's standalone credit profiles,
supported by greater exchange rate stability, investor confidence
and external market access, notwithstanding still-high inflation,
slowing economic growth, the high interest rate environment and a
still challenging macroprudential environment.
Developing Business Model: GGB is a privately owned investment bank
established in 2019. The bank provides banking activities in
accordance with principles of Islamic finance and is still
developing its business model and building its franchise. At
end-1H24 the bank had a market share of 0.05% of total market
assets and 0.8% of investment banking assets on an unconsolidated
basis.
Concentrated Financing Book: GGB's financing book is highly
concentrated by single obligors, reflecting the small size of the
financing portfolio. In addition, the bank's short record of
operations means that risk controls are largely untested. However,
this is mitigated by lending largely to state entities and
blue-chip Turkish corporates.
Risks to Asset Quality: GGB has no impaired or restructured
financing given its short record of operations. However, high
concentrations and rapid financing growth in the volatile Turkish
market mean there are still asset quality risks, notwithstanding
the small share of the financing book. The bank began applying the
IFRS9 provisioning standard in 2024, setting aside an amount equal
to 0.1% of gross financing at end-1H24. Fitch expects the
non-performing financing ratio to increase to a still limited 1.8%
by end-2025, given higher rates and slower economic growth.
Profitability Normalizing: GGB's return on average assets weakened
to a still acceptable 5.8% at end-1H24 from 14.0% at end-2023 as
lower foreign-currency volatility led to a sharp decline in trading
income. This was despite an improvement in the bank's net financing
margin, which expanded by 900bp in 6M24 as the bank shifted some of
its low-yielding interbank placements into higher-yielding
securities. Fitch expects GGB's operating profit to be around 8% of
RWAs in 2024.
Risks to Capital: GGB's CET1 ratio declined to 12.7% at end-1H24
from 20.3% at end-2023 mainly driven by RWA growth, which reflected
a shift towards sukuk and tightening of forbearance measures. Fitch
views the bank's capitalisation as weak given rapid growth, albeit
from a small base, high concentration risk, sensitivity to lira
depreciation (as 67% of assets are foreign-currency denominated),
and the small absolute size of the capital base. Fitch expects
GGB's CET1 ratio to remain around 13% in 2024.
Short-Term Wholesale Funding: GGB is entirely wholesale funded as
it is an investment bank with no customer deposit licence. Funding
is short term, maturing within a year with an average maturity of
100 days at end-1H24, and largely in foreign currency (85% of total
non-equity funding at end-1H24), which exposes the bank to
refinancing risks. Funding is highly concentrated, with about 50%
sourced from a few Turkish asset managers at end-1H24, although
this has declined from 80% at end-2024 as the bank issued sukuk to
diversify its funding base.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The bank's Long-Term IDRs are mainly sensitive to a downgrade of
the bank's VR.
The VR could be downgraded due to a weakening of its funding
profile given exposure to refinancing risks. The VR could also be
downgraded due to a sharp deterioration in the bank's capital
ratios, for example due to higher risk appetite, including very
high growth or significant deterioration of asset quality and
profitability.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A VR upgrade would require an upgrade of the operating environment
score and a sustained strengthening of the bank's franchise and
funding profile, and a further decline in concentration, while
maintaining adequate asset quality and profitability metrics.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
The bank's 'C' Short-Term (ST) IDRs are the only possible option
for Long-Term IDRs in the 'CCC' rating category. The bank's
National Long-Term Rating of 'B+(tur)'/Stable reflects Fitch's view
of the bank's creditworthiness in local currency relative to other
Fitch-rated Turkish issuers.
GGB's Government Support Rating of 'no support' reflects Fitch's
view that support from the Turkish authorities cannot be relied
upon, given the bank's small size and limited systemic importance.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
The Short-Term IDRs are sensitive to changes in the bank's the
Long-Term IDRs.
GGB's National Rating is sensitive to a change in the bank's
creditworthiness relative to other rated Turkish issuers in local
currency.
An upgrade of the Government Support Rating is unlikely given GGB's
limited systemic importance and franchise.
VR ADJUSTMENTS
The operating environment score of 'b+' for Turkish banks is lower
than the category-implied score of 'bb', due to the following
adjustment reasons: macro-economic stability (negative), which
reflects high inflation, high dollarisation and high risk of FX
movements in Turkiye.
The business profile score of 'ccc+' has been assigned below the
'b' implied score due to the following adjustment reasons: business
model (negative) and market position (negative).
The asset quality score of 'b-' has been assigned below the implied
'bb' score due to the following adjustment reasons: concentrations
(negative) and collaterals and reserves (negative).
The earnings & profitability score of 'b-' has been assigned below
the 'bb' implied score due to the following adjustment reason:
earnings stability (negative).
ESG Considerations
GGB's ESG Relevance Score of '4' for Governance Structure reflects
its Islamic banking nature, where its operations and activities
need to comply with sharia principles and rules, which entails
additional costs, processes, disclosures, regulations, reporting
and sharia audit. This has a negative impact on its credit profile
and is relevant to the ratings in conjunction with other factors.
GGB has an ESG Relevance Score of '3' for Exposure to Social
Impacts, above sector guidance for an ESG Relevance Score of '2'
for comparable conventional banks, which reflects that Islamic
banks have certain sharia limitations embedded in their operations
and obligations, although this only has a minimal credit impact on
Islamic banks.
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
----------- ------ -----
Golden Global
Yatirim
Bankasi A.S. LT IDR CCC+ Affirmed CCC+
ST IDR C Affirmed C
LC LT IDR CCC+ Affirmed CCC+
LC ST IDR C Affirmed C
Natl LT B+(tur)Affirmed B+(tur)
Viability ccc+ Affirmed ccc+
Government Support ns Affirmed ns
===========================
U N I T E D K I N G D O M
===========================
ADVANCED BACTERIAL: Kroll Advisory Named as Joint Administrators
----------------------------------------------------------------
Advanced Bacterial Sciences Limited was placed in administration
proceedings in High Court of Justice Business and Property Courts
of England and Wales, Insolvency & Companies List (ChD), Court
Number: CR-2024-005811, and Philip Dakin and Geoffrey Wayne
Bouchier of Kroll Advisory Ltd were appointed as administrators on
Oct. 4, 2024.
Advanced Bacterial Sciences specializes in the treatment and
disposal of hazardous waste.
Its registered office is at 3rd Floor Crown House, 151 High Road,
Loughton, Essex, IG10 4LG. Its principal trading address is Unit
3, Northgate White Lund Industrial Estate, Morecambe, Lancashire,
LA3 3BJ.
The joint administrators can be reached at:
Philip Dakin
Geoffrey Wayne Bouchier
Kroll Advisory Ltd
The Shard, 32 London Bridge Street
London, SE1 9SG
For further information, contact:
Samuel Warlow
Email: Samuel.Warlow@kroll.com
Tel No: 0207-089-4797
CODA CLOUD: SFP Named as Joint Administrators
---------------------------------------------
Coda Cloud Limited was placed in administration proceedings in the
High Court of Justice, Business and Property Courts of England and
Wales, Insolvency & Companies List (ChD), Court Number:
CR-2024-005725, and David Kemp and Richard Hunt of SFP were
appointed as administrators on Oct. 2, 2024.
Coda Cloud engages in scientific & technical activities.
Its registered office is at 9 Ensign House, Admirals Way, Marsh
Wall, London, E14 9XQ. Its principal trading address is at 35
Palmerston Road, Wimbledon, London SW19 1PG.
The joint administrators can be reached at:
David Kemp
Richard Hunt
SFP
9 Ensign House
Admirals Way, Marsh Wall
London, E14 9XQ
For further information, contact:
David Kemp
Tel No: 0207-538-2222
CONCEPT BALUSTRADES: Hudson Weir Named as Joint Administrators
--------------------------------------------------------------
Concept Balustrades 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-2024-005899, and Nimish Patel and Hasib Howlader
of Hudson Weir Limited were appointed as administrators on Oct. 8,
2024.
Concept Balustrades, founded in 1992, is an architectural metalwork
company based in Cardiff.
Its registered office is at 62-66 Bermondsey Street, London,
England, SE1 3UD.
The administrators can be reached at:
Nimish Patel
Hasib Howlader
Hudson Weir Limited
58 Leman Street
London, E1 8EU
For further details, contact:
Hudson Weir
Tel No: 020 7099 6086
CROSSLANDS PROPERTIES: Evelyn Partners Replaced Old Administrators
------------------------------------------------------------------
Crosslands Properties Limited, in administration proceedings,
disclosed that Martyn Ewing of Evelyn Partners LLP has been named
its new administrator on Sept. 26, 2024, in addition of Kevin Ley.
In 2020, Crosslands Properties was placed in administration
proceedings in the High Court of Justice in Northern Ireland
Chancery Division (Company Insolvency), Court Number: 25883 of
2020.
The former administrators of Crosslands, which were appointed in
October 2020, were Nicholas Paul Myers and Kevin Ley of Smith &
Williamson LLP.
Crosslands Properties engages in the letting and operating of own
or leased real estate. Its registered office is at c/o Carson
McDowell LLP, Murray House, Murray Street, Belfast BT1 6DN.
The new administrators can be reached at:
Martyn Ewing
Kevin Ley
Restructuring and Recovery Services (RRS) Department
Evelyn Partners LLP
45 Gresham Street
London EC2V 7BG
HI-TEC WELDING: Hudson Weir Named as Joint Administrators
---------------------------------------------------------
Hi-Tec Welding and Fabrication Services 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-2024-005905, and Nimish Patel and
Hasib Howlader of Hudson Weir Limited were appointed as
administrators on Oct. 8, 2024.
Hi-Tec Welding manufactures metal structures and parts of
structures. Its registered office is at 62-66 Bermondsey Street,
London, England, SE1 3UD.
The administrators can be reached at:
Nimish Patel
Hasib Howlader
Hudson Weir Limited
58 Leman Street
London, E1 8EU
For further details, contact:
Hudson Weir
Tel No: 020 7099 6086
INEOS QUATTRO 2: Fitch Rates EUR675MM Secured Notes 'BB+'
---------------------------------------------------------
Fitch Ratings has assigned to INEOS Quattro Finance 2 Plc's EUR675
million senior secured notes due April 2030 a final senior secured
rating of 'BB+'. The Recovery Rating is 'RR2'. The notes will be
guaranteed by INEOS Quattro Holdings Limited (BB-/Stable) and some
of its subsidiaries.
The proceeds of the notes and of the recently proposed term loans B
(TLB) will be mainly used to repay the existing TLB due 2026,
purchase or redeem senior secured notes due 2026 and 2027, as well
as senior unsecured notes due 2026. This highlights the company's
proactive maturity management.
INEOS Quattro's Long-Term Issuer Default Rating (IDR) reflects
continued underperformance and excessive EBITDA net leverage that
Fitch expects to remain well above 3.7x in 2024-2025. It also
reflects its position as a globally diversified producer of
chemical commodities with leading market positions and large scale,
but with exposure to cyclical end-markets and volatile prices.
Key Rating Drivers
Prolonged Trough and High Leverage: Fitch estimates that INEOS
Quattro's EBITDA net leverage peaked at close to 7x in 1Q24 due to
falling performance in all businesses, from the 2021-2022 peak.
This is mainly explained by oversupply coupled with weak demand,
especially in China. Fitch-defined EBITDA fell by 65% to EUR774
million in 2023, well below the company's guidance of
bottom-of-cycle EBITDA. Fitch forecasts a modest EBITDA recovery in
2025 as recovery signals are still weak and US and China growth are
expected to slow. This will maintain EBITDA net leverage above its
previous negative sensitivity of 3.7x until 2027.
Cost Control: INEOS Quattro has taken steps to restore net
debt/EBITDA below 3x through the cycle. Capex has been reduced to
maintenance for 2024 and dividends have been suspended. It also
announced initiatives to reduce fixed costs by at least EUR115
million by end-2026, as well as the mothballing or closures of
several assets due to underperformance, particularly where the
market faces structural oversupply. This will help preserve free
cash flow (FCF) before dividends, which Fitch expects to remain
structurally positive, albeit break-even in 2023-2024 under very
depressed market conditions.
Inovyn Temporary Weakening: Fitch expects EBITDA at the Inovyn
subsidiary to decrease by 35% in 2024, after a 50% fall in 2023, as
caustic soda prices dropped from their 1Q23 peak. Fitch believes
Inovyn has stronger barriers to entry in its markets than other
divisions, but it is exposed to the cyclicality in polyvinyl
chloride (PVC) demand, related to construction, and to the price
dynamics of caustic soda. The European PVC market has been affected
by lower-cost imports from US and Egypt since 2023, leading to the
imposition of anti-dumping duties by the European Commission.
Fitch forecasts Inovyn's EBITDA to improve in 2025 but remain below
mid-cycle levels as higher PVC production driven by lower interest
rates usually drives caustic soda prices down. However, EBITDA will
recover to EUR600 million in 2027 as regional supply tightens on
the lack of new capacities.
Oversupply, Fierce Competition: The Styrolution subsidiary faces
major capacity-driven oversupply of styrene monomer in China, but
margins are improving in the US and Europe due to tighter regional
supply. Fitch forecasts EBITDA margins to rise to 8% in 2024, 10%
in 2025 and 11% from 2026.
For acetyls, Fitch forecasts EBITDA margin to grow to 15% in 2024
and to 20% by 2026. The aromatics business has generated very weak
margins since 2H22, despite cost savings, as large capacity
additions in China compress margins. Fitch forecasts
low-single-digit EBITDA margins in 2024-2025 and mid-single digits
in 2026-2027.
Diversified Global Leader: INEOS Quattro operates in four chemical
value chains and is a top three producer in North America and
Europe for some products, while its position is more mid-tier in
the more fragmented Asian market. Styrolution and Inovyn offer more
value-added products, leading to more pricing power, while the
aromatics and acetyls businesses produce pure commodity chemicals
and have more volatile earnings. The four businesses operate
largely independently, but INEOS Quattro continues to pursue
operational synergies.
Rated on Standalone Basis: INEOS Quattro is part of the wider INEOS
Limited group. Fitch rates the company on a standalone basis. It
operates as a restricted group with no cross-guarantees or
cross-default provisions with INEOS Limited or other entities
within the wider group.
Debt Ratings: Over 90% of the group's debt is senior secured with
the remainder unsecured. The senior secured rating reflects the
security package and is two notches above INEOS Quattro's IDR. The
senior unsecured rating is one notch below the IDR, reflecting
subordination. The transaction aims to raise additional senior
secured debt to fully repay outstanding unsecured notes.
Derivation Summary
INEOS Quattro's divisions operate in similar sectors as Olin
Corporation (BBB-/Stable), Westlake Corporation (BBB/Stable) or
Celanese Corp. (BBB-/Stable). However, their mid-cycle EBITDA
margins are much stronger, above 20% through the cycle, compared
with INEOS Quattro's mid-teen mid-cycle EBITDA margins. Both Olin
and Westlake operate with low leverage, whereas Fitch forecasts
Celanese's EBITDA net leverage to fall below 3x by 2026.
Ingevity Corporation (BB/Stable), a manufacturer of specialty
chemicals and high-performance activated carbon materials, is
smaller than INEOS Quattro, with EBITDA of USD300-400 million.
However, it generates stronger EBITDA margins of 20%-30% and Fitch
expects its EBITDA net leverage has been less volatile, and
forecast it to remain below 3.4x in 2024-2026.
INEOS Quattro's business profile is broadly similar to INEOS Group
Holdings S.A.'s (IGH; BB/Stable). IGH is much larger, but they both
benefit from scale, global reach and business diversification.
However, IGH benefits from a cost advantage at its US sites, and
also from feedstock flexibility in Europe. Fitch expects IGH's
EBITDA net leverage to be higher than INEOS Quattro in 2024 and
2025 due to the Project One capex, but to fall from 2026 as the
project generates significant EBITDA contribution.
H.B. Fuller Company (BB/Stable), a producer of adhesives, is
smaller and less diversified than INEOS Quattro but its EBITDA is
less volatile and EBITDA margins are higher. Its EBITDA net
leverage is forecast to decrease to 2.6x by 2026.
Synthos Spolka Akcyjna (BB/Stable) mainly engages in the
manufacture of synthetic rubber and insulation materials, with
operations concentrated in central Europe. Synthos is smaller (2023
EBITDA: EUR186 million) and less diversified than INEOS Quattro,
has similar EBITDA margins in mid-teens, but benefits from a strong
vertical integration and maintains lower EBITDA net leverage, which
Fitch expects at below 2.5x from 2025.
INEOS Enterprises Holdings Limited (IE; BB-/Negative) is a
diversified chemical producer specialised in pigments, composites,
solvents and other chemical intermediates. It is much smaller than
IGH and INEOS Quattro and is only a regional leader in niche
chemical markets, but with modestly higher margins. Fitch forecasts
IE's EBITDA net leverage about 0.8x lower than INEOS Quattro's in
2024-2026.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer
- Revenues to grow 5% in 2024, 2% in 2025, 3% in 2026 and 2% in
2027.
- EBITDA margin to improve to 7% in 2024, 9% in 2025, 10% in 2026
and 11% in 2027.
- Effective interest rate to average 7% in 2024-2027.
- No dividends in 2024 (apart from management fees), EUR130 million
in 2025, EUR261 million in 2026, EUR433 million in 2027.
- Capex of EUR250 million in 2024, gradually increasing to EUR500
million by 2027.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA net leverage below 3.7x on a sustained basis.
- EBITDA gross leverage below 4.2x on a sustained basis.
- Record of conservative financial policy implementation supporting
faster deleveraging than Fitch expects.
- Improvement in cost structure and specialty product offerings
leading to lower overall earnings volatility.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA net leverage above 4.2x on a sustained basis.
- EBITDA gross leverage above 4.7x on a sustained basis.
- EBITDA interest coverage below 3x on a sustained basis.
- Significant deterioration in business profile such as scale,
diversification or product leadership, or prolonged market
pressure.
- High dividend payments or capex leading to sustained negative FCF
and material increase in net debt.
Liquidity and Debt Structure
Strong Liquidity: At end-1H24, INEOS Quattro had EUR1.8 billion of
cash and cash equivalents. This fully covers changes in working
capital and the next meaningful debt repayments of EUR1 billion in
1Q26, which the company is refinancing with term loans and notes.
INEOS Quattro has a prudent liquidity and debt management policy to
hold sizeable cash and to refinance debt well ahead of its maturity
through diversified capital markets.
Large Floating Debt: About 65% of INEOS Quattro's EUR7.5 billion
gross debt has floating rates. The interest burden surged in 2023
because of this and Fitch expects further growth to EUR550 million
on average in 2024-2027. Over 90% of the company's debt is
guaranteed by INEOS Quattro and other subsidiaries in the group on
a senior secured basis. The senior unsecured notes are guaranteed
by INEOS Quattro on a senior basis and by other subsidiaries in the
group on a senior subordinated basis.
Issuer Profile
INEOS Quattro is a diversified producer of chemical commodities and
intermediates. Its main products are styrenics, vinyls, aromatics
and acetyls.
Summary of Financial Adjustments
Fitch has reclassified EUR90.1 million right-of-use asset
depreciation and EUR13.5 million lease-related interest expense as
cash operating costs. Fitch excludes EUR306.6 million lease
liabilities from financial debt.
Fitch has added back EUR108 million issue costs to financial debt.
Fitch added back EUR75 million of non-recurring costs to EBITDA.
Date of Relevant Committee
20 September 2024
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
INEOS Quattro
Finance 2 Plc
senior secured LT BB+ New Rating RR2
M.R PARTNERSHIP: Quantuma Advisory Named as Administrators
----------------------------------------------------------
M.R Partnership Limited was placed in administration proceedings in
the High Court of Justice, Court Number: CR-2024-005804, and
Nicholas Simmonds and Chris Newell of Quantuma Advisory Limited
were appointed as administrators on Oct. 4, 2024.
M.R Partnership engages in architectural activities.
Its registered office is at 141 Foley Street, London, W1W 7TS and
it is in the process of being changed to 1st Floor, 21 Station
Road, Watford, WD17 1AP. The principal trading address is at 41
Foley Street, London, W1W 7TS.
The joint administrators can be reached at:
Nicholas Simmonds
Chris Newell
Quantuma Advisory Limited
1st Floor, 21 Station Road
Watford, Herts, WD17 1AP
For further information, contact:
Glenn Adams
Email: Glenn.Adams@quantuma.com
Tel No: 01923 954172
MACCPLAS LIMITED: Cowgills Limited Named as Joint Administrators
----------------------------------------------------------------
Maccplas Limited was placed in administration proceedings in the
High Court of Justice Business and Property Courts in Manchester
Insolvency & Companies, Court Number: 001217 of 20246, and James
Fish and Craig Johns of Cowgills Limited were appointed as
administrators on Sept. 27, 2024.
Maccplas Limited, trading as T/A Maccplas, is a wholesaler of
office machinery & equipment.
Its registered office and principal trading address is at Highshore
Warehouse, Hurdsfield Industrial Estate, Macclesfield, SK10 2LZ.
The joint administrators can be reached at:
James Fish
Craig Johns
Cowgills Limited
Fourth Floor Unit 5B
The Parklands, Bolton
BL6 4SD
Tel No: 0161-827-1200
For further information, contact:
Joseph Atkins
Cowgills Limited
Fourth Floor Unit 5B
The Parklands
Bolton, BL6 4SD
Email: joseph.atkins@cowgills.co.uk
Tel No: 0161-672-5762
THURSDAYS (UK): Teneo Financial Named as Joint Administrators
-------------------------------------------------------------
Thursdays (UK) Limited was placed in administration proceedings in
the High Court of Justice, Business and Property Courts of England
& Wales, Court Number: CR-2024-005828, and Daniel James Mark Smith
and Julian Heathcote of Teneo Financial Advisory Limited were
appointed as administrators on Oct. 7, 2024.
Thursdays (UK) owns licensed restaurants.
Its registered office is c/o Teneo Financial Advisory Limited, The
Colmore Building, 20 Colmore Circus, Queensway, Birmingham B4 6AT.
Its principal trading address is at Grant House, 101 Bourges
Boulevard, Peterborough PE1 1NG.
The administrators can be reached at:
Daniel James Mark Smith
Julian Heathcote
Teneo Financial Advisory Limited
The Colmore Building
20 Colmore Circus Queensway
Birmingham, B4 6AT
For further details, contact:
The Joint Administrators
Email: TGIFcreditors@teneo.com
Tel No: +44-121-619-0128
VALEO FOODS: Fitch Assigns 'B' Final Rating on Term Loan B Facility
-------------------------------------------------------------------
Fitch Ratings has assigned Platform Bidco Limited's (Valeo Foods)
EUR1,008 million, including an incremental EUR300 million loan, and
GBP377 million term loan B facility, a final senior secured rating
of 'B' with a Recovery Rating of 'RR3'. The incremental EUR300
million debt is being issued to finance the acquisition of I.D.C.
Holding, a.s. (IDC).
The final rating is in line with the expected rating that Fitch
assigned on 13 September 2024, as pricing of the instruments and
receipt of the final documentation mainly conform to the
information already received.
Valeo Foods' rating reflects its moderate scale among global and
regional leading packaged-food producers, although it benefits from
its top position in its core markets of Ireland and the UK. It also
has a strong brand portfolio in a number of ambient food
categories, complemented by significant offerings in a private
label, suggesting resilient relationships with retailers. This is
offset by high starting leverage and still-recovering profitability
after operational underperformance, mainly in the UK, in the
financial year ending March 2023 (FY23).
Key Rating Drivers
Strong Business Position: Valeo Foods' credit profile is supported
by its established operations and leading market positions in
Europe, particularly in Ireland and the UK, which made up a
combined 65% of revenue in FY24, and a growing presence in North
America as one of the biggest maple syrup producers globally.
It owns international and local leading brands in confectionery,
bakery products, honey and maple syrups, snacks and ambient food
products, complemented by wide private-label offerings (FY24: 45%
of revenue). These factors, as well as diverse manufacturing
infrastructure and wide distribution capabilities, result in a
strong ability to pass on cost inflation to consumers and adequate
operating margins.
IDC Acquisition Positive: The planned acquisition of IDC, the
largest wafer producer in Slovakia and largest soft-candy
private-label producer in the Czech Republic, will enhance Valeo
Foods' scale and geographical diversification in Europe, reducing
dependence on its core Ireland and UK markets. Fitch believes the
deal will provide additional growth and cross-selling
opportunities, while integration risks will be moderate given IDC's
well-established profile and healthy profitability. The acquisition
will improve profitability and contribute to faster deleveraging
following heightened levels in FY23-FY24.
High Initial Leverage: The rating is mainly under pressure from the
high debt burden, with EBITDA gross leverage of 10.7x at FYE24,
which Fitch projects will drop towards 8.8x pro forma after
accounting for IDC and other recent acquisitions in FY25 before
reaching a level consistent with the rating of below 7.5x in FY26.
Deleveraging Critical: Fitch expects deleveraging, which Fitch
views as critical to the ratings, to be mainly driven by revenue
and EBITDA growth after the recent acquisitions and gradual ramp-up
of savings from synergies and ongoing efficiency measures. Profit
is likely to be reinvested in the business with the aim of creating
Europe's leading sweet treats producer, rather than debt repayment
or dividends. Lack of visibility of leverage reducing in the next
12-18 months will put the ratings under pressure.
EBITDA Margin Improvement: Fitch projects Valeo Foods' EBITDA
margin will improve to 10.4% in FY25 or 10.9% pro forma for IDC and
other recent acquisitions (FY24: 9.1%). Fitch expects a further
widening in the EBITDA margin to 13%-14% in FY26-FY28 once it
achieves most of the acquisition synergies and savings from the
ongoing and planned efficiency initiatives, which Fitch assumes
will total EUR45 million by FY28.
The planned key sources of efficiency gains are the shift in
procurement towards a centralised system for key raw materials,
rationalisation of production facilities, including shifts in
production between sites, production capacity optimisation and
integration synergies from the recent acquisitions of Pattini,
Appalaches Nature and the closing of the Dal Colle acquisition in
November 2024.
FCF to Fund Growth: Fitch estimates the group's free cash flow
(FCF) will turn consistently positive from FY26 as the operating
profit margin improves and capex normalises following increased
investments in additional capacity in FY25. Fitch expects these to
be only partly offset by working capital normalisation. This should
lead to the FCF margin sustainably improving to 3% to 4% over
FY26-FY28. Combined with reduced FCF volatility, this should
support the 'B-' IDR. Fitch expects most FCF to be reinvested in
the business, as inorganic growth is part of the growth strategy,
with the likely continuation of bolt-on M&A, which Fitch assumes at
around EUR20 million a year from FY26.
Material Execution Risks: Fitch sees material execution risks from
the company's integration of four M&A in FY24-FY25 and the
significant ongoing and yet-to-be-delivered efficiency initiatives.
Fitch believes the group is well-positioned to deliver on the plan,
given the established nature of the acquired businesses and recent
record of operational turnaround. However, the broad scope of the
initiatives planned for FY25-FY26 leads to heightened execution
risks around productivity gains and synergy extraction.
Supportive Growth Fundamentals: Valeo Foods' confectionery, sweet
bakery and snack products maintain steady demand even during
economic downturns. Fitch expects increasing consumer demand for
convenience foods to be supportive of its sales growth. However,
its organic revenue growth may be constrained by rising consumer
demand for healthier indulgence food options across Europe, where
many large international packaged-food companies are expanding.
Continued investment in innovation, including the types of sugars
and sweeteners used and packaging size, may help Valeo Foods
withstand competition in the long term.
Derivation Summary
Valeo Foods has a smaller scale, lower operating margins and
significantly higher leverage than Ulker Biskuvi Sanayi A.S.
(BB/Stable), a Turkiye-based confectionery and sweets producer. To
some extent this is balanced by Ulker's higher foreign-exchange
(FX) risks and exposure to more volatile operating environments in
its core markets.
Valeo Foods is smaller in scale than Argentinian confectionery
producer Arcor S.A.I.C. (B/Stable) but has higher operating
margins. Valeo Foods' exposure to FX risks and a weak operating
environment is limited compared with Arcor, although Arcor balances
this with a much more conservative capital structure with gross
leverage of below 3x.
Valeo Foods' business profile is stronger than that of La Doria
S.p.A. (B/Positive), an Italian tomato and vegetable processing
company operating mainly in the private-label space. La Doria has
smaller scale with EBITDA of around EUR130 million and does not
benefit from a wide brand portfolio as a private-label producer.
The company also has narrower product diversification and lower
operating profitability. This is offset by La Doria's more
conservative capital structure, with Fitch expecting leverage of
below 5x in 2024, which is reflected in the Positive Outlook on La
Doria's ratings.
Key Assumptions
- Organic revenue CAGR of 3% in FY25-FY28 with reported revenue
rising by CAGR of around 4% due to recent and future acquisitions,
including IDC.
- EBITDA margin improvement from 10.4% in FY25 towards 14% by
FY28.
- Combined capex of EUR110 million for the next two years followed
by a normalisation to around 2.5% of sales annually.
- Integration costs of EUR15 million in FY25 followed by annual
non-recurring costs of EUR3 million from FY26.
- Net working capital inflow in FY25 and FY26, resulting from
recent stock and receivable optimisation, followed by a
normalisation from FY27 to around 10% of revenue.
- IDC and Appalaches acquisitions completed in FY25, followed by
bolt-on acquisitions of EUR20 million a year through to FY27.
- EUR30 million equity injection in FY25.
- No dividend distributions.
Recovery Analysis
Its recovery analysis assumes that Valeo Foods will be considered a
going concern (GC) in bankruptcy, and that it would be reorganised
rather than liquidated. This is because most of its value lies
within its established brand portfolio, as well as client
relationships, and production and logistic capabilities.
Fitch assumes a 10% administrative claim.
Fitch assesses GC EBITDA at EUR190 million, which includes the
ongoing four acquisitions and represents a hypothetical distress
EBITDA, at which level the group would have to undergo a debt
restructuring due to an unsustainable capital structure. The GC
EBITDA assumes undertaking corrective measures and the
restructuring of its capital structure in order for the company to
be able to remain a GC.
A financial distress leading to a debt restructuring may be driven
by Valeo Foods losing part of its key retailer base, disruption in
the UK operations, difficulties in passing through cost inflation
or having issues with the new acquisitions' integration.
Fitch applies a recovery multiple of 5.5x, at about the mid-point
of its multiple distribution in EMEA and in line with sector peers.
This generates a ranked recovery in the 'RR3' band after deducting
10% for administrative claims. This results in a 'B' senior secured
instrument rating with a waterfall-generated output percentage of
59% on current metrics.
Its estimates of creditor claims include a fully drawn EUR180
million revolving credit facility (RCF), EUR1,385 million in
first-lien TLBs and EUR24.5 million of local facilities, all
ranking pari passu. Fitch expects Valeo Foods' existing receivable
factoring facilities with average utilisation of EUR130 million to
remain in place and post-distress, to be driven by the strong
credit quality of the company's client base.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA gross leverage remaining below 6.5x through organic growth
and integration of non-debt-funded bolt-on targets;
- EBITDA margin sustainably above 12%, sustaining FCF margin above
2%;
- EBITDA interest coverage rising towards 2.5x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Failure to reduce EBITDA gross leverage to below 7.5x from FY26
through lack of profitability improvement or new debt-funded
acquisitions;
- EBITDA margin below 10% and additional working-capital
requirements that could result in volatile FCF margins;
- EBITDA interest coverage weakening below 1.5x on a sustainable
basis;
- Reducing liquidity headroom.
Liquidity and Debt Structure
Satisfactory Liquidity: Following completion of the IDC
acquisition, Fitch expects the Valeo Foods' freely available cash
balance to be around EUR15 million at FYE25 after restricting EUR10
million for daily operational purposes, including intra-year
business seasonality. This is complemented by access to EUR127
million available under the committed EUR180 million RCF as of June
2024 and access to the second-lien acquisition facility, which has
an undrawn EUR41 million. This should be sufficient for operations
and debt servicing in light of improving FCF and no significant
debt maturing before 2028.
Issuer Profile
Valeo Foods is an Ireland-based producer of wafers, sweets, snacks
and ambient food.
Date of Relevant Committee
Sept. 10, 2024
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Platform Bidco
Limited
senior secured LT B New Rating RR3
senior secured LT B New Rating RR3 B(EXP)
===============
X X X X X X X X
===============
[*] BOOK REVIEW: Transnational Mergers and Acquisitions
-------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Order your personal copy today at http://is.gd/hl7cni
Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables of
data and numerous examples, Khoury provides a wealth of information
for business historians and researchers as well.
Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in 1970
to 188 in 1978. The tables had turned an Americans were worried.
Acquisitions in the banking and insurance sectors were increasing
sharply, which in particular alarmed many analysts.
Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from the
situation as it stood in 1980, many of which are applicable today:
What are the motives for transnational acquisitions? How do foreign
firms plans, evaluate, and negotiate mergers in the U.S.? What are
the effects of these acquisitions on competition, money and capital
markets; relative technological position; balance of payments and
economic policy in the U.S.?
To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location in
the U.S., and methods for penetrating the U.S. market. He notes the
importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.
Khoury found that rates of return to foreign companies were not
excessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy at
just the right time.
Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Europe is a daily newsletter co-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
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Editors.
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