/raid1/www/Hosts/bankrupt/TCREUR

/raid1/www/Hosts/bankrupt/TCREUR_Public/250123.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 Thursday, January 23, 2025, Vol. 26, No. 17 Headlines F R A N C E ATOS SE: Fitch Corrects Dec. 18 Ratings Release I T A L Y MILIONE SPA: Moody's Affirms 'Ba1' CFR, Outlook Remains Positive N E T H E R L A N D S ACHMEA BV: S&P Rates New Tier 1 Junior Subordinated Notes 'BB+' LOWLAND MORTGAGE 7: Fitch Affirms 'B-sf' Rating on Class E Notes SPRINT BIDCO: Moody's Appends 'LD' Designation to 'C-PD/LD' PDR T U R K E Y VAKIF KATILIM: Fitch Affirms B+/BB- LongTerm IDRs, Outlook Stable ZIRAAT KATILIM: Fitch Affirms B+/BB- LongTerm IDRs, Outlook Stable U N I T E D K I N G D O M CREPEAFFAIRE HOLDINGS: Quantuma Advisory Named as Administrators CREPEAFFAIRE INT’L: Quantuma Advisory Named as Administrators CREPEAFFAIRE LIMITED: Quantuma Advisory Named as Administrators H.A.LIGHT: Evelyn Partners Named as Administrators REAL VR: Path Business Named as Administrators RICAL INVESTMENTS: Evelyn Partners Named as Administrators RICAL LIMITED: Evelyn Partners Named as Administrators STEEL DYNAMICS: Grant Thornton Named as Administrators T&P REAL: Quantuma Advisory Named as Administrators - - - - - =========== F R A N C E =========== ATOS SE: Fitch Corrects Dec. 18 Ratings Release ----------------------------------------------- Fitch Ratings issued a correction of the rating action commentary on Atos SE published on December 18, 2024. This removes the rating on the revolving credit facility (RCF) and clarifies that the references for the second-lien and third-lien as shown in the rating actions reflect the 1.5-lien and second-lien, respectively. The amended ratings release is as follows: Fitch Ratings has assigned Atos SE (Atos) a Long-Term Issuer Default Rating (IDR) of 'B-' with a Stable Outlook. Fitch has also assigned Atos's first-lien, 1.5-lien, and second-lien senior secured notes 'BB-'/'RR1', 'CCC+'/'RR5', and 'CCC'/'RR6', respectively. Atos's rating reflects high post-restructuring EBITDA leverage and weak EBITDA margin, negative free cash flow (FCF), and significant execution risks associated with its operational restructuring. Rating strengths are its strong market position, a global and diversified blue-chip customer base, its broad and mission-critical IT services, and supportive long-term industry trends. A positive rating action would be predicated on demonstrated improvements to its operating and credit metrics. Key Rating Drivers Meaningful Execution Risk: Atos faces a challenging two to three years to execute its strategic and operational goals. Initiatives to enhance profit include rationalising loss-making contracts and sectors, reducing headcount, improving asset utilisation and efficiencies, and reinvesting in sales and marketing using artificial intelligence and automation. These actions are crucial for maintaining competitiveness in a labour-intensive, high fixed-cost business but may yet lead to unforeseen costs and delays. Failure to execute its initiatives could delay deleveraging and increase cash absorption. EBITDA Margin Pressure; Negative FCF: Atos has struggled to stabilise operating performance, with EBITDA margin falling to low single digits and lagging peers'. Increasingly negative operating cash flows have necessitated extraordinary measures. Fitch forecasts EBITDA margin to trend to mid-single digits and FCF to turn positive in 2027, once restructuring costs totalling EUR1.2 billion for 2024-2025 and capex subside. Cost savings and commercial initiatives may enhance Atos's capacity to capitalise on business opportunities. Fitch would expect EBITDA margin to trend closer to low teens and mid-single digit FCF margins for a higher rating category. Headcount Reductions Underway: Atos has begun a process of headcount reductions since last year, cutting 3,500 by end-2024 and with around 10,000 total reductions planned by 2027. Fitch estimates around EUR800 million of run-rate savings from 2027. Atos will focus on utilising existing staff instead of expensive contractors, as well as moving offshore and removing redundant roles through natural attrition or severance. Negotiations with unions have not indicated any hurdles. Fitch forecasts total restructuring costs related to headcount reductions of around EUR960 million across 2023-2027. Financial Policy Underpins Deleveraging: Atos's forecast post-restructuring pro-forma EBITDA net leverage is high at 7.0x in 2024, falling to 6.8x in 2025 and below 5.0x in 2027 as underlying EBITDA improves. Having converted EUR2.9 billion of existing debt into equity, Fitch expects Atos to adopt a financial policy that reflects their priority of deleveraging and improving credit metrics. Lower gross and net leverage metrics, combined with sustained improved organic profitability and FCF, would support a positive rating trajectory. TFCo, Secular Shift: Tech Foundations (TFCo), a division of Atos and one of Europe's largest cloud infrastructure managers, supports 1,200 customers globally. It is transitioning from an on-premise model to a hybrid-cloud service, aligning with public cloud trends. This shift should reduce infrastructure revenue (2023: 36% of TFCo's revenue) over the next three years and weigh on margins, due to client losses and changes in revenue scope. However, growing trends in digitisation and remote working are likely to partly mitigate these declines, as robust technology environments become increasingly critical. Strong Challenger in Eviden: Eviden, another Atos division, is a strong contender in application modernisation, migration services, and managed security, with solid customer retention and IP rights. It has strong partnerships and a growing presence in quantum computing and AI. However, digital services (2023: 70% of Atos's revenue) are sensitive to macroeconomic conditions, leading to longer sales cycles and reduced service scope as customers manage costs. Eviden's low churn and high customer retention should enable it to capitalise on positive long-term trends in greater digitisation and automation. Scaled Operator: Generating around EUR10 billion of revenue, Atos benefits from a leading global position with a highly diversified revenue and customer base. However, profitability is constrained by its primary role as a reseller and managed service provider, which depends on operating leverage for earnings scalability. Fitch believes Atos has the potential to serve as a "one-stop-shop" for customers, enhancing its competitiveness by upselling and cross-selling. This approach can leverage economies of scale and scope, but it necessitates an effective commercial strategy. Moderate Barriers to Entry: The enterprise IT solutions industry is highly competitive with many established providers of similar scale across many facets of the value chain. The industry benefits from factors such as the need for highly skilled talent and provision of critical infrastructure and services, often in highly regulated environments. Global providers cover the full breadth of services while challengers target domain specialisations. Further Disposals Possible: Following the sale of Worldgrid to Alten SA, Atos has been in discussion with the French government for the sale of significant assets in big data & services. A sale is likely to support faster deleveraging, subject to the valuation achieved for these assets. However, the sale of these higher-margin assets may lead us to tighten its leverage sensitivities to reflect a weakening of the business profile. Derivation Summary Atos's businesses profile is comparable to those of other global IT services and systems integrators. US peers comprise Accenture plc (A+/Stable), DXC Technology Company (DXC; BBB/F2/Negative), Kyndryl Holdings, Inc. (Kyndryl; BBB/Stable) and Hewlett Packard Enterprise Company (HPE; BBB+/Stable). Emerging markets peers include Tata Consultancy Services Limited (TCS; A/Stable), Wipro Limited (A-/Stable), and HCL Technologies Limited (HCL; A-/Stable). Atos's credit profile is weaker than those of higher rated investment-grade peers, who benefit from larger scale, stronger market positions, EBITDA margins in the mid-to-high teens and lower leverage. Atos has a strong position in Europe, particularly within cybersecurity and high-performance computing. Globally, it is a strong challenger to industry leaders, with its broader offering of core IT managed services. Consequently, leverage thresholds are tighter for a given rating. Kyndryl, DXC and HPE have all been hit by a secular decline in legacy IT services, driven by the accelerated migration from on-premise to public cloud infrastructures. They are therefore further progressed in the transition than Atos. Atos is expected to continue to face operating challenges for the next three years as it belatedly transforms its contract portfolio and adjust its unprofitable cost structure, to align performance metrics more closely with industry peers'. Wipro and HCL Technologies benefit from the lower-cost Indian labour market, while Accenture has differentiated itself as a leader via a diversified business model, achieving above-market revenue growth with minimal leverage. Atos's post-restructuring leverage and profitability are broadly in line with those of 'B' category IT peers offering similar services, such as Clara.net Holdings Limited (B/Stable), Ainavda Parentco AB (Advania; B/Stable) and Engineering Ingegneria Informatica S.p.A (EII; B/Stable). In addition to high leverage, these peers have lower revenue, weaker or constrained market shares or service offerings. However, they also have more flexible financial policies and benefit from better EBITDA margins. Atos's equivalent leverage thresholds are looser relative to this peer group, reflecting its stronger business profile and potential for higher absolute EBITDA through operating leverage. Key Assumptions Total revenue to decline 9% in 2024 and 6% in 2025, followed by low single-digit growth in 2026-2027 Eviden's revenue to decline 4% in 2024, before reversing to 5% CAGR in 2025-2027 TFCo revenue to decline 13% in 2024 and 9% in 2025, implying a CAGR of -4% in 2025-2027 Fitch-defined, pre-IFRS16 EBITDA margin of 2.5% in 2024, before improving to 5.6% by 2026 and 8% in 2027. This reflects near-term operating challenges and high restructuring costs, followed by the benefit of cost-saving initiatives Working-capital outflow of EUR1.8 billion in 2024. Working capital to average -0.4% of sales in 2025-2027 Capex at 5% of sales in 2024, falling to 2.4% in 2025 and 1.9% in 2026-2027. Portion related to capitalised research and development costs is expensed in EBITDA and excluded from capex Non-recurring costs of EUR347 million in 2024, falling to EUR180 million in 2025 and below EUR100 million in 2026-2027 No dividends Sale of Worldgrid with proceeds received in November 2024. Revenue and operating margin before depreciation and amortisation excluded from forecasts from 2025. No further M&As Debt restructuring completed by end-2024 Recovery Analysis The recovery analysis assumes that Atos would be reorganised as a going-concern (GC) in bankruptcy rather than liquidated. Fitch estimates that the post-restructuring Fitch-defined GC EBITDA would be around EUR400 million. Fitch would expect a default to come from a secular decline or a decline in revenue and EBITDA, following reputational damage or intense competitive pressure. An enterprise value (EV) multiple of 5.5x is applied to the GC EBITDA to calculate a post-reorganisation EV. The post-restructuring EBITDA accounts for Atos's scale, its customer and geographical diversification, and mission-critical services that support customer retention in several services. However, this is offset by a weaker-than-industry profitability and challenges stemming from secular trends in legacy IT services. Fitch has factored in 10% of administrative claims for bankruptcy and associated costs. This leads to a distressed EV of EUR1.98 billion. Its waterfall analysis generates ranked recoveries for the first-lien senior secured notes (SSN) equivalent to 'BB-'/'RR1'/100%, for the 1.5-lien SSN equivalent to 'CCC+'/'RR4'/27%, and for the second-lien SSN equivalent to 'CCC'/'RR6'/0%. Fitch assumes a full drawdown of Atos's EUR440 million revolving credit facility on default. The RCF ranks equally with other first-lien secured debt. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Increasingly negative FCF, reducing liquidity buffers after utilisation of committed facilities Weak organic revenue growth and EBITDA margins or insufficient deleveraging resulting in EBITDA net leverage above 7.5x and EBITDA leverage above 8.5x for an extended period EBITDA interest coverage, including non-cash interest, consistently below 1.5x Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade FCF margin sustained above 1%, driven by improved operating cashflow and materially lower restructuring costs EBITDA net leverage and EBITDA leverage below 6.5x and 7.5x, respectively, on a sustained basis, supported by progress in Atos's turnaround strategy leading to an improved EBITDA margin in single digits EBITDA interest coverage, including non-cash interest, sustained above 2x Liquidity and Debt Structure Atos's liquidity will materially improve to EUR1.6 billion (excluding Worldgrid proceeds) on the completion of the financial restructuring. Fitch forecasts average balance-sheet cash to remain above EUR900 million in 2024-2027, further supported by an undrawn EUR440 million RCF. Following the unwinding of existing working capital actions of EUR1.8 billion, Fitch does not expect Atos to take on new factoring facilities. Fitch expects Atos to manage its working capital organically, although this option remains limited in scope. In addition to the RCF, Atos will have EUR1.1 billion of first-lien SSN maturing in 2029, EUR1.6 billion of 1.5-lien SSN maturing in 2030 and EUR356 million of second-lien SSN maturing in 2031. The SSN and term loans feature bullet payments and cash and non-cash interest payments. The first maturity in 2029 provides Atos with time to improve its credit profile ahead of a refinancing. Issuer Profile Atos SE is a global IT services provider with expertise in digital transformation, cybersecurity and high-performance computing, cloud solutions, and digital workplace services. Atos serves various sectors such as manufacturing, healthcare, financial services, public sector, and telecommunications with a leading position in Europe. Date of Relevant Committee 09 December 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 Atos has an ESG Relevance Score of '4' for Management Strategy. This reflects the company's challenges in executing its strategy to achieve growth in its digital offerings to offset the decline in legacy IT services. Further, multiple senior management changes have contributed to deteriorating operating performance and a financial restructuring. Atos has begun the process of implementing a new management team, whose interests are better aligned to a successful turnaround of the business, although execution risks weigh negatively on the credit profile. These ESG factors are relevant to the rating, in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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 scores are not inputs to the rating process; they are an observation of the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery ----------- ------ -------- Atos SE LT IDR B- New Rating senior secured LT BB- New Rating RR1 EUR 802.26 mln Variable bond/note 18-Dec-2029 XS2950594601 LT BB- New Rating RR1 Senior Secured 2nd Lien LT CCC+ New Rating RR5 EUR 840.51 mln Variable bond/note 18-Dec-2030 XS2950595244 LT CCC+ New Rating RR5 Senior Secured 3rd Lien LT CCC New Rating RR6 EUR 137.46 mln Variable bond/note 18-Dec-2032 XS2950595913 LT CCC New Rating RR6 ========= I T A L Y ========= MILIONE SPA: Moody's Affirms 'Ba1' CFR, Outlook Remains Positive ---------------------------------------------------------------- Moody's Ratings has affirmed the Ba1 long-term corporate family rating, the Ba1 senior secured rating on the EUR300 million bond, and the Ba2-PD probability of default rating of Milione S.p.A. (Milione). The outlook remains positive. Milione is the holding company of SAVE S.p.A., the concessionaire operating the Venice and Treviso airports in Italy. RATINGS RATIONALE RATIONALE FOR POSITIVE OUTLOOK The positive outlook reflects Milione's good operating performance and the potential for the group´s credit metrics to strengthen to the levels commensurate with a Baa3 rating. While Moody's anticipate Milione's funds from operations (FFO)/debt ratio will remain above 8% over at least the next eighteen months, improvement in other credit metrics relevant for an upgrade, specifically maintaining the Net Debt/EBITDA ratio below 6.75x, will depend on the implementation of a balanced financial policy. Although the group is committed to a high dividend payout, which includes 100% of the available cash after debt service payments, Moody's would expect Milione to adjust distributions to retain adequate financial resources. This will help control debt leverage, maintain appropriate headroom against debt default covenants, and ensure robust coverage of cash needs, including planned capital expenditure and dealing with cyclical downturns, in order to obtain an investment grade credit rating. The strengthening in financial metrics and maintenance of a Net Debt/EBITDA ratio below 6.75x would create appropriate headroom against the current financial covenants in Milione's debt documentation, ensuring a level of financial flexibility consistent with an investment grade credit rating. RATIONALE FOR RATING AFFIRMATION Milione´s rating remains well positioned in its rating category underpinned by its recent and expected traffic performance and framework of economic regulation. Traffic at Milione's airports reached 14.6 million passengers by the end of December 2024, a 1.9% yearly increase compared to 2023 and only 1.2% below 2019 levels. This performance has been slightly worse than Moody's previous expectations of a full recovery in 2024, mainly due to reduced capacity allocations from some airlines during the second half of the year. Nevertheless, this result places the group within the median range for Moody's-rated European airports. In particular, traffic volumes continue to be sustained by strong leisure travel demand, the attractiveness of Venice as one of the world's most popular travel destinations, and the dynamic economy of North-East Italy. Moody's expect Milione's annual passenger volumes to continue to grow in 2025, at a normalized rate of around 2%-3% which is broadly in line with the historical pre-pandemic traffic trend. This also reflects an expectation that sluggish recovery will gradually firm up in Europe in 2025. However, downside risks persist for the European airport sector, including weaker-than-expected macroeconomic performance and geopolitical risks that could create some uncertainty. Milione is subject to a framework of economic regulation, and the group is in the process of consultations with the regulator and airlines to agree on the tariff for the forthcoming regulatory period (2024-28) at Venice airport. Although there is still limited visibility around the final tariffs approved, a positive regulatory decision could translate into moderate tariff increases that will further sustain the financial profile of the group. However, the company's free cash flow will be under pressure from significantly increased capital expenditure over the next two years, reflecting some growth capex and the planned works to connect Venice airport to Italy's national railway network. More generally, the Ba1 ratings of Milione reflect positively (1) the strong fundamentals of its managed airports and the economic strength of its service area; (2) the favourable competitive position of Venice and Treviso airports, although with some transmodal competition for domestic traffic; (3) the high proportion of origin and destination passengers; and (4) a fairly diversified carrier base with no meaningful exposure to weak airlines. On the other hand, Milione's ratings also reflect (1) a financial profile that is one of the most leveraged amongst Moody's rated European airports; (2) the sector´s exposure to sluggish macroeconomic recovery and geopolitical risks; and (3) the concentration of debt maturities over the 2027-28 period, which heightens refinancing risks over the medium term. LIQUIDITY AND DEBT COVENANTS Moody's consider Milione's current liquidity profile to be good, with an estimated EUR86 million of cash and EUR125 million of undrawn credit facilities as of end December 2024. Milione's major debt maturities relate to the EUR540 million syndicated loan due in 2027 and the EUR300 million Euro Private Placement bond due in 2028. Hence, the company does not face any significant debt maturity until 2027, and Moody's expect that its cash resources will be sufficient to cover all cash requirements, including operating expenses and interest payments, until at least June 2026. Milione's debt documentation includes a set of financial covenants, the most stringent of which is a minimum net debt/EBITDA ratio that reduces progressively from 8.0x for 2023 to 7.0x for 2027, and a minimum interest cover ratio that increases progressively from 2.5x for 2023 to 4.0x for 2027, tested as of end-June and end-December on a historical basis. Throughout the pandemic, the company received approvals to waive its financial covenants, which negated any covenant breaches. More recently, thanks to improved operational and traffic performance, the risk of covenant breaches has reduced. However, on a forward-looking basis, the company will need to increase the headroom against its default financial covenants in order to maintain a robust financial profile. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Milione's ratings could be upgraded if (1) the group's FFO/debt ratio and Net debt/EBITDA ratio were to remain comfortably above 8% and below 6.75x, respectively, on a sustained basis, and (2) the group maintained solid liquidity. In addition, on a forward-looking basis, Milione would be expected to obtain and maintain good and reliable headroom against its financial covenant default levels. Milione's ratings could be downgraded if (1) the company's credit metrics weaken, such that the FFO/debt ratio falls below 6% and Net debt/EBITDA ratio increases above 7.5x on a sustained basis; or (2) there is a risk of covenant breaches without adequate mitigating measures in place; or (3) the group's liquidity profile deteriorates significantly. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Privately Managed Airports and Related Issuers published in November 2023. COMPANY PROFILE Milione is the holding company for SAVE, the operator of the Venice and Treviso airports under long-term concessions expiring in 2043 and 2055, respectively. The group is ultimately controlled by Finanziaria Internazionale, which holds investments in a number of financial and industrial sectors in Italy (12% stake), and the infrastructure funds managed by DWS (part of the Deutsche Bank Group) and InfraVia Capital Partners, each with a 44% stake. ===================== N E T H E R L A N D S ===================== ACHMEA BV: S&P Rates New Tier 1 Junior Subordinated Notes 'BB+' --------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue rating on Netherlands-based insurance group Achmea B.V.'s (BBB+/Stable/--) proposed restricted tier 1 (RT1) notes. The issue rating is subject to its review of the notes' final terms and conditions. S&P expects to classify the bonds as having intermediate equity content under its criteria. In accordance with S&P's methodology, it rates the proposed RT1 notes three notches below the 'BBB+' long-term issuer credit rating (ICR) on Achmea, as such S&P deducts: -- One notch to reflect the notes' subordination to the company's senior bonds; -- One notch to reflect the risk of a potential temporary write-down of principal; and -- One notch to reflect the notes' mandatory and unconditional optional interest-cancellation features. The notching on this instrument is wider than the notching applied to some of Achmea's other subordinated instruments because noteholders face a potential loss of principal should a mandatory write-down trigger be breached. S&P's rating analysis and equity content assessment take into account our understanding that: -- The noteholders are subordinated to senior creditors; -- The issuer has unconditional discretion to cancel interest payments; -- Achmea has the option of deferring interest at its sole discretion and at any time; -- Interest cancellation is mandatory under certain circumstances, including if the solvency condition is not met; or if, under Solvency II, Achmea's capital resources (own funds) are insufficient to meet either the solvency capital requirement (SCR) or the minimum capital requirement (MCR); or upon insufficient distributable items; -- The notes will be eligible as RT1 capital under Solvency II; and -- The notes will be written down if the amount of own funds eligible to cover the SCR is equal to or less than 75% of the SCR, the amount of own funds eligible to cover the MCR is equal to or less than the MCR, or a breach of the SCR has occurred and not been remedied within three months. S&P said, "We do not consider the payment risk on these notes to be materially greater than for the company's tier 2 hybrid notes, which would also be required to defer coupons upon a breach of Achmea's SCR. We view one notch as sufficient to reflect the payment risk on these notes, as well as on the group's other hybrids. In part, we base this on the SCR coverage level in the past year, moderate SCR sensitivity, and management's intent to maintain a healthy SCR. The SCR stood at 188% as of June 31, 2024. That said, we will monitor Achmea's SCR coverage and capital plans to assess whether the ICR adequately incorporates the payment risk associated with Achmea's hybrid instruments. "We include securities of this nature, up to a maximum of 30% of capital, in our consolidated risk-based capital analysis of insurance companies. The inclusion is subject to the notes being considered eligible as regulatory own funds under Solvency II. "We understand that the RT1 notes are perpetual but are callable at par after at least 10 years, and every six months thereafter. The notes carry a fixed interest rate that will be reset on the first call date and on every five years thereafter. There is no step-up in the coupon rate if the notes are not called on the first call date. In addition, Achmea can choose, following a write-down of the principal, to reinstate the notes at its discretion if certain conditions are met. Achmea has the option to redeem the notes at par before the first call date under specific circumstances, such as for changes in accounting, taxation, regulation, or rating methodology. After any such early redemption, the notes must be replaced by an instrument of at least the same quality. "We assume Achmea will use the proceeds for general corporate purposes, which may include the refinancing of outstanding debt. "We forecast that, even after this issue, Achmea's financial leverage (debt plus hybrid capital, divided by the sum of shareholder equity, debt, and hybrid capital), and fixed-charge coverage (EBITDA divided by senior and subordinated debt interest) will remain within our tolerances." LOWLAND MORTGAGE 7: Fitch Affirms 'B-sf' Rating on Class E Notes ---------------------------------------------------------------- Fitch Ratings has affirmed Lowland Mortgage Backed Securities 7 B.V.'s notes. Fitch has also removed the notes from Under Criteria Observation (UCO). Entity/Debt Rating Prior ----------- ------ ----- Lowland Mortgage Backed Securities 7 B.V. A XS2603224861 LT AAAsf Affirmed AAAsf B XS2603233938 LT AA+sf Affirmed AA+sf C XS2603243655 LT AA-sf Affirmed AA-sf D XS2603247136 LT A-sf Affirmed A-sf E XS2603247565 LT B-sf Affirmed B-sf Transaction Summary Lowland 7 is a true-sale securitisation of prime mortgage loans originated in the Netherlands by de Volksbank N.V. (through its brands BLG Wonen, Regiobank, SNS Bank and ASN Bank). This is the seventh RMBS transaction from de Volksbank issued under the Lowland series. KEY RATING DRIVERS European RMBS Rating Criteria Updated: The rating actions reflect Fitch's updated European RMBS Rating Criteria (see "Fitch Ratings Updates European RMBS Rating Criteria; Sets FF and HPD Assumptions" dated 30 October 2024), which adopted a non-indexed current loan-to-value (LTV) approach to derive the base foreclosure frequency (FF) for the portfolio, instead of the original LTV approach applied before. Fitch applied a transaction adjustment of 1.0x and considered the energy performance certificate adjustment immaterial to its rating analysis. Sound Performance of Underlying Assets: The transaction is performing within its expectations. Loans in arrears are low (0.4% as of end of November 2024) and there are no reported foreclosures. The transaction's performance is in line with peer Dutch transactions. Revolving Period Adds Risk: The structure initially had a five-year revolving period, with 3.5 years remaining. During this period, new assets can be added to the portfolio. To account for the risk of potential shifts in the portfolio characteristics during the revolving period, Fitch based its analysis on a stressed portfolio composition by incorporating the additional purchase criteria, rather than focusing on the actual portfolio characteristics. Wide Excess Spread: The transaction does not have interest rate mismatches. The asset portfolio consists almost exclusively of fixed-rate mortgage loans (either fixed for life or resetting) with a weighted average interest rate of 2%. The class A notes pay a 1% fixed interest rate while the class B to E notes do not pay any interest. The portfolio can generate substantial excess spread given the difference between the yield on the assets and the interest on the notes. Mortgage Interest Rate Reset Risk: The majority of fixed-rate paying mortgages reset periodically, which is a typical feature of Dutch transactions. The level of excess spread and the transaction capacity to absorb losses will depend on the interest rate level at which loans can reset. Fitch has consequently applied its interest rate scenarios in accordance with its European RMBS Rating Criteria to account for this risk. Under the transaction documentation, the seller will repurchase floating-rate loans to keep the proportion equal or below 5% of the portfolio outstanding balance during the life of the transaction. Fitch considered this commitment when applying the reset assumptions defined by its European RMBS Rating Criteria and has limited the proportion of fixed-rate loans switching to floating to 5%. Repayment of Junior Notes: On or after the first optional redemption date (FORD) falling in April 2028, the class B to E notes can be redeemed at their principal amount outstanding less any outstanding amounts on the applicable principal deficiency ledger (PDL). As a result, those junior classes may be redeemed at an amount that is lower than their outstanding principal amount. As a result, the ratings on the class B to E notes reflect the maximum achievable rating at which there is no or very limited PDL outstanding after the FORD. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The transaction's performance may be affected by changes in market conditions and economic environment. Weakening asset performance is strongly correlated to increasing levels of delinquencies and defaults that could reduce credit enhancement (CE) available to the notes. In addition, unanticipated declines in recoveries could also result in lower net proceeds, which may make certain notes susceptible to negative rating action, depending on the extent of the decline in recoveries. Fitch found that stressing both the transaction's base-case foreclosure frequency (FF) and recovery rate (RR) assumptions by 15% each would result in downgrades of up to three notches across the capital structure. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade The class A notes' rating of 'AAAsf' is the highest level on Fitch's scale and therefore cannot be upgraded. The class B to E notes' ratings could be upgraded if defaults are lower or recoveries higher than expected in its analysis. Stable to improved asset performance driven by stable delinquencies and defaults would lead to increasing CE levels and potentially upgrades. Fitch found that reducing the FF and increasing the RR by 15% each would lead to upgrades of up to three notches. 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 Lowland Mortgage Backed Securities 7 B.V. Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. Prior to the transaction closing, Fitch reviewed the results of a third party assessment conducted on the asset portfolio information and concluded that there were no findings that affected the rating analysis. 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. SPRINT BIDCO: Moody's Appends 'LD' Designation to 'C-PD/LD' PDR --------------------------------------------------------------- Moody's Ratings has appended a limited default "/LD" designation to Sprint BidCo B.V.'s (Accell or the company) probability of default rating, changing the PDR to C-PD/LD from C-PD. This "/LD" designation indicates the limited default under Moody's definition, resulting from the extension of the grace period applicable to the missed interest payment that will be capitalized on the EUR705 million backed senior secured term loan B (TLB) due June 2029 and the EUR180 million backed senior secured multi-currency revolving credit facility (RCF) due December 2028. Such extension represents a distressed debt exchange (DE) under Moody's definition. Last October, Accell entered into a Recapitalization Support Agreement (RSA), supported by its shareholders and the majority of senior debt lenders. This agreement includes the reduction of the company's financial debt through a write-down of around 45% of its TLB, RCF and shareholder loans outstanding. The agreement also involves the partial reinstatement of these instruments into a new holding company outside of Accell's restricted group. Additionally, under the RSA, the company obtained a forbearance on the interest payment on its TLB and RCF beyond the thirty-day grace period, which was extended further to ninety days in late December last year. Accell's corporate family rating (CFR) remains unchanged at Ca, and so do its Ca ratings on the EUR705 million backed senior secured TLB and EUR180m backed senior secured RCF. The outlook is stable. Moody's will assess Accell's CFR, PDR and instrument ratings upon the completion of the proposed debt restructuring transaction, expected by the end of February 2025. Headquartered in Heerenveen, The Netherlands, Accell is a leading European bicycle manufacturer with a strong focus on e-bikes which represented more than half of total sales in 2023. The company also sells bike parts and accessories, traditional bikes and cargo bikes, and it generates approximately 70% of its revenues in Central Europe and Benelux. The company owns 12 national and international brands including Haibike, Batavus and Lapierre. Since 2022, Accell has been owned by a consortium of investors led by private equity firm Kohlberg Kravis Roberts & Co. LP. =========== T U R K E Y =========== VAKIF KATILIM: Fitch Affirms B+/BB- LongTerm IDRs, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed Vakif Katilim Bankasi A.S.'s (Vakif Katilim) Long-Term Foreign-Currency (LTFC) and Local-Currency (LTLC) Issuer Default Rating (IDR) at 'B+' and 'BB-', respectively. The Outlooks are Stable. The bank's Viability Rating (VR) has also been affirmed at 'b'. Key Rating Drivers Sovereign Support Drives IDRs: Vakif Katilim's LTFC IDR is driven by its Government Support Rating (GSR), reflecting the bank's state ownership and the importance of participation banking to the authorities. Still, the bank's GSR remains one notch below the sovereign's LTFC IDR despite a high propensity to provide support due to the sovereign's still moderate, although improved, reserves position relative to the state-owned banks' material sizes. The LTLC IDR of 'BB-' is one notch above its LTFC IDR and is equalised with the sovereign, reflecting a higher ability to support in LC. The Stable Outlooks on the IDRs mirror that on the sovereign. The VR reflects its growing participation franchise, high risk appetite, adequate asset quality, only adequate capitalisation and fairly limited FC wholesale funding. Improving Operating Environment: Vakif Katilim's operations are concentrated in the improving, but challenging, Turkish operating environment. The normalisation of monetary policy has reduced near-term macro-financial stability risks and external financing pressures, but banks remain exposed to high inflation, potential further Turkish lira depreciation, slowing economic growth and multiple macroprudential regulations, despite simplification efforts. Growing Participation Franchise: Vakif Katilim is a growing state-owned participation bank. At end-3Q24, the bank made up 15% of participation banking sector assets, a niche segment with reasonable growth prospects. Still, it has a small market share among Turkish banks (end-3Q24: 1.3% of banking sector assets), resulting in limited pricing power. High Risk Appetite: Despite growing rapidly in the past in the volatile Turkish market in 2023 (60%) and 2022 (110%), the bank grew below sector average in 9M24 (16%; sector average: 29%) due to caps on financing growth and macroprudential regulations. Credit risks remain heightened given sizable exposure to SMEs (end-3Q24: 30% of gross financing), moderate exposure to real estate and construction (10.8%) and high, but broadly in-line with sector average, FC financing (38%). Asset-Quality Risks: The bank's non-performing financing (NPF; end-3Q24: 1.2%) and Stage 2 (3.7%) ratios were low, reflecting limited impaired financing generation and nominal financing growth. However, asset-quality risks remain given single-name concentration, FC financings (38%), as not all borrowers are hedged against lira depreciation and slower economic growth. Fitch expects asset quality to deteriorate moderately in 2025, and the NPF ratio to be about 1.5% at end-2025. Reasonable Profitability: Vakif Katilim's operating profits/average total assets ratio declined to 2.9% in 3Q24 (2023: 4.6%), due to a decline in its net financing margin (NFM; -26bp from end-2023). This was driven by higher funding costs, slower financing growth (9M24: 16%) and weaker net fees and commission income. Fitch expects operating profits/average total assets ratio to decline slightly to 2.6% in 2025 due to still high operating costs despite improving NFM as monetary policy eases. Only Adequate Capitalisation: The bank's common equity Tier 1 (CET1) ratio (end-3Q24: 16.9%, net of forbearance: 15.2%) is only adequate for its risk profile and growth appetite, while its leverage also compares well with peers' (equity/assets: 8.7%; sector: 8.7%). Vakif Katilim's capital ratios are also supported by a favourable risk-weighting on assets financed by profit share accounts (uplift of about 550bp to its CET1 ratio). Fitch expects the CET1 ratio to be about 16.0% at end-2025, without capital support. Fairly Limited FC Wholesale Funding: Customer deposits made up 84% of total funding at end-3Q24, of which 49% were in FC and 17% in foreign-exchange (FX)-protected lira deposits. FC wholesale funding is fairly limited (below 8% of total funding) and mainly comprises funds borrowed from banks. Available FC liquidity fully covered maturing FC debt over the next 12 months at end-3Q24 and a moderate proportion of FC deposits. Rating Sensitivities Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Vakif Katilim's LT IDRs are primarily sensitive to a downgrade of the sovereign's LT IDRs, and also a change in the ability or propensity of the authorities to provide support. The bank's VR is sensitive to a weakening in the operating environment beyond its base case. It is also sensitive to a sovereign downgrade, although this is not its base case. The VR could also be downgraded due to a material erosion of the bank's FC liquidity buffers, or capital buffers, if not offset by government support on a timely basis. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Vakif Katilim's LT IDRs would be upgraded following an upgrade of its GSR, which would likely come from a positive change in the sovereign's LT IDRs. The bank's GSR and LTFC IDR could also be upgraded if Fitch considers the government's ability to support the bank in FC to have strengthened. Vakif Katilim's VR is primarily sensitive to an improvement in its business profile stemming from a stronger operating environment, combined with a strengthening of its earnings and funding profiles. OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS The National Long-Term Rating of 'AA(tur)' reflects its view of Vakif Katilim's creditworthiness in LC relative to that of other Turkish issuers. The Short-Term IDRs of 'B' are the only possible option mapping to LT IDRs in the 'B' category. Vakif Katilim's ex-government support ratings are driven by its VR and its 'B' LTFC IDR (xgs) and LTLC IDR (xgs) at 'B(xgs)' are at the level of its VR. Vakif Katilim's 'B(xgs)' Short-Term IDRs (xgs) are mapped to its LTFC and LTLC IDRs (xgs). OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES The National Rating is sensitive to a change in the bank's creditworthiness in LC relative to that of other Turkish issuers. Vakif Katilim's Short-Term IDRs are sensitive to changes in its LT IDRs. Vakif Katilim's ex-government support ratings are sensitive to changes in its VR. VR ADJUSTMENTS The operating environment score of 'b+' for Turkish banks is below the 'bb' category implied score due to the following adjustment reason: macroeconomic volatility (negative), which reflects high inflation, high dollarisation and a high risk of FX movements in Turkiye. Public Ratings with Credit Linkage to other ratings Vakif Katilim's ratings are driven by support from the Turkish authorities. ESG Considerations The ESG Relevance Score for Management Strategy of '4' reflects an increased regulatory burden on all Turkish banks. Management ability across the sector to determine their own strategy and price risk is constrained by regulatory burden and also by the operational challenges of implementing regulations at the bank level. This has a moderately negative impact on the banks' credit profiles and is relevant to the banks' ratings in combination with other factors. Islamic banks' ESG Relevance Score of '4' for Governance Structure reflects their Islamic banking nature where their 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 their credit profiles and is relevant to the ratings in conjunction with other factors. Islamic banks have 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. In addition, Vakif Katilim has ESG Relevance Scores of '4' for Governance Structure due to potential government influence over its boards' effectiveness and management strategy in the challenging Turkish operating environment, which has a negative impact on the bank's credit profile, and is relevant to the ratings in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Vakif Katilim Bankasi A.S. LT IDR B+ Affirmed B+ ST IDR B Affirmed B LC LT IDR BB- Affirmed BB- LC ST IDR B Affirmed B Natl LT AA(tur) Affirmed AA(tur) Viability b Affirmed b Government Support b+ Affirmed b+ LT IDR (xgs) B(xgs) Affirmed B(xgs) ST IDR (xgs) B(xgs) Affirmed B(xgs) LC LT IDR (xgs) B(xgs) Affirmed B(xgs) LC ST IDR (xgs) B(xgs) Affirmed B(xgs) ZIRAAT KATILIM: Fitch Affirms B+/BB- LongTerm IDRs, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed Ziraat Katilim Bankasi A.S.'s (ZKB) Long-Term Foreign-Currency (LTFC) Issuer Default Rating (IDR) at 'B+' with a Positive Outlook and its Long-Term Local-Currency (LTLC) IDR at 'BB-' with a Stable Outlook. Fitch has also affirmed the bank's Viability Rating (VR) at 'b' and its National Rating at 'AA(tur)' with a Stable Outlook. Key Rating Drivers Shareholder Support Drives IDRs: ZKB's LTFC IDR is driven by its 'b+' Shareholder Support Rating (SSR). The SSR reflects its view of support from state-owned parent Turkiye Cumhuriyeti Ziraat Bankasi Anonim Sirketi (Ziraat; B+/Positive), due to ZKB's role as the provider of Islamic banking products (a segment with strategic importance for the authorities) and high, although declining integration, ownership and shared branding. The 'BB-' LTLC IDR is also driven by shareholder support, reflecting a higher ability to provide support in LC. The Stable Outlook mirrors that on the parent and the sovereign. The 'b' VR reflects the bank's growing participation-banking franchise - ranked second among participation banks - and moderate profitability for its risk profile. All this is balanced by its weak capitalisation, high risk appetite and high concentration. Improving Operating Environment: ZKB's operations are concentrated in an improving, but challenging, Turkish operating environment. The normalisation of monetary policy has reduced near-term macro-financial stability risks and external financing pressures, but banks remain exposed to high inflation, potential further lira depreciation, slowing economic growth and multiple macro-prudential regulations, despite simplification efforts. State-Owned Participation Bank: ZKB is the second-largest participation bank in Turkiye, a niche segment that accounted for 8% of banking-sector assets at end-3Q24. However, ZKB had a small 1.4% share of total sector assets at end-3Q24, resulting in limited pricing power. Growth Constraints: ZKB has had very limited growth in 9M24, due to capital constraints, despite growing rapidly since its establishment in 2015. Gross financing grew 1.3% on a foreign-exchange (FX)-adjusted basis (sector: 22%) in 9M24, as the bank focused on capital management, due to low buffers. Growth was largely in FC - up 10% in US dollar terms - similar to the sector's. Asset-Quality Risks: ZKB's non-performing financing (NPF) ratio rose slightly to 0.8% at end-3Q24 from 0.7% at end-2023, with total NPF reserves coverage of 160% (sector average: 191%). The Stage 2 financing ratio also remained limited at 3.1% (end-2023: 2.1%). Credit risks are heightened by seasoning and concentration risks, including to the construction and real estate sectors (22% of gross financing), and a high share of FC financing of 45% (sector: 37%). Fitch expects its asset quality to deteriorate moderately in 2025, and the NPF ratio to be 2% at end-2025. Below Sector-Average Profitability: The bank's operating profit/average assets ratio worsened to 0.6% in 9M24 (2023: 1.8%), reflecting a shrinking net financing margin of 0.4% (2023: 2.1%), due to a sharp rise in the cost of funding. Fitch expects margins to recover in 2025 as the monetary policy eases, and the operating profit/average assets ratio to improve to 2%. Weak Core Capitalisation: ZKB's common equity Tier 1 (CET1) ratio worsened to 9.1% at end-3Q24 (about a 230bp uplift from forbearances and about a 260bp uplift from favourable risk-weighting on assets financed by profit share accounts). Its assessment factors in ordinary support based on its record, including a TRY3 billion capital injection in 4Q23. Capitalisation is sensitive to lira depreciation and asset-quality risks. The bank's total capital ratio of 14.1% at end-3Q24 was supported by additional Tier 1 and subordinated debt, which provides a partial hedge against lira depreciation. High leverage is reflected in a tangible equity/tangible assets ratio of 3.9% at end-3Q24. Fitch expects the CET1 ratio to worsen to 8% at end-2025, without capital support. Adequate FC Liquidity: ZKB is largely deposit-funded (end-3Q24: 82% of total funding, end-2023: 84%; 41% in FC and 9% in FX-protected lira deposits). Wholesale funding is fairly high (18% of funding, 66% in FC). The bank completed a debut USD500 million sukuk issue with three years' maturity in 4Q23, diversifying its funding. FC liquidity, mainly comprising FC government securities and placements in foreign banks, is sufficient to cover all maturing FC external debt within 12 months, plus a 19% of FC deposits at end-3Q24. Rating Sensitivities Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade ZKB's LTFC IDR is sensitive to a change in its SSR. The SSR is sensitive to a weakening of the ability and propensity of Ziraat to provide support. The bank's VR is sensitive to a weakening in the operating environment beyond its base case. It is also sensitive to a sovereign downgrade, although this is not its base case. The VR could also be downgraded, due to an erosion of its core capitalisation, for example due to asset-quality weakening, if not offset by ordinary support from Ziraat. ZKB's LTLC IDR is sensitive to a weakening in its view of the ability or propensity of Ziraat to provide timely support in LC, and a downgrade of the sovereign's LTLC IDR. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade An upgrade of the bank's Long-Term IDRs and SSR is sensitive to a positive change in its parent's rating. Further improvement in the operating environment, which could result from sustained market- and exchange-rate stability, a sustainable decline in inflation and further easing of macro-prudential regulations could result in an upgrade of Ziraat Katilim's VR, particularly if combined with a reduction in risk appetite and a strengthening in capitalisation, earnings and business profile. OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS ZKB's National Rating reflects its view that the bank's creditworthiness in LC relative to that of other Turkish issuers is unchanged, and is in line with the other state-owned deposit banks'. The Short-Term IDRs of 'B' are the only possible option mapping to LT IDRs in the 'B' category. The rating of ZKB's senior unsecured debt - issued through its special-purpose vehicle (SPV) Ziraat Katilim Varlik Kiralama A.S. is in line with the bank's 'B+' LT FC IDR as the anchor rating. This reflects Fitch's view that a default of these senior unsecured obligations would equal a default of ZKB, in accordance with Fitch's rating definitions. The 'RR4' Recovery Rating on the notes reflects average recovery prospects in a default. The ratings of ZKB's medium-term notes programme - issued through its SPV Ziraat Katilim MTN Limited is in line with the bank's 'B+' LTFC IDR and 'B' ST IDR as anchor ratings. This reflects Fitch's view that a default of these senior unsecured obligations would equal a default of ZKB, in accordance with Fitch's rating definitions. The 'RR4' Recovery Rating on the notes reflects average recovery prospects in a default. OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES The National Rating is sensitive to changes in ZKB's LTLC IDR and its creditworthiness relative to other Turkish issuers'. ZKB's Short-Term IDRs are sensitive to changes in its LT IDRs. ZKB's senior unsecured debt ratings are sensitive to changes in the bank's IDRs. 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 reason: macroeconomic stability (negative). The adjustment reflects heightened market volatility, high dollarisation and high risk of FX movements in Turkiye. Public Ratings with Credit Linkage to other ratings ZKB's ratings are linked to Ziraat's and the Turkish sovereign's ratings. ESG Considerations ZKB's ESG Relevance Scores of '4' for Governance Structure and Management Strategy due to potential government influence over its board's effectiveness and management strategy in the challenging Turkish operating environment, which has a moderately negative impact on the bank's credit profile, and is relevant to the ratings in conjunction with other factors. The ESG Relevance Management Strategy score of '4' also reflects increased regulatory intervention in the Turkish banking sector, which hinders the operational execution of management strategy, constrains management ability to determine strategy and price risk, and creates an additional operational burden for banks. This has a moderately negative credit impact on the bank's rating in combination with other factors. ZKB's ESG Relevance Governance Structure Score of '4' also takes into account its status as an Islamic bank. Its operations and activities need to comply with sharia principles and rules, which entails additional costs, processes, disclosures, regulations, reporting and sharia audit. This results in a negative impact on the bank's credit profile and is relevant to the rating in combination with other factors. In addition, Islamic banks have 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 the entities. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Ziraat Katilim Varlik Kiralama A.S. senior unsecured LT B+ Affirmed RR4 B+ Ziraat Katilim Bankasi A.S. LT IDR B+ Affirmed B+ ST IDR B Affirmed B LC LT IDR BB- Affirmed BB- LC ST IDR B Affirmed B Natl LT AA(tur) Affirmed AA(tur) Viability b Affirmed b Shareholder Support b+ Affirmed b+ Ziraat Katilim MTN Limited senior unsecured LT B+ Affirmed RR4 B+ senior unsecured ST B Affirmed B =========================== U N I T E D K I N G D O M =========================== CREPEAFFAIRE HOLDINGS: Quantuma Advisory Named as Administrators ---------------------------------------------------------------- Crepeaffaire Holdings Limited was placed into administration proceedings in the Business and Property Courts in England & Wales, Court Number: CR-2025-126, and Brian Burke and Elias Paourou of Quantuma Advisory Limited were appointed as administrators on Jan. 14, 2025. Crepeaffaire Holdings is a holding company. Crepeaffaire provides bakery products. It offers different types of crepes such as sweet and savoury. Its registered office is at Pixmore Centre, Pixmore Avenue, Letchworth Garden City, SG6 1JG and it is in the process of being changed to c/o Quantuma, 3rd Floor, 37 Frederick Place, Brighton, BN1 4EA. Its principal trading address is at Pixmore Centre, Pixmore Avenue, Letchworth Garden City, SG6 1JG The joint administrators can be reached at: Brian Burke Elias Paourou Quantuma Advisory Limited 3rd Floor, 37 Frederick Place Brighton, BN1 4EA For further details, contact: Adam Stenning Tel: 01273 322424 Email: adam.stenning@quantuma.com CREPEAFFAIRE INT’L: Quantuma Advisory Named as Administrators --------------------------------------------------------------- Crepeaffaire International Limited was placed into administration proceedings in the Business and Property Courts in England & Wales Court Number: CR-2025-134, and Brian Burke and Elias Paourou of Quantuma Advisory Limited were appointed as administrators on Jan. 14, 2025. Crepeaffaire International engages in the retail sale of bakery products. It offers different types of crepes such as sweet and savoury. Its registered office is at Pixmore Centre, Pixmore Avenue, Letchworth Garden City, SG6 1JG and it is in the process of being changed to C/o Quantuma, 3rd Floor, 37 Frederick Place, Brighton, East Sussex, BN1 4EA. Its principal trading address is at Pixmore Centre, Pixmore Avenue, Letchworth Garden City, SG6 1JG The joint administrators can be reached at: Brian Burke Elias Paourou Quantuma Advisory Limited 3rd Floor, 37 Frederick Place Brighton, Sussex, BN1 4EA For further details, please contact Adam Stenning Tel No; 01273 322424 Email: adam.stenning@quantuma.com CREPEAFFAIRE LIMITED: Quantuma Advisory Named as Administrators --------------------------------------------------------------- Crepeaffaire Limited fka The Food Retail Development Group Limited was placed into administration proceedings in in the High Court of Justice Business and Property Courts of England and Wales Court Number: CR-2025-130, and Brian Burke and Elias Paourou of Quantuma Advisory Limited were appointed as administrators on Jan. 14, 2025. Crepeaffaire Limited, trading as Crepeaffaire, engages in the retail sale of food. It offers different types of crepes such as sweet and savoury. Its registered office is at Pixmore Business Centre, Pixmore Avenue, Letchworth Garden City, SG6 1JG and it is in the process of being changed to c/o Quantuma, 3rd Floor 37 Frederick Place, Brighton, BN1 4EA. Its principal trading address: 35 East St, Brighton and Hove, BN1 1HL The joint administrators can be reached at: Brian Burke Elias Paourou Quantuma Advisory Limited 3rd Floor, 37 Frederick Place Brighton, BN1 4EA For further details, contact: Adam Stenning Tel No: 01273-322424 Email: adam.stenning@quantuma.com H.A.LIGHT: Evelyn Partners Named as Administrators -------------------------------------------------- H.A.Light,Limited was placed into administration proceedings in the High court of Justice, Business and Property Courts, Insolvency and Companies List, Court Number: CR-2025-000031, and Adam Henry Stephens and Clare Lloyd of Evelyn Partners LLP were appointed as administrators on Jan. 14, 2025. H.A.Light,Limited, trading as Priory Products, acts as an intermediate holding company. Priory Products manufactures high quality jewellery findings in gold and silver. Its registered office and principal trading address is c/o Rical Ltd Tramway, Oldbury Road, Smethwick, B66 1NY. The joint administrators can be reached at: Adam Henry Stephens Clare Lloyd Evelyn Partners LLP c/o RRS Department 45 Gresham Street London, EC2V 7BG For further details, contact: The Joint Administrators Tel No: 020 7131 4000 Alternative contact: Natalya Ageyeva REAL VR: Path Business Named as Administrators ---------------------------------------------- Real VR Limited was placed into administration proceedings in the In High Court of Justice Business and Property Courts in Manchester Insolvency and Companies List, Court Number: CR2024MAN001682, and Gareth Howarth of Path Business Recovery Limited were appointed as administrators on Dec. 23, 2024. Real VR Limited trading as meetspaceVR specialized inSocial Free-Roam Virtual Reality Experience. Its registered office is at 2nd Floor, 9 Portland Street, Manchester, M1 3BE. Its principal trading address is at Unit 11 Brightgate Way, Trafford Park, Stretford, Manchester, M32 0TB The joint administrators can be reached at: Gareth Howarth Path Business Recovery Limited 2nd Floor, 9 Portland Street Manchester, M1 3BE Tel No: 0161 413 0999. For further details, contact: Sahil Nadeem Path Business Recovery Limited 2nd Floor, 9 Portland Street Manchester, M1 3BE Tel No: 0161413-0999 Email: sahil.nadeem@pathbr.co.uk RICAL INVESTMENTS: Evelyn Partners Named as Administrators ---------------------------------------------------------- Rical Investments Limited was placed into administration proceedings in the High Court of Justice Business and Property Courts, Insolvency and Companies List Court Number: CR-2025-000033, and Adam Henry Stephens and Clare Lloyd of Evelyn Partners LLP were appointed as administrators on Jan. 14, 2025. Rical Investments is a holding company. Its registered office and principal trading address is Tramway, Oldbury Road, Smethwick, Warley, West Midlands, B66 1NY. The joint administrators can be reached at: Adam Henry Stephens Clare Lloyd Evelyn Partners LLP c/o RRS Department 45 Gresham Street, London EC2V 7BG For further details, contact: The Joint Administrators Tel: 020 7131 4000 Alternative contact: Natalya Ageyeva RICAL LIMITED: Evelyn Partners Named as Administrators ------------------------------------------------------ Rical Limited was placed into administration proceedings in the High Court of Justice, Business and Property Courts, Insolvency and Companies List, Court Number: CR-2025-000032, and Adam Henry Stephens and Clare Lloyd of Evelyn Partners LLP were appointed as administrators on Jan. 14, 2025. Rical Limited trades as William Mitchell, Fellows, Multiforms, Taurus, Priory Products, and Mitchell Grieve. Rical Limited specializes in the casting of other non-ferrous metals. Its registered office and principal trading address is at Tramway, Oldbury Road, Smethwick, Warley, B66 1NY. The joint administrators can be reached at: Adam Henry Stephens Clare Lloyd Evelyn Partners LLP c/o RRS Department, 45 Gresham Street London, EC2V 7BG For further details, contact: The Joint Administrators Tel: 020 7131 4000 Alternative contact: Natalya Ageyeva STEEL DYNAMICS: Grant Thornton Named as Administrators ------------------------------------------------------ Steel Dynamics Ltd was placed into administration proceedings in Business and Property Courts in Manchester, Insolvency & Companies List (ChD), Court Number: 000003 of 2025, and Jason Bell of Grant Thornton UK LLP were appointed as administrators on Jan. 13, 2025. Steel Dynamics engages in the wholesale of metals and metal ores. Its registered office is c/o Grant Thornton UK LLP, 11th Floor, Landmark St Peter's Square, 1 Oxford St, Manchester, M1 4PB. Its principal trading address is at Unit 8 Walker Industrial Park, Guide, Blackburn, BB1 2QE. The joint administrators can be reached at: Philip Stephenson Jason Bell Grant Thornton UK LLP 11th Floor, Landmark St Peter's Square 1 Oxford St, Manchester, M1 4PB Tel: 0161-953-6900 For further information, contact CMU Support Grant Thornton UK LLP Tel No: 0161 953 690 Email: cmusupport@uk.gt.com 11th Floor, Landmark St Peter's Square 1 Oxford St, Manchester, M1 4PB T&P REAL: Quantuma Advisory Named as Administrators --------------------------------------------------- T&P Real Estate Ltd was placed into administration proceedings in the High Court of Justice Business and Property Courts of England and Wales, Insolvency & Companies List (ChD) Court Number: CR-2025-000281, and Nicholas Charles Simmonds (IP No. 9570) and Chris Newell (IP No. 13690) both of Quantuma Advisory Limited were appointed as administrators on Jan. 16, 2025. T&P Real Estate engages in buying and selling of own real estate. Its registered office is at 2nd Floor, Hygeia House, 66 College Road, Harrow, HA1 1BE and it is in the process of being changed to 1st Floor, 21 Station Road, Watford, Herts, WD17 1AP. Its principal trading address is at 2nd Floor, Hygeia House, 66 College Road, Harrow, HA1 1BE. The joint administrators can be reached at: Nicholas Charles Simmonds Chris Newell Quantuma Advisory Limited 1st Floor, 21 Station Road Watford, Herts, WD17 1AP For further details, please contact Silvia Fernandes Tel No: 01923-954-179 Email: Silvia.Fernandes@quantuma.com ********* 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- published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2025. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Europe subscription rate is US$775 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Peter Chapman at 215-945-7000. * * * End of Transmission * * *