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       T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Tuesday, April 8, 2025, Vol. 26, No. 70

                           Headlines



B U L G A R I A

EUROHOLD BULGARIA: Fitch Affirms 'B' Long-Term IDR, Outlook Stable


F R A N C E

IMERYS SA: Egan-Jones Keeps BB+ Senior Unsecured Ratings
RENAULT SA: Egan-Jones Keeps BB Senior Unsecured Ratings
TARKETT PARTICIPATION: Moody's Alters Outlook on B2 CFR to Positive
VINCI SA: Egan-Jones Keeps BB+ Senior Unsecured Ratings


I R E L A N D

AQUEDUCT EUROPEAN 9: Fitch Assigns B-sf Final Rating to Cl. F Notes
AQUEDUCT EUROPEAN 9: S&P Assigns B- (sf) Rating to Cl. F Notes
DRYDEN 74 2020: Moody's Affirms B3 Rating on EUR11MM Class F Notes
OAK HILL IV: Moody's Affirms B3 Rating on EUR12MM Class F-R Notes
OAK HILL VII: Moody's Affirms B3 Rating on EUR10MM Class F Notes

TIKEHAU CLO XIII: Fitch Assigns 'B-sf' Final Rating to Cl. F Notes
TIKEHAU CLO XIII: S&P Assigns B- (sf) Rating to Class F Notes


I T A L Y

RED SEA SPV: Moody's Cuts Rating on EUR1656.504MM Cl. A Notes to B2


N E T H E R L A N D S

CENTRIENT HOLDING: Moody's Puts 'B3' CFR on Review for Upgrade


S W I T Z E R L A N D

COLOSSEUM HOLDCO: S&P Assigns 'B' LT ICR; Rates EUR1.05BB TLB 'B'


U N I T E D   K I N G D O M

HAMMERSON PLC: Egan-Jones Keeps BB Senior Unsecured Ratings
INEOS QUATTRO: S&P Affirms 'BB' ICR on Support From Ineos Group
STOLT-NIELSEN LTD: Egan-Jones Hikes Sr. Unsecured Ratings to B
TOGETHER 2024-1ST1: Fitch Alters Outlook on 'BB+' E Notes to Neg.
WHEEL BIDCO: Fitch Puts 'CCC+' Long-Term IDR on Watch Negative


                           - - - - -


===============
B U L G A R I A
===============

EUROHOLD BULGARIA: Fitch Affirms 'B' Long-Term IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Eurohold Bulgaria AD's (Eurohold) Long
Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook.

The affirmation reflects the predictable operating cash flows of
Eurohold group's electricity distribution subsidiary in Bulgaria,
along with a strong market position in supply and trade. Fitch
forecasts leverage within its rating sensitivities in 2025-2027.

The rating reflects the structural subordination of Eurohold
holding company to its operating subsidiaries and intermediate
holding companies, as access to underlying operating cash flows is
limited by financial covenants and permitted distributions of
profits. The rating also reflects a complex group structure,
corporate governance limitations and weak liquidity at the parent
level.

Key Rating Drivers

Financial Results Stabilisation: After an extraordinary 2023 and
2024 performance with BGN282 million EBITDA in 2024, Fitch expects
the company's EBITDA to normalise from 2025, averaging about BGN230
million annually in 2025-2028.

Regulated Income in Distribution: Eurohold's credit profile
benefits from the high share of regulated electricity distribution
in its EBITDA, which has low business risk and greater cash flow
predictability than its supply and trade segment. Fitch expects
distribution EBITDA to average about BGN170 million annually in
2025-2028, supported by a higher projected rate of return and its
ability to keep technological losses below the level approved by
the regulator.

Normalisation of Distribution Results: In 2024, distribution EBITDA
was BGN172 million, down from BGN222 million in 2023 when results
were supported by lower costs of network losses, which were
adjusted in 2024 through the Z-factor. The company managed to keep
technological losses below the level approved by the regulator
(5.94% in 2024 versus approved 7% in the seventh regulatory period
lasting until mid-2026) and Fitch expects this good performance to
continue in the next four years.

New Regulatory Period in Distribution: EEEC entered into the
seventh regulatory period in July 2024, which remains broadly
consistent with its expectations. The return on regulatory asset
base increased to 7% from 5.74% but approved technological losses
decreased to 7% (from 7.5% under the previous period) due to the
regulator's push for efficiency.

Full Supply Liberalisation from 2026: Fitch projects EBITDA in
supply and trade to average about BGN65 million annually in
2025-2028, with market liberalisation not immediately translating
into higher results for Eurohold. Under the first step of
liberalisation from 1 July 2025, Fitch expects the company to
realise similar profit margins as it has historically, when supply
companies earned 7% profit margin on the sales.

Supply Segment Prone to Volatility: With full liberalisation from 1
January 2026, Eurohold's profit margin is likely to gradually
improve, especially following the implementation of the company's
investments in grid digitalisation, supporting the receivables
collection rate.

Grid Digitalisation Capex: Eurohold's distribution subsidiary plans
BGN620 million of capex in 2025-2028, focused on digitalisation of
the grid with electric meters, which is likely to drive revenue
growth and operational savings. By enhancing grid management and
reducing manual meter checks, the investments should lead to lower
technological losses, remunerated under the distribution tariff, as
well as cost efficiencies, allowing quicker identification of
unauthorised connections to the grid. The capability to quickly
disconnect non-paying households should support debt collection,
particularly as market liberalisation could result in higher
household prices and increased receivables.

Projected Leverage within Sensitivities: EBITDA net leverage
(excluding the insurance business's EBITDA and net debt) weakened
to 4.5x in 2024 (albeit still solid for the rating) from 3.6x in
2023. This reflects higher debt following a refinancing in 2024
(almost BGN1,190 million outstanding at end-2024, up from BGN1,044
million at end-2023). Fitch expects EBITDA net leverage to increase
to an average 5.3x in 2025-2027 from normalising EBTIDA, which is
comfortably within its rating sensitivities.

Relationship with Major Shareholder: Eurohold is majority-owned by
Starcom Holding AD (52.13% at end-2024). Based on its
Parent-Subsidiary Linkage (PSL) Criteria, Fitch assesses legal
ringfencing and access and control as 'porous', which means that
Eurohold may be rated up to two notches above the parent's
consolidated profile. As a result, substantial deterioration of
Starcom Holding's credit profile could lead to a downgrade.

Rating Approach: Fitch rates Eurohold using a consolidated approach
excluding the insurance business's EBITDA and net debt but
including its dividends. This is because access to the insurance
business's cash flow is limited, due to regulatory requirements to
keep a minimum solvency ratio at insurance companies. Eurohold's
IDR is notched down twice from the group's consolidated profile
(excluding the insurance business) given its structural
subordination. Eurohold's debt service capacity is contingent on
dividend income from intermediate holding companies and operating
subsidiaries (assuming covenant compliance) and it does not have
direct access to their underlying operating cash flows.

Corporate Governance Limitations: The rating reflects Eurohold's
complex group structure, large related-party transactions and lower
financial transparency than at its EU peers, including qualified
audit opinions for 2020-2022.

Peer Analysis

Fitch compares Eurohold, excluding the insurance business, with
utilities rated in central and eastern Europe. Eurohold's regional
peer is Romania-based Societatea Energetica Electrica S.A.'s
(Electrica; BBB-/Stable) in which the Romanian state owns a 49.8%
stake. Electrica has a higher debt capacity than Eurohold's
consolidated profile, due largely to its higher share of regulated
EBITDA from electricity distribution (at about 80%) than
Eurohold's.

Another peer is Czechia-based ENERGO-PRO a.s. (EPas, BB-/Stable)
which has operations in the Bulgarian electricity distribution and
supply market, but has higher geographical diversification as it
also operates in Turkiye, Georgia, Spain and Brazil. EPas also owns
hydro power plants in several countries. EPas has a slightly lower
debt capacity than that of Eurohold's consolidated profile.

Eurohold is smaller than Poland's Energa S.A. (BBB+/Stable,
Standalone Credit Profile (SCP) of bbb-) and Bulgarian Energy
Holding EAD (BEH; BB+/Stable, SCP of bb). It is focused on the
distribution of electricity and supply, while Energa and BEH are
integrated utilities.

Key Assumptions

Fitch's Key Assumptions within its Rating Case for the Issuer

- EBITDA, excluding insurance, normalising at an average of about
BGN210 million annually in 2025-2028.

- Annual capex of about BGN160 million on average in 2025-2028,
focusing on network infrastructure development.

Recovery Analysis

- The recovery analysis assumes that Eurohold would be reorganised
as a going concern (GC) in bankruptcy rather than liquidated

- A 10% administrative claim

- GC EBITDA of BGN197 million is 30% lower than 2024 EBITDA,
reflecting adverse changes in the market conditions, including
declining energy prices

- Fitch applies a distressed enterprise value (EV)/EBITDA multiple
of 6.5x to calculate a GC EV, reflecting large share of regulated
earnings, however also reflecting volatile and less transparent
operating environment.

- With these assumptions, Eurohold's senior unsecured notes are in
the 'RR4' band, indicating a 'B' instrument rating.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- Net debt of the consolidated group (excluding the insurance
business) above 5.5x EBITDA on a sustained basis, for instance, due
to a more aggressive financial policy, higher distributions to
shareholders and lower profitability and cash generation.

- Significant weakening of the business profile with lower
predictability of cash flow may lead to tighter leverage
sensitivities or a downgrade.

- Deterioration of the group's liquidity.

- Substantial deterioration of the credit profile of Eurohold's
majority shareholder.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- An improved consolidated group financial profile (excluding the
insurance business) with net debt below 4.5x EBITDA on a sustained
basis.

Liquidity and Debt Structure

The rating is constrained by weak liquidity at the Eurohold holding
company level. As of end-2024 it had BGN0.1 million cash and cash
equivalents compared with BGN36.5 million of current financial
liabilities. In addition, at end-2024 Eurohold held its own bonds
of BGN126 million within the group.

Issuer Profile

Eurohold's major shareholder Starcom Holding is ultimately owned by
three individuals. The remaining shares are publicly listed on the
stock exchange. The group's core activities are energy and
insurance.

Summary of Financial Adjustments

Fitch has adjusted Eurohold's consolidated profile to exclude the
insurance business's EBITDA and net debt when calculating its main
financial ratios.

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

Eurohold Bulgaria AD has an ESG Relevance Score of '4' for Group
Structure due to a fairy complex group structure, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

Eurohold Bulgaria AD has an ESG Relevance Score of '4' for
Financial Transparency due to lower financial transparency than EU
peers and qualified audit opinions, which has a negative impact on
the credit profile, and is relevant to the ratings in conjunction
with other factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt               Rating       Recovery   Prior
   -----------               ------       --------   -----
Eurohold Bulgaria AD   LT IDR B  Affirmed            B

   senior unsecured    LT     B  Affirmed   RR4      B



===========
F R A N C E
===========

IMERYS SA: Egan-Jones Keeps BB+ Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on March 31, 2025, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Imerys SA.

Headquartered in Paris, France, IMERYS S.A. is a French
multinational company that specializes in the production and
processing of industrial minerals.

RENAULT SA: Egan-Jones Keeps BB Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on March 31, 2025, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Renault SA. EJR also maintained the rating on
commercial paper issued by the Company.

Headquartered in Boulogne-Billancourt, France, Renault S.A.,
commonly referred to as Groupe Renault, is a French multinational
automobile manufacturer established in 1899.

TARKETT PARTICIPATION: Moody's Alters Outlook on B2 CFR to Positive
-------------------------------------------------------------------
Moody's Ratings has affirmed the B2 long-term corporate family
rating of Tarkett Participation (Tarkett) and its B2-PD probability
of default rating, following the proposed amend extend (A&E)
transaction of its senior secured bank credit facilities.
Concurrently, Moody's have assigned B2 instrument ratings to the
proposed amended and extended senior secured first lien term loan
Bs (TLB) and senior secured first lien revolving credit facility
(RCF). Upon the completion of the transaction, Moody's expects to
withdraw the ratings on the existing senior secured TLBs due 2028
and RCF due 2027. The outlook has been changed to positive from
stable.

As part of the A&E transaction, Tarkett will extend the maturity of
its current senior secured credit facilities by 3 years and upsize
the euro-denominated tranche of its TLB and the RCF by up to EUR50
million each. In February 2025, Tarkett announced plans for a
EUR101 million public buy-out and squeeze-out offer to acquire the
9.6% minority shares in Tarkett S.A. to be funded with a mix of
equity capital and existing credit facilities. As such, Moody's
expects the instruments upsize proceeds to partly finance both the
offer and external growth opportunities.

RATINGS RATIONALE

The rating action reflects Tarkett's robust operating performance
in 2024, despite a contraction in the construction market and the
relative discretionary nature of its product offering, with 80% of
revenues from renovation activities. Tarkett achieved solid
earnings growth through a positive price-cost spread with effective
passing-through mechanism and lower raw material prices cost. In
addition, cost-saving and productivity initiatives initiated under
the Productivity Action Plan yielded EUR27.3 million savings in
2024, with an expected continuation of EUR25 million in annual cost
savings.

As a result, Tarkett increased its Moody's-adjusted EBITDA margin
to 8.0% in 2024 from 7.6% in 2023. Moody's forecasts that both
organic and external growth will raise this margin to 8.5% - 10.0%
over the next 12-18 months. However, the rating is constrained by
inconsistent profitability growth and significant margin volatility
across divisions and regions. The sports surfaces division has been
more profitable than flooring products in the last three years
post-covid. Within the flooring products, Moody's also discerns
lower profitability in the EMEA region offset by higher
profitability in North America, LatAm, and APAC regions despite
lower market shares and intense competition from larger players.
Overall, Tarkett's profitability remains consistently lower than
rated peers due to its exposure to the residential end-market and
higher revenue share from distributors rather than installers.

Tarkett's credit rating remains supported by its good liquidity
profile and consistent track record of positive free cash flow
generation, except in 2022 when higher raw materials and
transportation costs impacted earnings and large working capital
consumption was incurred due to the Russia-Ukraine war. Moody's
projections assume that Tarkett will maintain its operations in
Russia and Ukraine, where it holds a leading market position in the
residential end-market and will continue to prudently manage and
streamline operations.

Governance considerations were a key driver of this ration action,
as Moody's views the offer as credit positive, simplifying the
corporate structure and eliminating regulatory constraints, thereby
enhancing operational efficiency in line with Tarkett's core
strategy. Similarly, Moody's also considers the A&E transaction as
credit positive, as it supports the buy-out and facilitates
earnings-accretive M&A activities whilst Tarkett also uses excess
cash on balance sheet to fund earnings accretive M&A. Moody's still
expects Tarkett to maintain prudent capital allocation, focusing on
high-margin sports segments in the US to gain market share and
improve competitiveness, while keeping appropriate leverage for a
high-to-mid B rating category. Based on this funding allocation,
Moody's forecasts Moody's-adjusted debt/EBITDA to slightly decrease
to 4.9x at year-end 2024 pro forma for the transaction, down from
5.4x on an actual basis.

A comprehensive review of all credit ratings for the respective
issuer(s) has been conducted during a rating committee.

RATIONALE OF THE OUTLOOK

The positive outlook reflects potential upward rating pressure over
the next 12-18 months if Tarkett maintains a solid operating
performance leading to credit metrics commensurate with a higher
rating, notably Moody's-adjusted debt/EBITDA in the range of 4.5x
– 5.0x and Moody's-adjusted EBITA/Interest above 2.5x.

LIQUIDITY

Moody's expects Tarkett to maintain good liquidity in the next
12-18 months, supported by access to EUR268 million unrestricted
cash (as of December 31, 2024) and EUR400 million undrawn committed
RCF (post-A&E transaction). Together with funds from operations,
Moody's expects the company to comfortably cover working capital
swings and capital expenditure needs (including lease principal
repayment) resulting in positive free cash flow of EUR50-60 million
over this period. Tarkett's solid starting cash balance and
positive free cash flow generation, along with proceeds from the
TLB upsize, should suffice to fund minority shareholders
squeeze-out from Tarkett S.A. as well as support future
earnings-accretive M&A.

Following the A&E transaction, Tarkett will have no significant
debt maturities prior to 2031, when the TLB comes due. The senior
secured RCF will remain subject to a springing maintenance
covenant, tested semi-annually in June and December, if total RCF
drawings exceed 40% of total RCF commitments. The covenant caps the
net leverage ratio to a maximum of 5.8x. As of December 2024, this
ratio stood at 2.6x. Moody's expects Tarkett to maintain ample
capacity under the covenant, should it be tested.

STRUCTURAL CONSIDERATIONS

Pro-forma for the transaction, Tarkett's capital structure will
consist of EUR1,038 million equivalent senior secured first lien
TLB and EUR400 million senior secured first lien RCF. The
instruments are rated B2 in line with the CFR. The company's PDR of
B2-PD also remains in line with the CFR, reflecting Moody's
standard assumptions of 50% family recovery rate.

Both the TLB and RCF are guaranteed by operating subsidiaries that
generate at least 80% of the consolidated group's EBITDA, but their
security package is limited to customary share pledges and
intragroup receivables. Hence, in Moody's Loss Given Default for
Speculative-Grade Companies (LGD) waterfall, they rank pari passu
among themselves and with unsecured trade payables, short-term
lease liabilities, pension obligation, and other bank debt at the
level of the operating entities.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Positive rating pressure could develop if:

-- Moody's-adjusted EBITA margin improves sustainably above the
mid-single digit range in percentage terms;

-- Moody's-adjusted debt/EBITDA declines below 5.0x on a sustained
basis;

-- Moody's-adjusted EBITA/interest improves towards 2.5x; and

-- Tarkett maintains good liquidity, evidenced by consistent
generation of substantial positive free cash flow

Conversely, negative rating pressure would arise if:

-- Tarkett's profitability deteriorates;

-- Moody's-adjusted debt/EBITDA rises above 6.0x on a sustained
basis;

-- Moody's adjusted EBITA/interest declines towards 1.5x;

-- Liquidity deteriorates, evidenced by materially weaker or
negative free cash flow generation

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
published in September 2021.

CORPORATE PROFILE

Headquartered in Paris, Tarkett Participation is a leading global
designer and manufacturer of flooring products and sports surface
solutions. Their diverse product portfolio includes resilient
flooring (such as luxury vinyl tiles (LVTs), soft flooring
(carpets), non-resilient flooring (wood and laminate), artificial
turfs and tracks, as well as other rubber tiles and vinyl
accessories. The company primarily targets commercial end-markets
(78% of revenues in 2024) including health and aged care,
education, workforce, hospitality, and sports. In 2024, the company
generated EUR3.3 billion revenues and EUR329 million company
adjusted EBITDA.

As of March 2025, Tarkett Participation is predominantly controlled
by the Deconinck family (72.7% of share capital through Société
Investissement Deconinck SAS) and Wendel SE (25.7%). The remaining
shares are held by management (1.4%) and in treasury (0.2%).

VINCI SA: Egan-Jones Keeps BB+ Senior Unsecured Ratings
-------------------------------------------------------
Egan-Jones Ratings Company, on April 1, 2025, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Vinci SA.

Vinci is a French concessions and construction company founded in
1899 as Societe Generale d'Entreprises. Its head office is in
Nanterre, in the western suburbs of Paris.




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I R E L A N D
=============

AQUEDUCT EUROPEAN 9: Fitch Assigns B-sf Final Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Aqueduct European CLO 9 final ratings,
as detailed below.

   Entity/Debt            Rating             Prior
   -----------            ------             -----
Aqueduct European
CLO 9 DAC

   Class A Notes
   XS2978810351       LT AAAsf  New Rating   AAA(EXP)sf

   Class B Notes
   XS2978805948       LT AAsf   New Rating   AA(EXP)sf

   Class C Notes
   XS2978810948       LT Asf    New Rating   A(EXP)sf

   Class D Notes  
   XS2978811169       LT BBB-sf New Rating   BBB-(EXP)sf

   Class E Notes
   XS2978811086       LT BB-sf  New Rating   BB-(EXP)sf

   Class F Notes
   XS2978806086       LT B-sf   New Rating   B-(EXP)sf

   Class Z-1 Notes
   XS2978811755       LT NRsf   New Rating   NR(EXP)sf

   Class Z-2 Notes
   XS2978811672       LT NRsf   New Rating   NR(EXP)sf

   Class Z-3 Notes
   XS2978815749       LT NRsf   New Rating   NR(EXP)sf

   Sub Notes
   XS2978812134       LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Aqueduct European CLO 9 DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds were used to purchase a portfolio with a target par of
EUR400 million. The portfolio is actively managed by HPS Investment
Partners CLO (UK) LLP. The collateralised loan obligation (CLO) has
a 4.5-year reinvestment period and an 8.5-year weighted average
life test (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The
Fitch-calculated weighted average rating factor (WARF) of the
identified portfolio is 25.1.

High Recovery Expectations (Positive): At least 90% of the
portfolio 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-calculated
weighted average recovery rate (WARR) of the identified portfolio
is 61.8%.

Diversified Portfolio (Positive): The transaction includes various
concentration limits, including a maximum of 40% to the
three-largest Fitch-defined industries and a top 10 obligor
concentration at 20%. These covenants ensure the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has four matrices;
two effective at closing with fixed-rate limits of 5% and 12.5%,
and two at 18 months after closing with the same fixed-rate limits,
provided that the portfolio balance (defaults at Fitch-calculated
collateral value) is above target par less EUR2 million. All four
matrices are based on a top-10 obligor concentration limit of 20%.
The closing matrices correspond to an 8.5-year WAL test, while the
forward matrices correspond to a seven-year WAL test.

The transaction has an approximately 4.5-year reinvestment period
and includes reinvestment criteria similar to those of other
European transactions. Fitch's analysis is based on a stressed case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed 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. These
conditions include passing the coverage tests and the Fitch 'CCC'
bucket limitation test after reinvestment, as well as a WAL
covenant that gradually 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 stress periods.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class A, E and F notes, but
would lead to downgrades of one notch each for the C and D notes
and two notches on the class B notes.

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than initially assumed, due to
unexpectedly high levels of default and portfolio deterioration.
Due to the better metrics and shorter life of the identified
portfolio than the Fitch-stressed portfolio, the class B, D and E
notes each display a rating cushion of two notches, the class C
notes have a rating cushion of one notch, and the class F notes
have a cushion of three notches.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrade of up to three
notches each for the class A to D notes, and to below 'B-sf' for
the class E and F notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to five notches for the rated notes, except for the
'AAAsf' rated notes.

During the reinvestment period, upgrades, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than- expected losses for the
remaining life of the transaction. After the end of the
reinvestment period, upgrades may result from a stable portfolio
credit quality and deleveraging, leading to higher credit
enhancement and excess spread 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

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations 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 Aqueduct European
CLO 9 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.

AQUEDUCT EUROPEAN 9: S&P Assigns B- (sf) Rating to Cl. F Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Aqueduct European
CLO 9 DAC's class A, B, C, D, E, and F notes. The issuer also
issued unrated subordinated notes.

This is a European cash flow CLO transaction, securitizing a pool
of primarily syndicated senior secured loans and bonds. The
portfolio's reinvestment period will end approximately 4.53 years
after closing. Under the transaction documents, the rated notes pay
quarterly interest unless there is a frequency switch event.
Following this, the notes will switch to semiannual payments.

The ratings assigned to Aqueduct European CLO 9 DAC's notes reflect
S&P's assessment of:

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,866.72
  Default rate dispersion                                 474.28
  Weighted-average life (years)                             4.73
  Obligor diversity measure                               131.38
  Industry diversity measure                               21.94
  Regional diversity measure                                1.20

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                             B
  'CCC' category rated assets (%)                           1.40
  Target 'AAA' weighted-average recovery (%)               37.01
  Target weighted-average spread (net of floors; %)         3.82
  Target weighted-average coupon (%)                        5.15

Rationale

S&P said, "The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs.

"In our cash flow analysis, we used the EUR400 million target par
amount, the covenanted weighted-average spread (3.80%), the
covenanted weighted-average coupon (5.00%), and the target
weighted-average recovery rates calculated in line with our CLO
criteria for all classes of notes. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.

"Until the end of the reinvestment period on Oct. 15, 2029, the
collateral manager may substitute assets in the portfolio as long
as our CDO Monitor test is maintained or improved in relation to
the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain--as established
by the initial cash flows for each rating--and compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

"Under our structured finance sovereign risk criteria, the
transaction's exposure to country risk is sufficiently mitigated at
the assigned ratings.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our counterparty criteria.

"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.

"The CLO is managed by HPS Investment Partners CLO (UK) LLP, and
the maximum potential rating on the liabilities is 'AAA' under our
operational risk criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe the ratings are
commensurate with the available credit enhancement for the class A
to F notes. Our credit and cash flow analysis indicates that the
available credit enhancement for the class B to F notes could
withstand stresses commensurate with higher ratings than those
assigned. However, as the CLO will be in its reinvestment
phase--during which the transaction's credit risk profile could
deteriorate--we have capped our assigned ratings on the notes.

"Given our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for all the
rated classes of notes.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we also included the
sensitivity of the ratings on the class A to E notes based on four
hypothetical scenarios.

"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F notes."

S&P said, "We regard the transaction's exposure to environmental,
social, and governance (ESG) credit factors as broadly in line with
our benchmark for the sector. Primarily due to the diversity of the
assets within CLOs, the exposure to environmental and social credit
factors is viewed as below average, while governance credit factors
are average. For this transaction, the documents prohibit or limit
assets from being related to certain industries. Since the
exclusion of assets from these industries does not result in
material differences between the transaction and our ESG benchmark
for the sector, no specific adjustments have been made in our
rating analysis to account for any ESG-related risks or
opportunities."

Aqueduct European CLO 9 DAC is a European cash flow CLO
securitization of a revolving pool, comprising mainly
euro-denominated leveraged loans and bonds. It is managed by HPS
Investment Partners CLO (UK) LLP.

  Ratings list
                     Amount                           Credit
  Class   Rating*  (mil. EUR)   Interest rate§   enhancement (%)

  A       AAA (sf)    244.00 Three/six-month EURIBOR   39.00
                                plus 1.25%

  B       AA (sf)      50.00 Three/six-month EURIBOR   26.50
                                plus 1.75%

  C       A (sf)       24.00 Three/six-month EURIBOR   20.50
                                plus 2.00%

  D       BBB- (sf)    26.00 Three/six-month EURIBOR   14.00
                                plus 2.80%

  E       BB- (sf)     18.00 Three/six-month EURIBOR    9.50
                                plus 4.90%

  F       B- (sf)      12.00 Three/six-month EURIBOR    6.50
                                plus 7.64%

  Z1      NR            0.10 N/A N/A

  Z2      NR            0.10 N/A N/A

  Z3      NR            0.10 N/A N/A

  Sub notes   NR        32.40 N/A N/A

*The ratings assigned to the class A and B notes address timely
interest and ultimate principal payments. The ratings assigned to
the class C, D, E, and F notes address ultimate interest and
principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.

DRYDEN 74 2020: Moody's Affirms B3 Rating on EUR11MM Class F Notes
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Dryden 74 Euro CLO 2020 DAC:

EUR17,900,000 Class B-1 Senior Secured Floating Rate Notes due
2033, Upgraded to Aaa (sf); previously on Apr 24, 2020 Definitive
Rating Assigned Aa2 (sf)

EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2033,
Upgraded to Aaa (sf); previously on Apr 24, 2020 Definitive Rating
Assigned Aa2 (sf)

EUR14,700,000 Class C-1 Mezzanine Secured Deferrable Floating Rate
Notes due 2033, Upgraded to A1 (sf); previously on Apr 24, 2020
Definitive Rating Assigned A2 (sf)

EUR10,000,000 Class C-2 Mezzanine Secured Deferrable Fixed Rate
Notes due 2033, Upgraded to A1 (sf); previously on Apr 24, 2020
Definitive Rating Assigned A2 (sf)

Moody's have also affirmed the ratings on the following notes:

EUR246,400,000 (Current outstanding amount EUR241,780,796) Class A
Senior Secured Floating Rate Notes due 2033, Affirmed Aaa (sf);
previously on Apr 24, 2020 Definitive Rating Assigned Aaa (sf)

EUR29,200,000 Class D Mezzanine Secured Deferrable Floating Rate
Notes due 2033, Affirmed Baa3 (sf); previously on Apr 24, 2020
Definitive Rating Assigned Baa3 (sf)

EUR23,800,000 Class E Mezzanine Secured Deferrable Floating Rate
Notes due 2033, Affirmed Ba3 (sf); previously on Apr 24, 2020
Definitive Rating Assigned Ba3 (sf)

EUR11,000,000 Class F Mezzanine Secured Deferrable Floating Rate
Notes due 2033, Affirmed B3 (sf); previously on Apr 24, 2020
Definitive Rating Assigned B3 (sf)

Dryden 74 Euro CLO 2020 DAC, issued in April 2020, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by PGIM Limited. The transaction's reinvestment period
ended in October 2024.

RATINGS RATIONALE

The upgrades on the ratings on the Class B-1, Class B-2, Class C-1
and Class C-2 Notes are primarily a result of a shorter weighted
average life of the portfolio which reduces the time the rated
notes are exposed to the credit risk of the underlying portfolio.

The affirmations on the ratings on the Class A, Class D and Class E
notes are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

The affirmation on the rating on the Class F notes is primarily a
result of the key attributes of the portfolio remaining
commensurate with their level at the time the rating was assigned
and the portfolio balance remaining above the transaction target
par amount (taking into account the repayments of the Class A Notes
principal on the last payment date).

The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR396,388,730

Defaulted Securities: N/A

Diversity Score: 49

Weighted Average Rating Factor (WARF): 2970

Weighted Average Life (WAL): 4.11 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.96%

Weighted Average Coupon (WAC): 3.48%

Weighted Average Recovery Rate (WARR): 42.75%

The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "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 and swap providers,
using the methodology "Moody's Approach to Assessing Counterparty
Risks in Structured Finance" published in October 2024. 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.

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
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.

OAK HILL IV: Moody's Affirms B3 Rating on EUR12MM Class F-R Notes
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Oak Hill European Credit Partners IV Designated Activity
Company:

EUR24,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Aaa (sf); previously on Jul 12, 2024
Upgraded to Aa2 (sf)

EUR22,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to A2 (sf); previously on Jul 12, 2024
Upgraded to A3 (sf)

Moody's have also affirmed the ratings on the following notes:

EUR222,000,000 (Current outstanding amount EUR89,976,678) Class
A-1-R Senior Secured Floating Rate Notes due 2032, Affirmed Aaa
(sf); previously on Jul 12, 2024 Affirmed Aaa (sf)

EUR25,000,000 (Current outstanding amount EUR10,132,509) Class
A-2-R Senior Secured Fixed Rate Notes due 2032, Affirmed Aaa (sf);
previously on Jul 12, 2024 Affirmed Aaa (sf)

EUR30,550,000 Class B-1-R Senior Secured Floating Rate Notes due
2032, Affirmed Aaa (sf); previously on Jul 12, 2024 Affirmed Aaa
(sf)

EUR11,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
2032, Affirmed Aaa (sf); previously on Jul 12, 2024 Affirmed Aaa
(sf)

EUR25,800,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on Jul 12, 2024
Affirmed Ba2 (sf)

EUR12,000,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed B3 (sf); previously on Jul 12, 2024
Affirmed B3 (sf)

Oak Hill European Credit Partners IV Designated Activity Company,
issued in December 2015 and refinanced in January 2018, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by Oak Hill Advisors (Europe), LLP. The transaction's
reinvestment period ended in January 2022.

RATINGS RATIONALE

The rating upgrades on the Class C-R and D-R notes are primarily a
result of the significant deleveraging of the senior notes
following amortisation of the underlying portfolio since the last
rating action in July 2024.

The affirmations on the ratings on the Class A-1-R, A-2-R, B-1-R,
B-2-R, E-R and F-R notes are primarily a result of the expected
losses on the notes remaining consistent with their current rating
levels, after taking into account the CLO's latest portfolio, its
relevant structural features and its actual over-collateralisation
ratios.

The Class A-1-R and Class A-2-R notes have paid down collectively
by approximately EUR69.1 million (28.0%) since the last rating
action in July 2024 and EUR146.9 million (59.5%) since closing. As
a result of the deleveraging, over-collateralisation (OC) has
increased across the capital structure. According to the trustee
report dated March 2025 [1] the Class A/B, Class C, Class D and
Class E OC ratios are reported at 168.5%, 144.1%, 127.2% and 111.8%
compared to June 2024 [2] levels of 146.9%, 131.9%, 120.6% and
109.6%, respectively.

The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.

In Moody's base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR234.9 million

Defaulted Securities: EUR8.5 million

Diversity Score: 39

Weighted Average Rating Factor (WARF): 3203

Weighted Average Life (WAL): 3.4 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.6%

Weighted Average Coupon (WAC): 4.2%

Weighted Average Recovery Rate (WARR): 44.8%

Par haircut in OC tests and interest diversion test:  None

The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "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, using the methodology "Moody's Approach to
Assessing Counterparty Risks in Structured Finance" published in
October 2024. Moody's concluded the ratings of the notes are not
constrained by these risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels.  Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.

OAK HILL VII: Moody's Affirms B3 Rating on EUR10MM Class F Notes
----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Oak Hill European Credit Partners VII Designated Activity
Company:

EUR25,200,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa1 (sf); previously on Dec 4, 2023
Upgraded to Aa3 (sf)

EUR27,200,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A3 (sf); previously on Dec 4, 2023
Affirmed Baa2 (sf)

Moody's have also affirmed the ratings on the following notes:

EUR240,000,000 (Current outstanding amount is EUR136,074,817)
Class A Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Dec 4, 2023 Affirmed Aaa (sf)

EUR43,600,000 Class B Senior Secured Floating Rate Notes due 2031,
Affirmed Aaa (sf); previously on Dec 4, 2023 Upgraded to Aaa (sf)

EUR24,300,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba3 (sf); previously on Dec 4, 2023
Affirmed Ba3 (sf)

EUR10,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B3 (sf); previously on Dec 4, 2023
Affirmed B3 (sf)

Oak Hill European Credit Partners VII Designated Activity Company,
issued in December 2018 and refinanced in May 2021, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by Oak Hill Advisors (Europe), LLP. The transaction's
reinvestment period ended in April 2023.

RATINGS RATIONALE

The rating upgrades on the Class C and D notes are primarily a
result of the significant deleveraging of the senior notes
following amortisation of the underlying portfolio since the
payment date in April 2024.

The affirmations on the ratings on the Class A, B, 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 EUR91.3 million
(38.1% of original balance) in the last 12 months and EUR103.9
million (43.3%) since closing. As a result of the deleveraging,
over-collateralisation (OC) has increased across the capital
structure. According to the trustee report dated March 2025 [1] the
Class A/B, Class C, Class D and Class E OC ratios are reported at
160.8%, 141.0%, 124.5% and 112.7% compared to March 2024 [2] levels
of 139.3%, 127.5%, 116.8% and 108.6%, respectively.

The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.

In Moody's base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR288.9 million

Defaulted Securities: None

Diversity Score: 45

Weighted Average Rating Factor (WARF): 3166

Weighted Average Life (WAL): 3.7 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.8%

Weighted Average Coupon (WAC): 4.3%

Weighted Average Recovery Rate (WARR): 44.1%

Par haircut in OC tests and interest diversion test:  None

The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "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, using the methodology "Moody's Approach to
Assessing Counterparty Risks in Structured Finance" published in
October 2024. 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.

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.

TIKEHAU CLO XIII: Fitch Assigns 'B-sf' Final Rating to Cl. F Notes
------------------------------------------------------------------
Fitch Ratings has assigned Tikehau CLO XIII DAC final ratings, as
detailed below.

   Entity/Debt                           Rating           
   -----------                           ------           
Tikehau CLO XIII DAC

   Class A Loan                      LT AAAsf  New Rating
   Class A Notes XS3006147287        LT AAAsf  New Rating
   Class B Notes XS3006147527        LT AAsf   New Rating
   Class C Notes XS3006147873        LT Asf    New Rating
   Class D Notes XS3006148178        LT BBB-sf New Rating
   Class E Notes XS3006148251        LT BB-sf  New Rating
   Class F Notes XS3006148335        LT B-sf   New Rating
   Subordinated Notes XS3006148681   LT NRsf   New Rating

Transaction Summary

Tikehau CLO XIII DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to fund a portfolio with a target par of EUR500 million.
The portfolio is actively managed by Tikehau Capital Europe
Limited. The collateralised loan obligation (CLO) has a 4.5-year
reinvestment period and an 8.5-year weighted average life test
(WAL) at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B/B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.8.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 61%.

Diversified Asset Portfolio (Positive): The transaction has a
concentration limit for the 10 largest obligors of 20%. The
transaction also includes various concentration limits, including a
maximum exposure to the three-largest Fitch-defined industries in
the portfolio at 43%. These covenants ensure the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period, which is governed by reinvestment criteria
that are similar to those of other European transactions. Fitch's
analysis is based on a stressed-case portfolio with the aim of
testing the robustness of the transaction structure against its
covenants and portfolio guidelines.

The transaction has four matrices; two effective at closing with
fixed-rate limits of 5% and 10%, and two one year post-closing with
fixed-rate limits of 5% and 10%. All four matrices are based on a
top-10 obligor concentration limit of 20%. The closing matrices
correspond to an 8.5-year WAL test while the forward matrices
correspond to a 7.5-year WAL test. The forward matrices are
effective 12 months after closing, provided that the collateral
principal amount (defaults at Fitch collateral value) is at least
at the reinvestment target balance.

Cash Flow Modelling (Positive): The WAL used for the Fitch-stressed
portfolio analysis was reduced by 12 months. This is to account for
the strict reinvestment conditions envisaged after the reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' maximum limit after the end of the reinvestment period and a
WAL covenant that progressively steps down over time. Fitch
believes these conditions would reduce the effective risk horizon
of the portfolio during stress periods.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on class A notes but would lead to
downgrades of one notch each for the class B, C, D and E notes, and
to below 'B-sf' for the class F notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class B to F notes each display a
rating cushion of two notches.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to four
notches each for the class A to D notes notes, and to below 'B-sf'
for the class E and F notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to three notches each for the rated notes, except
for the 'AAAsf' rated notes.

During the reinvestment period, upgrades, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction. After the end of the
reinvestment period, upgrades may result from stable portfolio
credit quality and deleveraging, leading to higher credit
enhancement 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

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations 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 Tikehau 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.

TIKEHAU CLO XIII: S&P Assigns B- (sf) Rating to Class F Notes
-------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Tikehau CLO XIII
DAC's class A to F European cash flow CLO notes, and the class
A-loan. The issuer has also issued unrated subordinated notes.

Under the transaction documents, the rated notes and loan will pay
quarterly interest unless a frequency switch event occurs.
Following this, the notes and loan will permanently switch to
semiannual payments.

The portfolio's reinvestment period will end approximately 4.5
years after closing, while the non-call period will end 2.0 years
after closing.

The ratings reflect S&P's assessment of:

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes and loan through collateral
selection, ongoing portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor   2,829.08
  Default rate dispersion                                477.79
  Weighted-average life (years)                            4.90
  Obligor diversity measure                              149.47
  Industry diversity measure                              25.97
  Regional diversity measure                               1.23

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                            B
  'CCC' category rated assets (%)                          0.90
  'AAA' weighted-average recovery (%)                     36.46
  Floating-rate assets (%)                                98.43
  Weighted-average spread (net of floors; %)               3.77
  Weighted-average coupon (net of floors; %)               5.91

S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs.

"In our cash flow analysis, we used the EUR500 million target par
amount, the covenanted weighted-average spread (3.60%), the
covenanted weighted-average coupon (4.50%), and the actual
portfolio weighted-average recovery rates for all rated notes and
loan. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Our credit and cash flow analysis show that the class B, C, D, and
E notes benefit from break-even default rate (BDR) and scenario
default rate cushions that we would typically consider to be in
line with higher ratings than those assigned. However, as the CLO
is still in its reinvestment phase, during which the transaction's
credit risk profile could deteriorate, we have capped our ratings
on the notes."

The class A notes and class A-loan can withstand stresses
commensurate with the assigned ratings.

S&P said, "For the class F notes, our credit and cash flow analysis
indicate that the available credit enhancement could withstand
stresses commensurate with a lower rating. However, we have applied
our 'CCC' rating criteria, resulting in a 'B- (sf)' rating on this
class of notes."

The ratings uplift for the class F notes reflects several key
factors, including:

-- The class F notes' available credit enhancement, which is in
the same range as that of other CLOs S&P has rated and that have
recently been issued in Europe.

-- The portfolio's average credit quality, which is similar to
other recent CLOs.

-- S&P's model generated BDR at the 'B-' rating level of 26.03%
(for a portfolio with a weighted-average life of 4.9 years), versus
if it was to consider a long-term sustainable default rate of 3.1%
for 4.9 years, which would result in a target default rate of
15.19%.

-- S&P does not believe that there is a one-in-two chance of this
tranche defaulting.

-- S&P does not envision this tranche defaulting in the next 12-18
months.

-- Following this analysis, S&P considers that the available
credit enhancement for the class F notes is commensurate with the
assigned 'B- (sf)' rating.

Until the end of the reinvestment period on Oct. 3, 2029, the
collateral manager may substitute assets in the portfolio for so
long as S&P's CDO Monitor test is maintained or improved in
relation to the initial ratings on the notes and loan. This test
looks at the total amount of losses that the transaction can
sustain as established by the initial cash flows for each rating
and compares that with the current portfolio's default potential
plus par losses to date. As a result, until the end of the
reinvestment period, the collateral manager may through trading
deteriorate the transaction's current risk profile, if the initial
ratings are maintained.

S&P said, "Under our structured finance sovereign risk criteria,
the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"The transaction's legal structure and framework is bankruptcy
remote. The issuer is a special-purpose entity that meets our
criteria for bankruptcy remoteness.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class A
to F notes and class A-loan.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we have also included the
sensitivity of the ratings on the class A to E notes and class
A-loan based on four hypothetical scenarios.

"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category--and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met--we have not included the above scenario analysis results
for the class F notes."

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit or limit assets from being
related to certain industries. Since the exclusion of assets from
these industries does not result in material differences between
the transaction and our ESG benchmark for the sector, no specific
adjustments have been made in our rating analysis to account for
any ESG-related risks or opportunities."

Tikehau CLO XIII DAC securitizes a portfolio of primarily European
senior secured leveraged loans and bonds. It is managed by Tikehau
Capital Europe Ltd.

  Ratings
                     Amount
  Class   Rating*  (mil. EUR)   Sub (%)     Interest rate§

  A       AAA (sf)    275.00    38.00    Three/six-month EURIBOR
                                         plus 1.19%

  A-loan  AAA (sf)     35.00    38.00    Three/six-month EURIBOR
                                         plus 1.19%

  B       AA (sf)      55.00    27.00    Three/six-month EURIBOR  
                                         plus 1.70%

  C       A (sf)       30.00    21.00    Three/six-month EURIBOR
                                         plus 2.15%

  D       BBB- (sf)    35.00    14.00    Three/six-month EURIBOR
                                         plus 3.20%

  E       BB- (sf)     23.70     9.26    Three/six-month EURIBOR
                                         plus 5.00%

  F       B- (sf)      15.00     6.26    Three/six-month EURIBOR
                                         plus 8.09%

  Sub. Notes  NR       38.50      N/A    N/A

*The ratings assigned to the class A and B notes, and A-loan
address timely interest and ultimate principal payments. The
ratings assigned to the class C, D, E, and F notes address ultimate
interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.




=========
I T A L Y
=========

RED SEA SPV: Moody's Cuts Rating on EUR1656.504MM Cl. A Notes to B2
-------------------------------------------------------------------
Moody's Ratings has downgraded the rating of Class A notes in RED
SEA SPV S.r.l. The rating action reflects lower than anticipated
cash-flows generated from the recovery process on the
non-performing loans (NPLs) and under-hedging.

EUR1656.504M Class A Notes, Downgraded to B2 (sf); previously on
Mar 27, 2024 Downgraded to Ba2 (sf)

RATINGS RATIONALE

The rating action is prompted by lower than anticipated cash-flows
generated from the recovery process on the NPLs and under-hedging.

Lower than anticipated cash-flows generated from the recovery
process on the NPLs:

The portfolio is serviced by Prelios Credit Servicing S.p.A.
("PRECS"; unrated). As of September 2024, Cumulative Collection
Ratio stood at 72.68%, based on collections net of legal and
procedural costs, meaning that collections are coming significantly
slower than anticipated in the original Business Plan projections.
This compares against 76.51% at the time of the latest rating
action in March 2024. Through the September 30, 2024 collection
period, thirteen collection periods since closing, aggregate
collections net of legal and procedural costs were EUR1,463.59
million versus original business plan expectations of EUR2,031.99
million. The servicer's latest Business Plan expects total amount
of future collections net of expenses and fees to be lower than the
outstanding amount of the Class A Notes. This would not be
sufficient to repay class A considering there are senior expenses,
fees and interest on top of class A notes repayment.

NPV Cumulative Profitability Ratio (the ratio between the Net
Present Value of collections against the expected collections as
per the original business plan, for positions which have been
either collected in full or written off) stood at 100.46% as of
September 2024 compared to 102.54% as of last rating action. Albeit
still good, the ratio is following a declining trend. However, it
only refers to closed positions while the time to process open
positions and the future collections on those remain uncertain.

In terms of underlying portfolio, the reported Gross Book Value
("GBV") stood at EUR2.89 billion as of September 2024 down from
EUR5.1 billion at closing, and around 56.4% of the properties (by
value) are concentrated in Lombardia, Toscana and Veneto, while
around 65.3% of properties (by value) have already been sold.

Borrower concentration remains contained with around 5.2% of the
GBV being concentrated on the top 25 obligors. Milan remains the
court with largest share of positions, others are evenly
distributed.

Interest of Class B notes, payable senior to the principal of Class
A notes, if there is no Subordination Event, is capped at 6% and
any excess return to this cap is always subordinated to the
principal of the Class A notes. Moody's notes that Subordination
Event has not occurred despite the underperformance of the
transaction as in this case the trigger level stands at 70%
compared to 90% for most of its peers.

Out of approximately EUR2.16 billion reduction in GBV since
closing, principal payments to Class A have been around EUR1.19
billion.

The advance rate (the ratio between Class A notes balance and the
outstanding GBV of the backing portfolio) stood at 16.05% as of
September 2024, down from 18.68% as of the last rating action.

Under-hedging:

The transaction benefits from an interest rate cap, linked to
six-month EURIBOR, provided by Banco Santander, S.A. (Spain)
(A3(cr)/P-2(cr)) and Mediobanca S.p.A. (Baa2(cr)/P-2(cr)) in equal
parts of the notional. The strike of the cap option increases
during the life of the transactions. In the last Interest Payment
Date ("IPD") the strike stood at 1.50% and it will increase to
1.75% in the next IPD and then 2.00% until the expiring date (April
2029). The notional of the interest rate cap was initially equal to
the outstanding balance of the Class A notes and then amortizing
down with pre-defined amounts.

Given the Class A notes amortized at a slower pace than the
scheduled notional amount set out in the cap agreement, the 32% of
the current outstanding Class A notes became unhedged after the
latest IPD as of September 2024, increasing from 1% as of latest
rating action in March 2024.

NPL transactions' cash flows depend on the timing and amount of
collections. Due to the current economic environment, Moody's has
considered additional stresses in its analysis, including a 6
months delay in the recovery timing. Benchmarking and performance
considerations against other Italian NPLs have also been factored
in the analysis.

Moody's has also taken into account the potential cost of the GACS
Guarantee within its cash flow modelling, while any potential
benefit from the guarantee for the senior Noteholders has not been
considered in its analysis.

The principal methodology used in this rating was "Non-performing
and Re-performing Loan Securitizations" published in April 2024.

Factors that would lead to an upgrade or downgrade of the rating:

Factors or circumstances that could lead to an upgrade of the
rating include: (1) the recovery process of the non-performing
loans producing significantly higher cash-flows in a shorter time
frame than expected; (2) improvements in the credit quality of the
transaction counterparties; and (3) a decrease in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
rating include: (1) significantly lower or slower cash-flows
generated from the recovery process on the non-performing 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 rating; (2) deterioration in the
credit quality of the transaction counterparties; and (3) increase
in sovereign risk.



=====================
N E T H E R L A N D S
=====================

CENTRIENT HOLDING: Moody's Puts 'B3' CFR on Review for Upgrade
--------------------------------------------------------------
Moody's Ratings placed the B3 long term corporate family rating and
the B3-PD probability of default rating of Centrient Holding B.V.
(Centrient) on review for upgrade. Concurrently, the B3 senior
secured first lien term loan (TLB) due October 2027 and the B3
senior secured first lien revolving credit facility (RCF) due May
2027 were also placed on review for upgrade.  Previously, the
outlook was stable.

RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS

The financial performance of Centrient has improved over the past
three years resulting in Moody's-adjusted EBITDA of around EUR110
million in 2024 which still includes adjustments largely related to
the Astral incident and the company's strategic options plan. The
2024 EBITDA generation thus provides a solid springboard for
further organic EBITDA improvements supported by lower adjustments.
Moody's-adjusted debt/EBITDA in 2024 was 5.7x and Moody's expects
gross leverage to approach 5.0x in 2025. At the same time the
company will face material debt maturities in 2027, which Moody's
expects it to refinance in a prudent and timely fashion.

With this background the review for upgrade will focus on
assessment of Centrient's refinancing plans for its 2027 maturities
where a capital structure with an unchanged amount of debt and
funding costs as well as an extended debt maturity profile could
result in an upgrade of Centrient's ratings.

The B3 CFR reflects Centrient's strong positions in the global
antibiotics market, in particular for semi-synthetic cephalosporin
(SSC) and also semi-synthetic penicillin (SSP) active
pharmaceuticals ingredients (APIs), and also strong regional
positions in antifungals in the US, finished dosage forms (FDFs)
for Amoxi and statins in Europe; long-standing relationships with
its main customers; and continued profitability recovery.

The B3 CFR also takes into account the small scale, where incidents
such as the one at the Astral facility can have an
over-proportional negative impact on profitability; a competitive
pricing environment due to global competition; high leverage and a
weak, but improving free cash flow track record; as well as
pressure from public health care providers in Europe over
reimbursement schemes and public health policies.

Moody's could upgrade Centrient's ratings if: gross leverage well
below 5.5x; EBITDA to interest expense above 2.5x; and liquidity
strengthened including free cash flow (FCF) to debt in the
mid-single digits (%), all on a sustained basis. A capital
structure with an unchanged amount of debt and funding costs as
well as an extended debt maturity profile could also result in an
upgrade.

Moody's could downgrade Centrient's ratings if: gross leverage
exceeds 6.5x; EBITDA to interest expense below 1.5x; or if the
company's liquidity deteriorated.

All metric references are Moody's-adjusted.

LIQUIDITY

Centrient's liquidity is good. The company at 2024 year-end had
around EUR40 million of cash on hand and access to its undrawn
EUR75 million revolving credit facility. The company in 2024
benefited from a release of working capital and still moderate
capital investments that supported strong free cash flow (FCF)
generation. Moody's expects FCF in 2025 and 2026 to moderate due to
a ramp-up of capital investments, largely to cater for future
growth, but also to pay for the separation of shared services at
Centrient's Delft plant in the Netherlands.

The principal methodology used in these ratings was Chemicals
published in October 2023.

COMPANY PROFILE

Centrient, headquartered in Rotterdam/the Netherlands, is a leading
manufacturer of active pharmaceutical ingredients (API) and
supplier of finished dosage forms (FDF) to pharmaceutical
companies. Centrient generated preliminary revenues of around
EUR607 million and reported EBITDA of EUR106 million in 2024 and
when excluding Astral. The company has been owned by private equity
firm Bain Capital since 2018.



=====================
S W I T Z E R L A N D
=====================

COLOSSEUM HOLDCO: S&P Assigns 'B' LT ICR; Rates EUR1.05BB TLB 'B'
-----------------------------------------------------------------
S&P Global Ratings assigned a long-term issuer credit rating of 'B'
to Colosseum HoldCo II and a long-term issue rating of 'B' to the
EUR1.05 billion TLB issued by Colosseum Dental Finance. The
recovery rating is '3' (rounded estimate: 55%).

The stable outlook indicates that S&P expects solid recruitment
efforts, increasing retention rates, and operational efficiencies
to enable Colosseum Dental to further improve profitability across
its main markets. This should enable the group to continue reducing
leverage while maintaining fixed-charge coverage above 1.5x.

Colosseum HoldCo II AG, parent of leading pan-European dental
service organization (DSO) Colosseum Dental, has refinanced its
capital structure by raising a new EUR1.05 billion senior secured
term loan B (TLB) through Colosseum Dental Finance B.V. and
securing a new EUR175 million senior secured committed revolving
credit facility (RCF). The terms and conditions are in line with
those presented to us in February 2025, when S&P assigned
preliminary ratings to the holding company and TLB.

The ratings are consistent with the preliminary ratings assigned in
February 2025. Overall, revenue growth is forecast to be 5.0%-5.5%
in 2025 and 2%-3% in 2026. Recent acquisitions will contribute
about 1.0% to revenue growth in 2025; the rest will be organic. S&P
said, "Although recent regulatory developments in the Netherlands
and Sweden could weigh on growth in 2026, we anticipate that S&P
Global Ratings' adjusted EBITDA margins (after IFRS 16) will
improve to 16.5%-17.0% in 2025 and 17%-18% in 2026 (from an
estimated 16% in 2024). Margin growth will be supported by the
company's ongoing efforts to retain and recruit dentists in order
to optimize the chair occupancy ratio. Colosseum Dental's capital
expenditure (capex) has now stabilized at a lower level of about 3%
of revenue after rising to 6%-7% in 2021 and 2022 because the
company was expanding into the French market. Lower financing
costs, lower capex, and higher margins should enable Colosseum
Dental to sustain positive FOCF after lease payments of EUR20
million-EUR30 million. At the same time, we anticipate that it will
improve its rent-adjusted EBITDA fixed-charge coverage ratio to
1.8x-2.0x (from about 1.5x in 2024), and so maintain its recent
reduction in leverage. Adjusted net debt to EBITDA is forecast to
be 6.5x-6.6x in 2025, down from an estimated 7.2x in 2024 and 7.8x
in 2023. Because the documentation for the shareholder loans
provided by Jacobs Holding AG was amended as part of the
refinancing transaction, we now treat these loans as equity under
our noncommon equity treatment criteria."

Colosseum Dental's geographic diversity helps it to offset risks
associated with changes to the different regulatory frameworks
under which it operates. It has a pan-European presence across 11
countries and is the largest DSO in Europe. It is the market leader
in most of its markets, except the U.K. and France. That said, the
DSO market is still highly fragmented--typically well over 50% of
each market comprises individual clinics or smaller chains.
Colosseum Dental relies on the expertise of its experienced local
management teams in each end market to help it navigate the complex
and constantly changing operating environments. In S&P's view, the
regulatory framework in most of Colosseum Dental's end markets is
benign, but changes are coming in two markets:

The Dutch national regulator, which determines the maximum tariffs
that providers can charge, is reviewing the cost tariffs for
various treatments. The final outcome of this review is expected to
be made public during the third quarter of 2025 and to come into
effect from the beginning of 2026. Colosseum Dental generated about
10% of its total revenue in the Netherlands in 2024.
A recent reform to the Swedish pricing framework for patients over
67 years old will come into effect from July 2026. Colosseum Dental
generated about 11% of its 2024 revenue in Sweden. The reform is
aimed at increasing protection against high costs and promoting
dental care equity and capacity in rural areas. Instead of
relatively free pricing, the new system combines national reference
prices with new supplements for patients who live outside
metropolitan municipalities. It also caps out-of-pocket payments,
irrespective of treatment costs, except for new fixed-tooth and
implant-supported prosthetics.

S&P expects the impact to be mitigated in both cases. In the
Netherlands, previous tariff cuts have led to an increase in the
number of visits; the latest review could have a similar effect on
volumes. Potentially, further compensation could come from a
uniform annual inflation-indexation for each tariff, which focuses
solely on material and labor costs. This operates independently of
the outcome of the cost tariff review. In Sweden, patient visits
could also increase as a result of lower prices and the supplements
for rural patients. Prices in the private sector have typically
been set 25% above those of public providers.

S&P said, "Although we have not incorporated further acquisitions
in our base case, we regard them as a possibility in such highly
fragmented markets. There is ample scope for consolidation through
acquisitions in Colosseum Dental's markets, particularly the highly
profitable German, Norwegian, Swedish, and Swiss markets. Given the
uncertainty around the timing and execution of any new acquisition,
particularly for bigger chains, our current base case only includes
cash outflows linked to minority interest put options and earnouts
linked to previous acquisitions. These amount to about EUR60
million in 2025 and EUR50 million in 2026 and will be covered by
current cash balances and excess cash flow generation after lease
payments and dividends to minority shareholders. If the company
were to increase its acquisition spending, we would monitor the
progress of such activities. In our view, Colosseum Dental
currently has limited headroom under the rating for
underperformance related to acquisitions.

"The stable outlook indicates that we expect Colosseum Dental to
maintain good business momentum, supported by recent price
increases and reduced dentist churn rates in key markets. We also
anticipate that it will be able to manage the impact of recent
regulatory developments in Sweden and the Netherlands. We forecast
that adjusted EBITDA margins will improve, supporting positive FOCF
generation after lease payments, and that Colosseum Dental will
maintain fixed-charge coverage sustainably above 1.5x.

"We could lower the rating on Colosseum Dental over the next 12-18
months if we observe a slowdown in business momentum, which would
likely imply a decline in revenue. This could occur because of
recent regulatory developments in Sweden and the Netherlands.
Ratings could also come under pressure if material integration
costs hamper EBITDA and FOCF generation after a possible
acceleration in acquisition activity. Such a scenario would weigh
on FOCF generation, and cause rent-adjusted EBITDA fixed-charge
coverage to fall below 1.5x, with no prospects for rapid
improvement.

"We could consider raising the ratings on Colosseum Dental if the
company materially outperformed our base case, achieving much
stronger margins and higher free cash flows that led to adjusted
debt to EBITDA falling sustainably below 5x. This could occur if
the company successfully maintains its recent business momentum,
boosted by price increases, while benefiting from an ongoing
decrease in dentist churn rates and integration initiatives. An
upgrade would also depend on the company successfully navigating
the pressures arising from recent regulatory developments in Sweden
and the Netherlands and demonstrating a track record of maintaining
the improved metrics. In addition, we would look for a commitment
by management and owners to sustain metrics at that level."




===========================
U N I T E D   K I N G D O M
===========================

HAMMERSON PLC: Egan-Jones Keeps BB Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company on April 1, 2025, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Hammerson PLC. EJR also maintained the rating on
commercial paper issued by the Company.

Hammerson PLC is a major British property development and
investment company. The firm switched to real estate investment
trust status when they were introduced in the United Kingdom in
January 2007.

INEOS QUATTRO: S&P Affirms 'BB' ICR on Support From Ineos Group
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer credit rating
on Ineos Quattro Holding Ltd. with a negative outlook. S&P also
affirmed its 'BB' issue rating, with a recovery rating of '3', on
Ineos Quattro's rated debt.

S&P said, "The negative outlook reflects that we would lower the
rating if our view of the credit quality of the wider Ineos group
worsens. We could also revise downward our assessment of Ineos
Quattro's SACP if its adjusted debt to EBITDA does not progress
toward 6.0x in 2025 and 5.0x-5.5x in 2026, or if its free operating
cash flow (FOCF) to debt stays consistently negative.

"We affirmed the ratings on Ineos Quattro because we continue to
view it as a core subsidiary of the parent, Ineos Ltd. We use our
group rating methodology to assess our ratings on Ineos Quattro and
its related entities. This means that our rating on Ineos Quattro
continues to reflect the creditworthiness of the wider Ineos group.
We view Ineos Quattro as a core subsidiary of the topco, Ineos
Ltd., so we equalize the rating with our 'bb' assessment of the
group credit profile (GCP) for the Ineos group. This assessment
reflects our view of the creditworthiness of the rated
entities--Ineos Group Holdings (IGH), Ineos Quattro, and Ineos
Enterprises Holdings Ltd.--as well as the unrated entities in Ineos
Ltd.'s organizational structure, based on public disclosures and
discussions with management. While Ineos Quattro's credit metrics
have worsened, the other entities in the wider group have not
exhausted their rating headroom. Ineos Enterprises' rating
headroom, for example, is healthy following the disposal of the
composites business for a total consideration of EUR1.7 billion.
The combined group is bigger and more diversified, and we expect it
will maintain credit metrics commensurate with the 'bb' GCP in the
next 12-18 months.

"We anticipate subdued conditions in Ineos Quattro's end markets
will continue in 2025. In our previous base case we assumed that
the petrochemicals market would show signs of recovery already in
2025, bringing the credit metrics of Ineos Quattro within the
ranges commensurate with its stand-alone quality, that is adjusted
debt to EBITDA below 4.5x and FOCF comfortably in the 0%-5% range.
We currently believe that the protracted challenging market
conditions are likely to prevail through 2025 and beyond due to
persisting although moderating macroeconomic pressures. Ineos
Quattro is strongly exposed to cyclical end user markets--like
automotive, construction, packaging, and paints and coatings--where
manufacturing activity remains volatile and upside price potential
from improvement of business conditions is absorbed by the excess
supply compared with demand. We also factor in that the dynamic
tariff situation creates risks for Ineos Quattro's end-user
markets. This is party balanced by the extensive geographic
footprint of Ineos Quattro, which operates 45 production sites in
18 countries in Europe (44% of 2024 revenues), North America (22%),
and Asia (34%). Our updated base case for Ineos Quattro assumes
that any noticeable recovery in the market would be observed only
in 2026-2027. We now forecast that Ineos Quattro's EBITDA will only
marginally increase from around EUR0.8 billion (in our estimates)
in 2024 to around EUR1.0 billion-EUR1.1 billion in 2025, driven by
the gradual recovery of prices and volumes, although we expect it
to be more pronounced toward the end of 2025. As a result, we now
estimate adjusted debt to EBITDA at more than 7.5x in 2024,
improving to around 5.5x-6.0x in 2025. We have therefore revised
our assessment of Ineos Quattro's financial risk profile to highly
leveraged, and subsequently lowered our assessment of its SACP to
'bb-' from 'bb'.

"Ineos Quattro's healthy cash balance at year-end 2024 will help it
navigate the difficult conditions we foresee in 2025. Ineos Quattro
has built a strong cash balance of about EUR2.1 billion as of Jan.
1, 2025, through a number of cash preservation measures including
control over capital expenditure (capex) and curtailing dividends.
Due to prolonged sluggishness in the market, management decided to
adopt strict cash preservation measures, including reducing capex
to a maintenance level of about EUR300 million, and cancelling any
expansionary projects. This has partly offset the impact of lower
EBITDA. We understand that Ineos Quattro is implementing a number
of operating cost control measures across all its businesses,
including closing inefficient sites, optimizing manpower costs (in
particular in the Styrolution business) and non-manpower costs (in
the Acetyls business). We also factor in further initiatives on
variable and fixed costs that management is implementing in the
Inovyn business. We forecast that the ratio of FOCF (operating cash
flow after interest and capex, but before shareholder
distributions) to debt will remain broadly neutral to moderately
negative in 2025, slightly recovering in 2026 depending on
improvement in EBITDA. In addition, following the early repayment
of around EUR150 million of 2026 maturities in January 2025, Ineos
Quattro's next maturities of around EUR1 billion in total are now
due in 2027. We anticipate that Ineos Quattro will continue its
track record of prudently managing its maturities well ahead of
time."

The negative outlook indicates that the credit metrics of the wider
Ineos group and Ineos Quattro have weakened due to subdued demand
affecting profitability, and organic and inorganic investments
resulting in higher debt levels.

S&P could lower the rating if its view of the credit quality of the
wider Ineos group worsens. This could occur if:

-- S&P did not see a recovery in the profits and credit metrics of
the larger entities (including IGH and Ineos Quattro) into 2025,
or

-- S&P saw material debt-funded acquisitions outside the rated
entities, pressuring the overall Ineos family.

S&P could revise downward its assessment of Ineos Quattro's SACP
if:

-- Its adjusted debt to EBITDA does not progress toward 6.0x in
2025 and 5.0x-5.5x in 2026, or

-- FOCF to debt consistently stays negative, leading to debt
accumulation.

S&P anticipates that this could result from prolonged weak demand
and prices for the company's products, ultimately pressuring profit
margins and FOCF.

S&P said, "We may revise the outlook to stable if our view of the
credit quality of the wider Ineos group improves. This would be the
case if we saw a broad recovery across the market segments of the
wider Ineos family. In addition, we could revise upward our SACP
for Ineos Quattro to 'bb' if its adjusted debt to EBITDA reduced
below 4.5x, combined with FOCF to debt above 5%."


STOLT-NIELSEN LTD: Egan-Jones Hikes Sr. Unsecured Ratings to B
--------------------------------------------------------------
Egan-Jones Ratings Company on April 2, 2025, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Stolt-Nielsen Ltd. to B from B-. EJR also maintained the rating
on commercial paper issued by the Company.

Headquartered in London, United Kingdom, Stolt-Nielsen Limited
provides transportation and storage for liquids, notably specialty
and bulk liquid chemicals.

TOGETHER 2024-1ST1: Fitch Alters Outlook on 'BB+' E Notes to Neg.
-----------------------------------------------------------------
Fitch Ratings has revised Together Asset Backed Securitisation
2024-1ST1 PLC class E notes' Outlook to Negative from Stable. All
ratings have been affirmed as detailed below.

   Entity/Debt               Rating           Prior
   -----------               ------           -----
Together Asset Backed
Securitisation
2024-1ST1 PLC

   A XS2795571400        LT AAAsf  Affirmed   AAAsf
   B XS2795572630        LT AA-sf  Affirmed   AA-sf
   C XS2795572713        LT Asf    Affirmed   Asf
   D XS2795572986        LT BBBsf  Affirmed   BBBsf
   E XS2795573109        LT BB+sf  Affirmed   BB+sf

Transaction Summary

The transaction is a securitisation of buy to-let (BTL) and
owner-occupied (OO) mortgages backed by properties in the UK,
originated by Together Personal Finance and Together Commercial
Finance, two fully-owned subsidiaries of Together Financial
Services Limited (Together; BB/Stable/B).

KEY RATING DRIVERS

Worsening Arrears: The transaction's one-month plus and three-month
plus arrears were 9.1% and 4.2%, respectively, as of February 2025.
This is a sharp increase since closing in May 2024, when one-month
plus arrears were at 2.1% and with no three-month plus arrears.
Further arrears increase could result in higher foreclosure
frequency (FF) assumptions in Fitch's analysis, which is underlined
in the class E notes' Negative Outlook.

Increased Credit Enhancement: Credit enhancement (CE) has increased
for the most senior notes to 17.5% as at February 2025 from 11.5%
at closing, reflecting the sequential amortisation of the notes.
The class E notes will not benefit from any CE build-up until the
turbo feature is triggered after the optional redemption date and
provided excess spread is available. The class E notes are
therefore more exposed to asset performance deterioration compared
with the rest of the capital structure and may be downgraded should
asset performance fail to improve.

Self-employed Adjustment: Together takes a manual approach to
underwriting, focusing on borrowers who do not necessarily qualify
on the automated scorecard models of high-street lenders. It
attracts a higher proportion of borrowers with complex income,
notably self-employed borrowers. In line with other specialist
lenders, Fitch applied an increase of 30% to the FF for
self-employed borrowers with verified income instead of the 20%
increase typically applied under its UK RMBS Rating Criteria to the
OO sub-pool only. OO self-employed borrowers represented around
9.7% of the pool as 30 November 2024.

High Yield Assets: The assets in the portfolio earn higher interest
rates than is typical for prime mortgage loans and can generate
excess spread to cover losses. The weighted average asset yield as
of 30 November 2024 was 8.6%. Prior to the step-up date in May 2028
excess spread was used to pay down the unrated X note, which has
now been paid in full. On and after the step-up date, any available
excess spread is diverted to the principal waterfall and can be
used to amortise the rated notes.

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 the economic environment. Weakening asset
performance is strongly correlated with increasing levels of
delinquencies and defaults that could reduce the 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. For example, a 15% weighted average (WA) FF increase
and a 15% WA recovery rate (RR) decrease would lead to downgrades
of no more than one notch each for the class A, B and C notes, two
notches for the class D notes and six notches for the class E
notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE and, potentially,
upgrades. Fitch found that a decrease in the WAFF of 15% and an
increase in the WARR of 15% would result in upgrades of no more
than one notch for the class A notes, three notches for the class
B, C and D notes and no impact for the class E notes.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.

Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

WHEEL BIDCO: Fitch Puts 'CCC+' Long-Term IDR on Watch Negative
--------------------------------------------------------------
Fitch Ratings has placed Wheel Bidco Limited's (PizzaExpress)
Long-Term Issuer Default Rating (IDR) of 'CCC+' on Rating Watch
Negative (RWN). Its super senior debt rating of 'B+' and senior
secured rating of 'CCC+' have also been placed on RWN. The Recovery
Ratings are 'RR1' and 'RR4', respectively.

The RWN follows PizzaExpress's announced debt extension that would
constitute a distressed debt exchange (DDE), due to a significant
reduction in terms for existing creditors and it has the effect of
allowing the company to avoid an eventual, probable default.

The rating action reflects the prospect of a downgrade, mostly
likely to 'RD' (Restricted Default), once the DDE is implemented
before assigning fresh ratings based on a new capital structure.
Fitch is likely to re-rate PizzaExpress in the 'CCC' category,
reflecting uncertainties over EBITDA recovery in a challenging UK
casual dining market and weak fixed-charge coverage due to the high
coupon of its repriced bond.

Key Rating Drivers

Bond Extension a Potential DDE: Fitch views PizzaExpress's
refinancing plan as a DDE due to planned extension of the bond
maturity by around three years from July 2026, representing a
material reduction in terms. Fitch believes the transaction has the
effect of allowing the company to avoid an eventual probable
default. This is because the non-acceptance of the refinancing by a
majority of the bondholders would cast doubt on its ability to meet
debt obligations on current terms.

Shareholder Support to Reduce Leverage: Under the refinancing plan,
PizzaExpress intends to repay GBP55 million of the outstanding 2026
senior secured notes to reduce its amount to GBP280 million, using
also a GBP20 million equity contribution from shareholders and
GBP35 million of its available cash balance. Fitch estimates this
will reduce its EBITDAR leverage to 5.8x at end-2025, from 6.5x
projected under the existing capital structure.

Uncertain EBITDA Recovery: PizzaExpress's EBITDA fell short of its
expectation for 9M24, due primarily to a 7% decline in
like-for-like (LFL) covers. Its rating case assumes a further,
slight drop in EBITDA in 2025, driven by rising labour costs from a
rise in minimum wages and national insurance contribution. This is
despite its assumption of better terms with suppliers and benefits
from its cost-optimisation projects. Fitch sees material execution
risks in increasing revenue growth through promotion and loyalty
and partnership programmes if consumer demand is weaker than
anticipated.

Structural Profitability Reduction: Fitch believes that the
reduction in PizzaExpress's profitability during 2022-2023 was
structural, due to its inability to fully pass on cost inflation in
food and beverage, energy and labour to consumers. Consequently,
Fitch forecasts Fitch-adjusted EBITDA margin to remain subdued at
10% in 2024-2027, versus the 15%-16% levels before the pandemic.
While improvement is possible, a full recovery to 2019 levels is
unlikely in the medium term.

Weak Coverage Ratios: Fitch estimates that PizzaExpress's EBITDAR
fixed-charge coverage ratio remained at 1.3x at end-2024 (end-2021:
2.2x), which is weak for the restaurant sector. Fitch anticipates
that higher debt-service costs due to its bond repricing will
further weaken its coverage ratios, underscoring the importance of
EBITDA recovery to enhance its credit profile.

Neutral-to-Negative FCF: Fitch expects free cash flow (FCF) to
become slightly negative from 2025, as Fitch believes working
capital inflows will not be sustainable over the medium term, while
EBITDA recovery remains uncertain. Fitch assumes capex will decline
to GBP17 million annually, as PizzaExpress finalises its
refurbishment programme and maintains modest new restaurant
expansion.

Small Scale; Limited Diversification: Fitch views the company's
business profile as stable and aligned with a low 'B' category, due
to its small scale in a fragmented UK restaurant sector, in which
it holds an 8% share. The market provides limited long-term growth
opportunities, due to consumer caution, the cost-of-living crisis
and intense competition. Fitch does not expect PizzaExpress to
expand its network substantially or increase its EBITDAR over the
medium term, from an estimated GBP82 million in 2024.

Peer Analysis

PizzaExpress's rating is one notch below those of UK pub companies
Stonegate Pub Company Limited (B-/Stable) and Punch Pubs Group
Limited (B-/Stable).

All three companies are highly leveraged but differ by business
model, FCF generation and refinancing risks. Pub groups have a
stronger credit profile than PizzaExpress, due to their larger size
and better financial and operational flexibility, given their
freehold property and more limited exposure to labour costs.
Further, pubs are more resilient to operating conditions, leading
to slightly better refinancing prospects than casual dining
restaurants like PizzaExpress.

The company is rated below Sizzling Platter, LLC (B-/Positive), a
US-based franchisee for quick-service restaurant chains with a
slightly larger restaurant portfolio. This reflects PizzaExpress's
weaker credit metrics and operating performance and higher
refinancing risk.

Key Assumptions

Fitch's Key Assumptions within the Rating Case for the Issuer

- Revenue to gradually increase from 2025, after a low single-digit
decline in 2024 as price increases were offset by a decline in LFL
covers.

- EBITDA at GBP42 million-45 million over 2024-2027, versus GBP41
million in 2023.

- Slight reversal in working capital from 2025.

- Capex at around GBP17 million a year.

- Bond prepaid by GBP55 million and repriced at 9.875%.

- Equity injection of EUR20 million from shareholders.

- No dividends or M&A to 2027.

Recovery Analysis

The recovery analysis assumes that PizzaExpress would be
reorganised as a going concern in bankruptcy rather than
liquidated. Fitch has assumed a 10% administrative claim.

Fitch has maintained its estimate for post-reorganisation going
concern EBITDA at GBP40 million, on which Fitch bases the
enterprise value. It is similar to its Fitch-adjusted EBITDA of
EUR41 million in 2023, which came under pressure from high cost
inflation and a challenging market environment.

Fitch has applied a 5.0x multiple to the going concern EBITDA to
calculate a post-reorganisation enterprise value. This is within
the 4.0x-6.0x range Fitch has used across publicly and privately
rated peers. It takes into consideration the modest scale, limited
international diversification and single core brand of
PizzaExpress.

The company's senior secured notes rank behind its GBP30 million
super senior revolving credit facility (RCF), which is assumed to
be fully drawn on default.

Its waterfall analysis generates a ranked recovery for the GBP335
million senior secured notes in the 'RR4' band, indicating a 'CCC+'
instrument rating, in line with the IDR.

The ranked recovery for the GBP30 million super senior RCF is in
the 'RR1' band, indicating a 'B+' instrument rating, three notches
up from the IDR.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- Debt amended and extended under proposed terms, which are viewed
as DDE under Fitch's criteria.

- Weaker-than-expected operating performance, due to the macro
environment, competitive pressures, or higher inflation leading to
lower sales and lower-than-expected profit and cash margins.

- EBITDAR fixed-charge coverage trending towards 1x on a sustained
basis.

- Negative FCF leading to tightening liquidity headroom.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

Fitch does not anticipate a positive rating action before the bond
and RCF are refinanced. After re-rating the company
post-refinancing, factors that may lead to a positive rating action
include:

- Greater-than-expected EBITDA recovery, leading to
neutral-to-positive FCF and sufficient liquidity.

- Visibility of EBITDAR leverage falling below 7.0x on a sustained
basis.

- EBITDAR fixed-charge coverage above 1.3x on a sustained basis.

Liquidity and Debt Structure

At end-2024, PizzaExpress had Fitch-adjusted cash of GBP70 million
(after excluding GBP20 million for daily operations and therefore
not available for debt service) and GBP26 million available under
the GBP30 million RCF maturing in January 2026. Of the RCF, GBP4
million was used to issue an electricity letter of credit.
Establishing a longer-dated RCF is important in supporting the
company's medium-term liquidity, although its forecast does not
anticipate a need for cash drawings.

PizzaExpress also has the option to curtail capex to preserve
liquidity.

Issuer Profile

PizzaExpress is a leading casual dining operator with more than 450
restaurants, of which over 360 are owned and operated in the UK and
Ireland.

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   Prior
   -----------              ------               --------   -----
Wheel Bidco Limited   LT IDR CCC+ Rating Watch On           CCC+

   senior secured     LT     CCC+ Rating Watch On   RR4     CCC+

   super senior       LT     B+   Rating Watch On   RR1     B+


                           *********


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.

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