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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
Wednesday, October 22, 2025, Vol. 26, No. 211
Headlines
F R A N C E
CARMAT: Court Delays Liquidation Ruling in Receivership Case
I R E L A N D
CIFC EUROPEAN II: Fitch Assigns 'B-(EXP)sf' Rating on Cl. F-R Debt
CROSS OCEAN VII: Fitch Assigns B-sf Final Rating on Cl. F-R-R Notes
L U X E M B O U R G
QSRP INVEST: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
R U S S I A
TASHKENT CITY: Fitch Affirms 'BB-' LongTerm IDRs, Outlook Stable
S W E D E N
POLYGON GROUP: Fitch Lowers LongTerm IDR to 'B-', Outlook Negative
REDHALO MIDCO: Moody's Alters Outlook on 'B2' CFR to Negative
T U R K E Y
MERSI ULUSLARARASI: Fitch Affirms BB- Rating on $600MM Unsec. Notes
U N I T E D K I N G D O M
AMBIENT SUPPORT: Begbies Traynor Named as Administrators
CD&R AND WSH: Fitch Assigns 'B+' LongTerm IDR, Outlook Stable
CORPUS NOSTRUM: FRP Advisory Named as Administrators
DEFINITION HEALTH: Begbies Traynor Named as Administrators
ELECTRO-REPLACEMENT LTD: Quantuma Advisory Named as Administrators
EUROHOME UK 2007-1: Fitch Affirms 'BB+sf' Rating on Class B2 Notes
HAVEN ENGINEERING: CG Recovery Named as Administrators
KIER GROUP: Fitch Alters Outlook on 'BB+' LongTerm IDR to Positive
PGL REALISATIONS: BK Plus Named as Administrators
SATUS 2024-1 PLC: Moody's Lowers Rating on Class E Notes to 'B3'
SHERRIFF'S GATE: KR8 Advisory Named as Administrators
WSH LOGISTICS: Grant Thornton UK Named as Administrators
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F R A N C E
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CARMAT: Court Delays Liquidation Ruling in Receivership Case
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CARMAT (FR0010907956, ALCAR), designer and developer of the world's
most advanced total artificial heart, aiming to provide a
therapeutic alternative for people suffering from advanced
biventricular heart failure, on October 15, 2025, provided an
update on the ongoing receivership procedure.
Update on the ongoing receivership procedure:
Following a call for public tenders (buyers or investors) initiated
as part of the receivership opened on July 1, 2025, by the
Versailles Economic Court(1), the judiciary administrator had
received, on July 31, 2025, one takeover bid within the context of
a sales plan(2) , submitted by HOUGOU, the family office of Mr
Pierre Bastid, who is CARMAT's chairman of the board and holds
about 17% of CARMAT shares.
During a hearing on September 30, 2025, the Court had acknowledged
that the Bid had lapsed, given the fact that the Buyer had not been
able to lift all conditions precedent, notably the one relating to
securing the financing required for the takeover bid.
The judiciary administrator had thus submitted to the Court a
request aiming at converting the receivership into a liquidation
procedure, which was due to be reviewed by the Court during a
hearing held on October 14, 2025.
During this hearing, the Court decided to postpone the review of
this request aiming at converting the receivership into a
liquidation procedure, until November 25, 2025. Consequently, the
on-going receivership procedure continues.
Potential buyers or investors now have until November 3, 2025 to
submit new bids to the judiciary administrator. If any, these bids
will be assessed by the Court during the hearing scheduled on
November 25, 2025.
The Company draws attention to the fact that there is no guarantee
at this stage that New Bids will be submitted and then validated by
the Court following the hearing scheduled on November 25, 2025. If
no New Bid is successful, it is almost certain that CARMAT will be
liquidated (under the rules applicable to judicial liquidations)
and its operations will stop. In such a case, it is highly probable
that the shareholders will lose the total value of their
investment, while a major part of CARMAT's creditors will incur a
very significant loss of up to the total value of their
receivables.
Conversely, if a New Bid is ultimately validated by the Court, all
or part of CARMAT's operations could continue either within CARMAT
or as part of another legal entity. If operations continue as part
of another legal entity, CARMAT will be liquidated (under the rules
applicable to judicial liquidations), and given CARMAT's level of
liabilities, it is highly probable that also in that case, its
shareholders will lose the total value of their investment, while a
major part of CARMAT's creditors will incur a very significant loss
of up to the total value of their receivables.
It is reminded that if CARMAT had to be liquidated, the Company
would request the delisting of its shares from Euronext.
Next Steps:
Trading of CARMAT shares (ISIN code: FR0010907956, Ticker: ALCAR)
remains suspended.
Another press release will be issued by the Company after the
deadline set for the submission of the bids, namely November 3,
2025.
In the meantime, in order to contain its cash-burn, CARMAT limits
its operations to the minimum, focusing on support to patients
currently benefitting from Aeson(R).
In any case, the support to these patients is CARMAT's priority, so
the Company endeavors for this continuous support to get provided
even if CARMAT is liquidated and its operations stop.
About CARMAT
CARMAT is a French MedTech that designs, manufactures and markets
the Aeson(R) artificial heart. The Company's ambition is to make
Aeson(R) the first alternative to a heart transplant, and thus
provide a therapeutic solution to people suffering from end-stage
biventricular heart failure, who are facing a well-known shortfall
in available human grafts. The world's first physiological
artificial heart that is highly hemocompatible, pulsatile and
self-regulated, Aeson(R) could save, every year, the lives of
thousands of patients waiting for a heart transplant. The device
offers patients quality of life and mobility thanks to its
ergonomic and portable external power supply system that is
continuously connected to the implanted prosthesis. Aeson(R) is
commercially available as a bridge to transplant in the European
Union and other countries that recognize CE marking. Aeson(R) is
also currently being assessed within the framework of an Early
Feasibility Study (EFS) in the United States. Founded in 2008,
CARMAT is based in the Paris region, with its head offices located
in Velizy-Villacoublay and its production site in Bois-d'Arcy. The
Company can rely on the talent and expertise of a multidisciplinary
team of circa 200 highly specialized people. CARMAT is listed on
the Euronext Growth market in Paris (Ticker: ALCAR / ISIN code:
FR0010907956).
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I R E L A N D
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CIFC EUROPEAN II: Fitch Assigns 'B-(EXP)sf' Rating on Cl. F-R Debt
------------------------------------------------------------------
Fitch Ratings has assigned CIFC European Funding CLO II DAC
expected ratings. The final ratings are contingent on the receipt
of final documents conforming to information already reviewed.
Entity/Debt Rating
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CIFC European
Funding CLO II DAC
A-R LT AAA(EXP)sf Expected Rating
B-R LT AA(EXP)sf Expected Rating
C-R LT A(EXP)sf Expected Rating
D-R LT BBB-(EXP)sf Expected Rating
E-R LT BB-(EXP)sf Expected Rating
F-R LT B-(EXP)sf Expected Rating
X-R LT AAA(EXP)sf Expected Rating
Transaction Summary
CIFC European Funding CLO II 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. The proceeds will refinance the existing notes except for
the subordinated notes. The portfolio will be actively managed by
CIFC Asset Management LLC. The CLO will have a 4.5-year
reinvestment period and an 8.5-year weighted average life (WAL)
test covenant at closing.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the indicative portfolio at
'B'/'B-'. The Fitch weighted average rating factor of the
indicative portfolio is 25.2.
Strong Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. The recovery
prospects for these assets are more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the indicative portfolio is 61.5%.
Diversified Asset Portfolio (Positive): The transaction will
include various concentration limits in the portfolio, including a
top-10 obligor concentration limit of 20% and a maximum exposure to
the three largest Fitch-defined industries in the portfolio of 40%.
These covenants ensure the asset portfolio will not be exposed to
excessive concentration.
Portfolio Management (Neutral): The transaction will have a
4.5-year reinvestment period and include reinvestment criteria
similar to those of other European transactions. Fitch's analysis
is based on a stressed-case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
test covenant, to account for strict reinvestment conditions after
the reinvestment period, including the satisfaction of
over-collateralisation test and Fitch's 'CCC' limit tests, plus a
consistently decreasing WAL test covenant. These conditions reduce
the effective risk horizon of the portfolio during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the indicative
portfolio would have no impact on the class X-R, A-R and B-R notes
and would lead to downgrades of one notch each for the class C-R to
E-R notes, and to below 'B-sf' for the class F-R notes.
Downgrades, which are based on the indicative portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. The class B-R
to E-R notes each have a rating cushion of two notches and the
class F notes have a cushion of three notches, due to the better
metrics and shorter life of the indicative portfolio than the
Fitch-stressed portfolio. The class X-R and A-R notes do not have
any rating cushion as they are already at the highest achievable
rating.
Should the cushion between the indicative 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 four notches
each for the class A-R to C-R notes, three notches for the class
D-R notes and below 'B-sf' for the class E-R and F-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the RDR and a 25% increase in the RRR across all
ratings of the Fitch-stressed portfolio would lead to upgrades of
up to four notches for the rated notes, except for the 'AAAsf'
rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction.
Upgrades after the end of the reinvestment period, except for the
'AAAsf' notes, 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
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
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 CIFC European
Funding CLO II 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.
CROSS OCEAN VII: Fitch Assigns B-sf Final Rating on Cl. F-R-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Cross Ocean Bosphorus CLO VII DAC reset
notes final ratings.
Entity/Debt Rating Prior
----------- ------ -----
Cross Ocean Bosphorus
CLO VII DAC
A-R-R XS3178810027 LT AAAsf New Rating
B-R-R XS3178810373 LT AAsf New Rating
C-R-R XS3178810530 LT Asf New Rating
D-R-R XS3178810886 LT BBB-sf New Rating
E-R-R XS3178811009 LT BB-sf New Rating
F-R-R XS3178811264 LT B-sf New Rating
X XS3178809870 LT AAAsf New Rating
Class A-R XS2698597338 LT PIFsf Paid In Full AAAsf
Class B-R XS2698597502 LT PIFsf Paid In Full AAsf
Class C-R XS2698597767 LT PIFsf Paid In Full Asf
Class D-R XS2698597924 LT PIFsf Paid In Full BBBsf
Class E-R XS2698598146 LT PIFsf Paid In Full BBsf
Class F-R XS2698598492 LT PIFsf Paid In Full B-sf
Transaction Summary
Cross Ocean Bosphorus CLO VII DAC is a securitisation of mainly (at
least 92.5%) senior secured obligations with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds have been used to redeem the existing notes except the
subordinated notes and to fund the portfolio with a target par of
EUR500 million. The portfolio is actively managed by Cross Ocean
Adviser LLP and the CLO has a reinvestment period of 4.5 years and
a 8.5-year weighted average life (WAL) test covenant.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor of the identified portfolio is 25.1.
High Recovery Expectations (Positive): At least 92.5% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62.1%.
Diversified Portfolio (Positive): The transaction includes three
sets of Fitch test matrices, one of which is effective at closing.
Each set includes two matrices with fixed-rate obligation limits of
0% and 7.5%. The closing matrix set corresponds to a top 10 obligor
concentration limit of 20%, and a 8.5-year WAL covenant. The
forward matrix sets correspond to the same top 10 obligors limit,
one with a 7.5-year WAL test covenant and the other at seven
years.
The forward matrices will be effective 12 months and 18 months,
respectively, after closing, provided the aggregate collateral
balance (defaults carried at Fitch-calculated collateral value) is
at least at the reinvestment target par balance, among other
conditions. The transaction also includes various concentration
limits, including maximum exposure to the three largest
Fitch-defined industries in the portfolio at 40%. These covenants
ensure that the asset portfolio will not be exposed to excessive
concentration.
Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed portfolio with the aim of testing the robustness of the
transaction structure against its covenants and portfolio
guidelines.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL test covenant, to account for structural and
reinvestment conditions after the reinvestment period. These
include the over-collateralisation tests and Fitch's 'CCC'
limitation after reinvestment. In Fitch's opinion, these conditions
would reduce the effective risk horizon of the portfolio during
stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would lead to downgrades of one notch each to the class
B-R-R to E-R-R notes, and to below 'B-sf' for the class F-R-R
notes, and no impact on the class X and A-R-R notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class
B-R-R, D-R-R, E-R-R and F-R-R notes each have a two-notch cushion
and the class C-R-R notes have a one-notch cushion, due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio. The class X and A-R-R notes have no
rating cushion.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to four
notches each for the class A-R-R to D-R-R notes, and to below
'B-sf' for the class E-R-R and F-R-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to three notches each for the notes, except for the
'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
transaction's remaining life. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
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 Cross Ocean
Bosphorus CLO VII DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
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L U X E M B O U R G
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QSRP INVEST: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
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Fitch Ratings has affirmed QSRP Invest S.a r.l.'s Long-Term Issuer
Default Rating (IDR) at 'B' with a Stable Outlook. Fitch has also
upgraded QSRP Finco BV's senior secured debt rating to 'B+' from
'B' and its Recovery Rating to 'RR3' from 'RR4'.
The 'B' rating reflects QSRP's high leverage, small business size
and moderate diversification by brand and geography. Rating
strengths are QSRP's predominantly franchise business model and its
focus on the quick-service restaurant segment, which Fitch believes
ensures greater business stability than for peers in the restaurant
sector. Fitch also assumes QSRP will be able to generate positive
free cash flow (FCF) from 2025, with the Nordsee carveout completed
in 1H25.
The Stable Outlook reflects its expectations of consistent
performance of QSRP's core brands and gradual network expansion.
The Outlook also incorporates the assumption of a prudent financial
policy with no large debt-funded acquisitions and no dividends.
Key Rating Drivers
Small Scale, Ongoing Expansion: QSRP has relatively limited scale
for the restaurant industry, and a Fitch-estimated 2025 EBITDAR of
about EUR200 million, which the agency considers consistent with
the 'B' rating. Diversification of business remains moderate, with
a network of 1,176 restaurants in June 2025, covering four core
segments - burgers (Burger King, Quick, G La Dalle, JB brands, 51%
of units), tacos (O'Tacos brand, 35% of units), Asian Cuisine
(Chopstix, 14%), and Coffee and Bakery (Dunkin' brand, two units).
QSRP is actively expanding its footprint both by segment and
geographically - it launched Asian Cuisine and Coffee and Bakery in
2024 and 2025, respectively, through acquisition of 51% of Chopstix
Group in the UK and Ireland in 2024, and the signing of a master
franchise agreement for the Dunkin' brand in France, with the first
two stores opening in 1H25.
Adequate Leverage, Headroom Volatility: QSRP's rating is premised
on EBITDA-driven deleveraging stemming from its organic performance
in combination with the operating contribution and economics of
acquisitions. For 2025, Fitch expects its EBITDAR leverage will
moderate towards 5.5x with a full-year contribution from the
margin-accretive acquisitions of Chopstix and G La Dalle completed
late in 2024. However, these exhausted QSRP's leverage headroom in
2024, even considering a pro forma contribution from these
additions.
Volatile or weakening underlying operating performance or
unfavourable acquisition economics with leverage, exacerbating
debt-funded acquisitions not yielding appropriate returns, may lead
to a renewed rating headroom reduction and affect the rating.
Nordsee Carve-Out Broadly Positive: Overall, Fitch views QSRP's
decision to dispose Nordsee as credit positive, despite the
company's commitment to providing a liquidity support for up to
EUR46 million until disposal completion. The brand was carved out
of the restricted group in 2Q25. Nordsee's profitability of and
high share of owned restaurants under the brand previously diluted
operating margins materially. In its forecasts, Fitch assumes no
contribution from Nordsee to the restricted group performance
beyond 1Q25 and estimate that the carve-out will be a major driver
of EBITDA profitability improvement to about 24% in 2025 from 15.6%
in 2024.
Additional Liquidity Provided to Nordsee: Fitch considers the
committed liquidity support to Nordsee manageable for QSRP with no
detrimental impact on its liquidity profile, as Fitch reduces the
liquidity available to the restricted group by EUR46 million of
already provided and committed funds. However, larger cash calls on
the group, particularly in times of operating and FCF volatility,
may reduce liquidity headroom and put QSRP's ratings under
pressure.
Franchise Model Drives Stability: Over 80% of QSRP's restaurants
operate under its franchising model, where the company receives
franchise fees and is not exposed to the restaurant's cost base.
This results in higher and more resilient profitability and
favourably distinguishes QSRP from peers that predominantly operate
their own restaurants.
Healthy FCF Generation: QSRP's sustained positive and growing FCF
is a material rating supporting factor, which differentiates it
from lower-rated sector peers. This strong FCF profile is mainly
due to the company's franchise business model, allowing it to
support organic expansion and make adequate investments in the
restaurant network. Increasing FCF volatility, together with
operating underperformance, would signal structural business model
issues, reducing the rating headroom and putting the rating at risk
of a negative rating action.
Meaningful Execution Risks Remain: Fitch views QSRP's expansion
plan as ambitious, although its remaining exposure to potential
Nordsee underperformance is limited to the financing facilities
provided. The group has not operated in the UK and market
previously, and has limited experience in its new segments (Asian
cuisine and Coffee and Bakery). Chopstix' brand performance so far
in 2025 has been strong, but failure to maintain momentum there or
negative performance at Dunkin' in France could have a negative
EBITDA impact, slowing deleveraging and putting pressure on the
ratings.
Network Development Driving Growth: Its rating case assumes revenue
growth will be mostly driven by new restaurant openings. Fitch
forecasts same-store sales to stay neutral or grow at low single
digits, with limited downside risks, as the quick-service segment
tends to outperform and have lower cyclicality than the overall
restaurant market.
Resilient Quick-Service Segment: QSRP operates a quick-serve
restaurant model, which has proved resilient through economic
cycles compared with full-service restaurants, which are reliant on
more discretionary spending. A reputation for value and consumers
trading down from more expensive options limit downside risks
during economic slowdowns, while increased spending power during
strong economic activity will also lift trade in quick-service
restaurants.
Peer Analysis
QSRP is rated two notches above Wheel Bidco Limited (Pizza Express,
CCC+). QSRP's higher rating is supported by its larger scale,
diversification of brands, and stronger and more resilient EBITDA
margin supported by its predominantly franchise business model. As
the company operates in multiple markets in Europe and is expanding
internationally, it is more geographically diversified than Pizza
Express and Sizzling Platter, which mainly focus on one or two
markets. QSRP is also less leveraged than Pizza Express.
Key Assumptions
Fitch's Key Assumptions within Its Rating Case for the Issuer:
- Same-store sales increases in the low single digits a year over
2025-2028
- New store openings contributing 10%-11% to system-wide sales
growth each year
- Nordsee considered not part of the QSRP restricted group from
2Q25, with EUR31 million cash considered restricted to provide
liquidity to spun-off businesses
- EBITDA margin improving to above 24% in 2025 (2024: 15.6%) due to
Nordsee exclusion, further improving to about 28% in 2028
- Average capex intensity of 7.5% over 2025-2028
- No exercise of options to buy out minority stakes in Chopstix, G
La Dalle or Global Food Solutions until 2027
- Preference shares at G La Dalle treated as debt
- No dividends
- Net M&A spending of EUR50 million in 2025-2028 including vendor
loans to G La Dalle and JB brands, with cash flows only related to
existing restricted group and past acquisitions
Recovery Analysis
The recovery analysis assumes QSRP would be considered a going
concern in bankruptcy and that it would be reorganised rather than
liquidated. Fitch has assumed a 10% administrative claim.
In its bespoke recovery analysis, Fitch estimates going-concern
EBITDA available to creditors of about EUR85 million, considering
the recent margin-accretive acquisitions and carve-out of less
profitable Nordsee business. The going-concern EBITDA reflects
Fitch's view of a sustainable, post-reorganisation EBITDA, which
would allow QSRP to retain a viable business model.
Fitch uses an enterprise value/EBITDA multiple of 5.0x to calculate
a post-reorganisation valuation. This is in line with the multiple
used for Wheel Bidco.
Fitch accounts for repayment of debt acquired with Chopstix and
Covid-19 loans in 1H25 in its debt waterfall analysis. Other debt
of EUR1 million is considered ranking prior to senior secured debt.
QSRP's senior secured revolving credit facility (RCF) of EUR85
million and term loan B of EUR615 million (including the EUR90
million add-on) rank equally with one another. In accordance with
its criteria, Fitch assumes the RCF is fully drawn on default.
Fitch also treats convertible bonds, which are outside the
restricted group and on-lent in the form of an intercompany loan,
as non-debt. Therefore, convertible bonds do not affect recovery
prospects for senior secured lenders.
The waterfall analysis generated a ranked recovery for its senior
secured debt in the 'RR3' band indicating a 'B+' rating, one notch
above the IDR. The improvement in recovery percentage compared with
the previous review mainly comes from repayment of Chopstix debt.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
- Permanently drawn RCF due to larger-than-expected funds leakage
to related parties or increased FCF volatility
- EBITDAR margin deterioration leading to consistently
neutral-to-negative FCF
- No visibility of EBITDAR leverage falling below 6.0x on a
sustained basis
- EBITDAR fixed-charge coverage below 1.5x on a sustained basis
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
- Well-executed growth strategy and improving restaurant
profitability, leading to consistent EBITDA growth
- EBITDAR leverage below 5.0x on a sustained basis
- EBITDAR fixed-charge coverage above 2.0x on a sustained basis
- Positive mid-single digit FCF margins on a sustained basis
Liquidity and Debt Structure
Fitch assesses QSRP's liquidity as satisfactory. The company drew
on the RCF in 1H25, reducing its availability to below EUR30
million by end-June from EUR85 million to finance interest
payments, one-offs and seasonal working capital outflows. Fitch
expects QSRP's cash flow generation for 2025 to support full RCF
balance repayment by end-2025. A consistently drawn RCF would
indicate weakness in FCF generation and put pressure on the
rating.
In its assessment of QSRP's debt structure, Fitch treats
convertible notes issued by QSRP Platform Holding SCA and on-lent
to the restricted group as intercompany loan as equity, and G La
Dalle (GLD) preference shares as debt. QSRP's debt maturity profile
remains smooth, with outstanding RCF balance and G La Dalle
preference shares repayment of EUR17.5 million over 2026-2029 the
only material debt maturities until 2031, when the TLB has to be
repaid.
Issuer Profile
QSRP is a fast-food restaurant platform that operates a diversified
portfolio of brands.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
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
----------- ------ -------- -----
QSRP Finco BV
senior secured LT B+ Upgrade RR3 B
QSRP Invest S.a r.l. LT IDR B Affirmed B
===========
R U S S I A
===========
TASHKENT CITY: Fitch Affirms 'BB-' LongTerm IDRs, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Tashkent City's Long-Term Foreign- and
Local-Currency Issuer Default Ratings (IDRs) at 'BB-' with Stable
Outlooks.
Tashkent's ratings reflect its expectation that the city's
financial metrics will remain in line with its ratings, with a debt
payback below 9x in 2029. Tashkent's IDRs are on a par with its
Standalone Credit Profile (SCP) of 'bb-'.
KEY RATING DRIVERS
Standalone Credit Profile
The city's 'bb-' SCP reflects the combination of a 'Weaker' risk
profile and an 'aa' financial profile, while also factoring in a
comparison with international peers. Fitch notches down once
Tashkent's SCP to account for a potential increase in contingent
risk and asymmetric risk arising from inconsistent disclosure and
financial reporting practices related to government-related
entities' (GREs) debt.
Risk Profile: 'Weaker'
Tashkent's 'Weaker' risk profile reflects the following key risk
factors assessment.
Revenue Robustness: 'Weaker'
Tashkent's revenue sources remain volatile due to continued tax and
budgetary reform. The composition of taxes collected by the city
and their allocation between tiers of government are subject to
frequent change at the central government's discretion. Taxes made
up 56% of the city's operating revenue in 2024, followed by
transfers, which comprised another 30%. Tashkent's dependence on a
weak central government for much of its revenue, along with changes
to national fiscal regulation resulting in low predictability,
drives the 'Weaker' revenue robustness.
Revenue Adjustability: 'Weaker'
Fitch assesses Tashkent's ability to generate additional revenue in
response to possible economic downturns as limited. Its fiscal
autonomy is controlled by the central government, which sets all
tax rates and determines the tax revenue allocated between
government tiers. The city collects income and property taxes, and
fees and charges (which accounted for 14% of operating revenue in
2024), part of which it can adjust. Most of these revenue sources
are at their maximum capacity, meaning that any increase in this
revenue would cover less than half the expected revenue decline in
an economic downturn.
Expenditure Sustainability: 'Weaker'
Expenditure sustainability is fragile due to the changing
composition of the city's responsibilities, which limits
expenditure predictability. Spending has historically been volatile
because of the reallocation of spending responsibilities and high
inflation, which averaged 12% in 2020-2024.
Expenditure Adjustability: 'Weaker'
Tashkent's ability to curb expenditure in response to shrinking
revenue is low as most of its spending responsibilities are
mandatory. Consequently, inflexible spending items exceeded 80% of
the city's expenditure in 2023-2024. About 15% of its 2024 opex was
allocated to salaries and wages, which are the most rigid items and
are indexed to inflation. Per capita spending is low compared with
international peers, further limiting expenditure flexibility.
Liabilities and Liquidity Robustness: 'Weaker'
This assessment reflects the overall weak national framework for
debt and liquidity management and under-developed capital markets
in Uzbekistan. Unlike other sub-nationals, which are not allowed to
incur debt, except intergovernmental budget loans, and cannot issue
guarantees, the city has a limited right to borrow domestically
through its GREs. Subsequently, Tashkent supports these entities in
debt servicing with transfers from its budget.
In 2020-2024, Tashkent serviced several GREs and also long-term
public-private partnership (PPP) obligations from concessions on
utility renovation projects. GRE debt and PPP obligations are
included in the city's adjusted debt calculation. Much of the GRE
debt is denominated in foreign currencies, exposing the city to FX
risk, due to a volatile local currency.
Liabilities and Liquidity Flexibility: 'Weaker'
Tashkent's liquidity is limited to its cash balance, which totalled
UZS770.7 billion at end-2024, supported by sound revenue
performance. Access to debt capital markets is constrained by
national regulation. Most of this cash is restricted as it is
earmarked for specific expenditures. The city is also supported by
a central government liquidity mechanism, which includes short-term
budget loans to cover intra-year cash gaps. The 'BB' rating on the
sovereign, as a provider of additional liquidity, contributes to
the 'Weaker' assessment of this rating factor.
Financial Profile: 'aa category'
Tashkent's financial profile reflects sound primary (payback below
9x) and secondary metrics (fiscal debt burden below 100%), both of
which Fitch assesses at 'aa' under its rating case for 2025-2029.
Fitch anticipates the city's operating balance will average
UZS1,411 billion over 2025-2029, up from UZS1,196 billion in 2024,
but still far below 2020-2023 figures (UZS2,976 on average), under
its rating case. Its operating balance is primarily supported by
revenue from taxes, which is projected to rise to UZS14,737 billion
by 2029, driven by expected expansion of the local economy. This is
counterbalanced by a projected increase in opex, due to continued
high inflation.
Fitch expects the city to continue implementing its capex,
averaging UZS2,545 billion a year over 2025-2029, to support
infrastructure development.
Other Rating Factors
Fich notches down the city's SCP by one level for the asymmetric
risk, related to reporting and transparency issues. This leads to
Tashkent's IDRs being one notch below the Uzbek sovereign's
(BB/Stable).
ESG Governance - Data Quality and Transparency: Tashkent's
transparency of public debt and contingent liabilities lags
international standards. Inconsistent disclosures lead to risks of
underreported liabilities related to GREs.
Short-Term Ratings
Tashkent's Short-Term Foreign-Currency IDR of 'B' correspond to its
'BB-' Long-Term IDRs.
Peer Analysis
Tashkent's 'BB-' Long-Term IDRs are at the same level as Armenia's
Yerevan City and Turkiye's Konya Metropolitan Municipality, both of
which have stronger SCPs but are capped by their 'BB-' sovereign
ratings. It is rated above another Turkish local and regional
government, Balikesir Metropolitan Municipality, reflecting
Tashkent's stronger financial profile due to lower debt, and below
those of Kazakhstan's City of Almaty and Brazil's State of Sergipe,
which benefit from stronger financial profiles due to low debt and
healthy operating balances.
Issuer Profile
Tashkent is the capital of Uzbekistan, and its political and
financial centre. It is the country's largest city, accounting for
8% of its population. Tashkent's 2024 GDP per capita was 2.3x
higher than the national figure of UZS39.5 million.
Key Assumptions
Qualitative assumptions:
Risk Profile: 'Weaker'
Revenue Robustness: 'Weaker'
Revenue Adjustability: 'Weaker'
Expenditure Sustainability: 'Weaker'
Expenditure Adjustability: 'Weaker'
Liabilities and Liquidity Robustness: 'Weaker'
Liabilities and Liquidity Flexibility: 'Weaker'
Financial Profile: 'aa'
Asymmetric Risk: '-1'
Support (Budget Loans): 'N/A'
Support (Ad Hoc): 'N/A'
Rating Cap (LT IDR): 'N/A'
Rating Cap (LT LC IDR) 'N/A'
Rating Floor: 'N/A'
Quantitative assumptions - Issuer Specific
The rating action is driven by the following assumptions for
reference metrics under its 2025-2029 rating case:
- Payback ratio: minimum of 7.4x in 2029
- Fiscal debt burden: below 100% in 2025-2029
Fitch's through-the-cycle rating case incorporates a combination of
revenue, cost and financial risk stresses. It is based on 2020-2024
published figures and its expectations for 2025-2029:
- Operating revenue growth on average at 10.3% a year, driven by
economic growth
- Opex growth on average at 10.5% a year, due to a moderation in
inflation
- Negative net capital balance on average at UZS1,539 billion a
year, due to the city's capex programme
- Average 15.1% cost of debt, driven by key local rates
Quantitative assumptions - Sovereign Related
n/a
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A revision of the SCP to below 'bb-', due to the deterioration of
the debt payback above 8x under Fitch's rating case, would lead to
a downgrade of Tashkent's IDRs.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
An upward revision of the SCP to above 'bb-', underpinned by
improved transparency of GRE debt reporting or a debt payback below
6x on a sustained basis, may lead to an upgrade.
ESG Considerations
Tashkent has an ESG Relevance Score of '5' for Data Quality and
Transparency due to limitations on the quality and timeliness of
financial data, including the transparency of public debt and
contingent liabilities that lags international standards. This has
a negative impact on the credit profile, and is highly relevant to
the rating, resulting in a lower rating.
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.
Discussion Note
There was an appropriate quorum at the committee and the members
confirmed that they were free from recusal. It was agreed that the
data was sufficiently robust relative to its materiality. During
the committee no material issues were raised that were not in the
original committee package. The main rating factors under the
relevant criteria were discussed by the committee members. The
rating decision as discussed in this rating action commentary
reflects the committee discussion.
Entity/Debt Rating Prior
----------- ------ -----
Tashkent City LT IDR BB- Affirmed BB-
ST IDR B Affirmed B
LC LT IDR BB- Affirmed BB-
===========
S W E D E N
===========
POLYGON GROUP: Fitch Lowers LongTerm IDR to 'B-', Outlook Negative
------------------------------------------------------------------
Fitch Ratings has downgraded Polygon Group AB's (Polygon) Long-Term
Issuer Default Rating (IDR) to 'B-' from 'B'. The Outlook is
Negative. Concurrently, Fitch has downgraded Polygon's first-lien
senior secured debt to 'B-' from 'B'. The Recovery Rating is
'RR4'.
The downgrade reflects a sharp deterioration in Polygon's EBITDA in
2025 versus its previous expectations, due mainly to extraordinary
dry weather in 1H25, plus continued underperformance in France and
the UK. This leads to higher near-term leverage, plus weaker
interest coverage, free cash flow (FCF) and liquidity. Fitch
expects a gradual recovery in 2026 on normalising weather
conditions, progress in restructuring and cost savings initiatives.
However, Fitch forecasts Polygon's EBITDA leverage to remain above
7x by end-2027.
The Negative Outlook mainly reflects weakening financial
flexibility due to expected negative FCF in 2025-2026. Any delays
in expected EBITDA improvement would further reduce the group's
limited liquidity, leading to a further rating downgrade.
Key Rating Drivers
Weaker-than-Expected Profitability: Polygon considerably
underperformed Fitch's expectations in 1H25, as extraordinary dry
weather conditions were compounded by continued underperformance in
France and the UK. Fitch expects nominal Fitch-defined EBITDA in
2025 to be EUR65 million-70 million, about a third lower than its
previous projections, leading to negative FCF. Fitch expects a
gradual improvement in EBITDA to about EUR95 million in 2026 on
normalising weather conditions, continued progress in the
restructuring of the UK and France units and new cost-saving
initiatives for 2H25.
The weak 1H25 trading performance reflected exceptionally dry
conditions across Europe, most notably in Polygon's largest markets
of Germany and the Nordics. It mainly affected the group's water
damage restoration division, leading to a mid-single digit organic
decline in the group's overall revenue in 2Q25, together with
sharply lower margins. Weather conditions normalised in 3Q25, which
Fitch expects to continue for the rest of 2025 and across the
forecast horizon to 2028.
Limited Financial Flexibility: Fitch expects weakening financial
flexibility due to temporarily negative FCF in 2025 and 2026. Fitch
forecasts limited total liquidity of EUR30 million-35 million at
end-2025, including a EUR25 million undrawn revolving credit
facility (RCF). Any delays in expected EBITDA improvement could
further reduce the group's liquidity buffer. Downside risk is
exacerbated by continued high interest costs, ongoing
restructuring, a challenging supply-side environment and continued
investments to support Polygon's organic growth.
High Leverage, Delayed Deleveraging: Fitch expects high near-term
leverage and delayed deleveraging due to lower profitability
forecast. Fitch projects Polygon's EBITDA leverage to peak at about
11x at end-2025 due to temporarily constrained EBITDA. Fitch
expects leverage to remain above 7x by end-2027 despite expected
improvement in the group's profitability.
Restructuring Progress in UK: Polygon has made restructuring
progress mainly in the UK in 1H25 and Fitch expects gradually
improving profitability also in France from 2H25. The group has
appointed new local management in France, following earlier
leadership changes in the UK, in a move to address the prolonged
margin weakness in both markets driven by a mix of managerial,
operational and integration challenges. Management has established
an action plan to address underperformance, and Fitch assumes a
gradual margin recovery in both markets.
Sound Business Profile: Fitch views Polygon's business profile as
solid, despite exposure to weather-related events and a recently
slow cost adjustment, with leading positions in a niche market with
low cyclicality, and a contract-based income structure, which is
strong for the rating. It has operations in 18 countries, providing
healthy geographic diversification, albeit with some dependence on
Germany.
Strong Customer Relationships: Polygon's service offering is
well-diversified, which should attract larger insurance company
customers as it enters new markets. Fitch views its dependence on
insurance companies, which generate close to two-thirds of total
revenue, as a manageable concentration risk for a 'B' category
business services company. Relationships are generally based on
multi-year contracts, albeit with some mismatch between Polygon's
cost inflation and contractual revenue escalation, with a very high
retention rate.
Leading Position in Niche Market: Polygon is the dominant
participant in the European property damage restoration market with
a leading position in Germany, the UK, Norway and Finland. Polygon
estimates its share in the key German market to be in the mid-teens
percentage. The sector is highly fragmented, with many smaller and
often family-owned businesses. Size is an important competitive
advantage in the niche market. Polygon secures framework agreements
with major insurers, which increasingly prefer larger providers
that can offer comprehensive, add‑on services.
Peer Analysis
Polygon has no direct peers in Fitch's portfolio. Its framework
agreements with major property insurance providers and leading
market positions in Germany, the UK and the Nordics limit
volatility of profitability, provide some barriers to entry and
enhance operating leverage.
Polygon's business profile is broadly in line with than that of
Sweden-based leading provider of installation and service solutions
Assemblin Caverion Group AB (B/Positive). Assemblin Caverion's
larger scale of operation is offset by Polygon's broader
geographical footprint and lower direct exposure to the cyclical
construction end-market. Both companies have leading market
positions, a large number of customers, a high share of contract
revenue and an active M&A-driven strategy. Polygon is smaller than
Nordic building products distributors Quimper AB (Ahlsell,
B+/Negative) and Winterfell Financing S.a.r.l. (Stark Group,
B-/Stable).
Polygon's financial profile is weaker than that of Assemblin
Caverion, Ahlsell and Stark Group, due mainly to expected higher
leverage and limited financial flexibility.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- Total revenue of about EUR1.4 billion in 2025, followed by
mid-single-digit revenue growth in 2026-2028
- Total acquisition expenditure (including earn-outs) of about
EUR16 million in 2025, EUR5 million in 2026 and EUR20 million
annually in 2027-2028
- Fitch-defined EBITDA margin at 4.7% in 2025, followed by
increases of about 1.5pp in 2026 and 0.5pp in 2027, driven by
weather normalisation and restructuring
- Broadly neutral working capital in 2025, and working capital
outflow at 0.5%-0.7% of revenue in 2026-2028
- Annual capex at 1.9%-2.3% of revenue in 2025-2028
- No dividends in 2025-2028
Recovery Analysis
- The recovery analysis assumes that Polygon would be restructured
as a going concern (GC) rather than liquidated in a default. It
mainly reflects its strong market position and customer
relationships and the potential for further consolidation in the
fragmented property damage restoration sector.
- Fitch assumes that debt mainly comprises a first-lien EUR90
million RCF (assumed full drawdown), EUR575 million term loan B
(TLB) and a second-lien EUR120 million TLB.
- Fitch applies a distressed multiple of 5.0x to EBITDA calculate a
GC enterprise value, reflecting Polygon's market-leading position,
strong operating environment, a loyal customer base and potential
for growth via the consolidation of the property damage restoration
sector. The multiple is limited by Polygon's small size and
significant reliance on insurance companies in Germany.
- The GC EBITDA estimate of EUR65 million reflects Fitch's view of
a sustainable, post-reorganisation EBITDA level on which Fitch
bases the EV. Stress on EBITDA would most likely result from M&A
integration issues reducing profitability, effectively representing
a post-distress cash flow proxy for the business to remain a GC.
- After deducting 10% for administrative claims, its waterfall
analysis generates a ranked recovery for the senior first-lien
secured debt in the Recovery Rating 'RR4' band, indicating a 'B-'
instrument rating for the group's TLB and RCF.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Weakening financial flexibility due to sustained negative FCF
after acquisitions or exhausted liquidity headroom with material
drawings under the RCF
- EBITDA gross leverage above 8.0x on a sustained basis
- EBITDA interest coverage below 1.5x on a sustained basis
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA gross leverage below 6.5x on a sustained basis
- Positive FCF after acquisitions on a sustained basis leading to
an improving liquidity buffer
- EBITDA interest coverage above 2.0x on a sustained basis
Liquidity and Debt Structure
At 30 June 2025, Polygon's total liquidity of about EUR65 million
comprised an undrawn about EUR48 million from a EUR90 million
committed RCF due 2028 (after considering about EUR11 million of
bank guarantees) and about EUR15 million readily available cash.
Fitch estimates negative FCF in 2H25 leading to EUR30 million-35
million total liquidity at end-2025. Polygon has no major
short-term debt maturities as the debt structure is concentrated on
a EUR575 million senior secured TLB due in 2028 and a EUR120
million second-lien credit facility due in 2029.
Issuer Profile
Polygon is a Sweden-based leading provider of property damage
restoration and control services with a presence in 18 countries.
Its service offering focuses on water and fire damage restoration,
and its main direct customers are insurance companies.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
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
----------- ------ -------- -----
Polygon Group AB LT IDR B- Downgrade B
senior secured LT B- Downgrade RR4 B
REDHALO MIDCO: Moody's Alters Outlook on 'B2' CFR to Negative
-------------------------------------------------------------
Moody's Ratings changed Redhalo Midco (UK) Limited's (group.one or
the company) outlook to negative from stable. Concurrently, Moody's
have affirmed group.one's B2 long term corporate family rating and
B2-PD probability of default rating, as well as the B2 ratings of
the senior secured term loan B5 and senior secured revolving credit
facility (RCF).
RATINGS RATIONALE
The rating action considers group.one's recent operating
performance and financial policy actions. Results were below prior
expectations, which, together with the potential continued pursuit
of debt-funded acquisitions that characterise the online presence
solution markets, have delayed, and could prevent, a sustained
improvement in credit metrics to inside the B2 CFR expectations.
Moody's estimates Moody's-adjusted leverage to be around 7.3x as of
year-end September 2025. This represents an increase in leverage
compared to prior fiscal years (6.5x and 6.3x respectively in
fiscal years ending in September 2024 and 2023), driven by
underperformance on a company-adjusted EBITDA level and a
significant increase in company-defined exceptional items, which
Moody's mostly expense to get to Moody's-adjusted EBITDA, as well
as an increase in gross debt. Analogously, Moody's-adjusted free
cash flow to debt remains at low single digits level. Both metrics
are outside the expectations for the B2 CFR.
Moody's expects continued EBITDA growth and a significant decline
in exceptional items that may lead to an improvement of credit
metrics towards the B2 expectations over the next 12 to 18 months.
However, the estimated improvement in profitability carries some
execution risk, as reflected in recent business performance.
Additionally, Moody's sees the risk that the company will continue
to pursue debt funded acquisitions, and in the process not
sustainably improve credit metrics inside the B2 CFR expectations.
Group.one's high profitability and operational leverage; underlying
free cash flow generation capacity; and the high share of
contracted revenues that provides good revenue predictability, all
support the B2 CFR. Conversely, the company's limited scale, the
fragmented and competitive mass-market web services industry with
low barriers to entry, and the company's acquisitive business model
that may lead to a delay in the expected leverage reduction all
constrain the rating.
RATING OUTLOOK
The negative outlook balances group.one's potential to improve
credit metrics to levels commensurate with the B2 CFR triggers over
the next 12 to 18 months with execution risk and the company's
acquisitive nature that may prevent a sustained leverage reduction
to inside the expectations of the B2 CFR.
LIQUIDITY
Group.one has adequate liquidity, supported by EUR35 million of
cash available on balance sheet as of September 2025, EUR72 million
available under the EUR120 million revolving credit facility (RCF),
and Moody's expectations of positive FCF over the next 12 to 18
months. The RCF is subject to a springing financial covenant, which
requires senior secured net leverage to remain below 10.85x and is
tested if the RCF is drawn by more than 40%. Moody's do not expect
the covenant to apply but estimate good cushion.
STRUCTURAL CONSIDERATIONS
The senior secured bank credit facilities are rated B2, at the same
level as the CFR, reflecting their pari passu ranking and upstream
guarantees from operating companies. The senior secured credit
facilities mainly benefit from first ranking transaction security
over shares, bank accounts and intragroup receivables of material
subsidiaries. Moody's typically view debt with this type of
security package to be akin to unsecured debt. However, the credit
facilities benefit from upstream guarantees from operating
companies accounting for at least 80% of consolidated EBITDA.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Positive rating pressure could develop if the company continues to
improve its business profile and grow its revenue and EBITDA;
Moody's-adjusted leverage (R&D capitalised) improves to below 5.0x;
Moody's-adjusted FCF/debt improves towards 10%; and
Moody's-adjusted (EBITDA – capital expenditures) / interest
expense improves towards 3.0x, all on a sustained basis. Adequate
liquidity and financial policy clarity are also important
considerations.
Conversely, negative rating pressure could develop if the company's
revenue and EBITDA growth is weaker than expected or financial
policies are such that Moody's no longer expect Moody's-adjusted
leverage (R&D capitalised) to improve below 6.0x; Moody's-adjusted
FCF/debt to improve above 5%, or Moody's-adjusted (EBITDA –
capital expenditures)/ interest expenses to improve towards 2.0x by
2025, all on a sustained basis; or if liquidity deteriorates.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Headquartered in Malmö, Sweden, group.one is a provider of
webhosting solutions including domain, website builder, email and
calendar management, marketing and software-as-a-service solutions.
The company has around 2 million customers, mostly small and
medium-sized enterprises (SMEs) and private individuals, and
established market positions in its core Northern European markets
of the Netherlands, Sweden, Norway, Denmark, Belgium, Finland and
the DACH-region.
In the last twelve months to June 2025, group.one generated EUR367
million revenue and EUR159 million company-adjusted EBITDA. The
company is majority owned by private equity firm Cinven, with
Ontario Teachers' Pension Plan and management holding minority
stakes.
===========
T U R K E Y
===========
MERSI ULUSLARARASI: Fitch Affirms BB- Rating on $600MM Unsec. Notes
-------------------------------------------------------------------
Fitch Ratings has affirmed Mersin Uluslararasi Liman Isletmeciligi
A.S.'s USD600 million senior unsecured notes at 'BB-'. The Outlook
is Stable.
RATING RATIONALE
The rating affirmation reflects Mersin's dominant market position
in its catchment area, its location and strong connectivity to its
industrial hinterland and its diversified goods mix, which mitigate
the volatility of its domestic and export markets. Its weak,
single-bullet debt structure weighs on the rating, although the
refinancing risk associated with the bullet bond is largely
mitigated by its moderate leverage.
Mersin's rating remains constrained by Turkiye's 'BB-' Country
Ceiling and aligned with the sovereign rating due to the port's
linkages to the country's economic and regulatory environment.
KEY RATING DRIVERS
Revenue Risk - Volume - 'Midrange'
Industrial Hinterland, Exposed to Macroeconomic Volatility: Mersin
is Turkiye's largest export-import port and the largest port in
containerised throughout. The volume mix is diversified and
balanced between imports and exports, but volatile. The port
benefits from an industrial hinterland and has annual container and
conventional cargo capacity of 2.6 million 20-foot equivalent unit
(TEUs) and 10 million tons, respectively. Mersin has lost some of
its market share since 2015 to its main competitor, Limak
Iskenderun Uluslararasi Liman Isletmeciligi A.S., due to the
latter's competitive rates. Mersin had a market share of just over
70% in 1H25.
Revenue Risk - Price - 'Midrange'
Unregulated US Dollar Tariffs: Mersin's concession allows for
considerable pricing flexibility, subject to restrictions on
excessive or discriminatory pricing. While these restrictions have
not been enforced historically, there may now be increased
government oversight or constraints on tariff increases, though
Mersin has historically been able to adjust tariffs. The typical
contract length with Mersin's customers is, on average, short at
one-to-two years, and includes volume-related incentives.
Mersin's fees are almost 100% set and largely paid in US dollars.
The remaining local-currency payments are settled weekly in
dollars, so depreciation of the Turkish lira does not have a direct
impact on Mersin's tariffs. Most operational expenses are
lira-denominated and Mersin has successfully passed on increased
costs of operations in inflationary periods to customers through
tariff adjustments. However, the operating margin continued to
decline in 2024 due to inflationary pressures. Fitch has considered
these factors in the rating case.
Infrastructure Dev. & Renewal - 'Midrange'
Extensive Investment Plan: Mersin's current container handling
capacity is 2.6 million TEUs. After the completion of its EMH Phase
I in 2016, it began constructing EMH II, which is scheduled to be
completed in 2026. EMH II will further enhance the company's
competitiveness in the region and increase container handling
capacity to 3.6 million TEUs from 2.6 million TEUs. Management
expects additional capacity from this expansion to start in 2H25
and reach 100% in 2026.
Debt Structure - 'Weaker'
Refinance Risk, Unsecured Debt: Mersin issued a five-year 8.5%
yield (coupon 8.25%) USD600 million US dollar-denominated bullet
bond in 2023 to refinance its existing USD600 million outstanding
debt. No material covenants protect debt holders, apart from a 3.0x
net debt/EBITDA incurrence-based covenant. The senior debt does not
benefit from a security package.
Financial Profile
Under Fitch's rating case, projected net debt/EBITDA will average
about 2.0x between 2025 and 2029. Leverage is low, but Mersin's
rating is capped by Turkiye's Country Ceiling and aligned with the
sovereign rating.
PEER GROUP
Mersin's main peer is Limak Iskenderun Uluslararasi Liman
Isletmeciligi A.S. (B-/Negative), which also operates in the
eastern Mediterranean. Limak is an export-import-oriented port with
lower tariffs than Mersin due to its need to compete on price
versus bigger ports in the region, including Mersin. Limak's debt
structure is fully amortising compared with Mersin's bullet debt
structure, so it is not exposed to refinancing risk.
Limak's operations were temporarily halted after the earthquake hit
Turkiye in February 2023, partially resuming in April of the same
year. As of now, Limak is operating at 80% of its total port
capacity. Limak's lower rating and Negative Outlook reflect the
continued reliance of debt sustainability on sustained, material
volume growth, particularly given ongoing uncertainty arising from
Red Sea disruptions.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Negative action on Turkiye's sovereign ratings and Country
Ceiling
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Positive action on Turkiye's sovereign ratings and Country
Ceiling
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Mersin Uluslararasi
Liman Isletmeciligi A.S.
Mersin Uluslararasi
Liman Isletmeciligi
A.S./Project Revenues
- Senior Secured Debt/1 LT LT BB- Affirmed BB-
===========================
U N I T E D K I N G D O M
===========================
AMBIENT SUPPORT: Begbies Traynor Named as Administrators
--------------------------------------------------------
Ambient Support Limited was placed into administration proceedings
in the High Court of Justice Business and Property Courts in
Birmingham, Court Number: CR-2025-000560, and Julie Anne Palmer and
Andrew Hook of Begbies Traynor (Central) LLP were appointed as
administrators on Oct. 15, 2025.
Ambient Support engaged in care home/support for disability and
people with mental health needs.
Its registered office is at Kingfisher House, 21-23 Elmfield Road,
Bromley, BR1 1LT
The joint administrators can be reached at:
Julie Anne Palmer
Andrew Hook
Begbies Traynor (Central) LLP
Units 1-3 Hilltop Business Park
Devizes Road, Salisbury
Wiltshire SP3 4UF
Any person who requires further information may contact:
Elizabeth Gatehouse
Begbies Traynor (Central) LLP
Email: elizabeth.gatehouse@btguk.com
Tel No: 01722 435190
CD&R AND WSH: Fitch Assigns 'B+' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has published CD&R and WSH Limited's (WSH) Long-Term
Issuer Default Rating (IDR) of 'B+' with a Stable Outlook. Fitch
has also published WSH Services Holding Limited's GBP589 million
senior secured term loan B's (TLB) 'B+' rating with a Recovery
Rating of 'RR4'. Fitch has also assigned its new EUR400 million
senior secured TLB an expected rating of 'B+(EXP)' and 'RR4'.
The IDR reflects WSH's moderate scale and limited geographical
presence compared with its peers. This is balanced by the group's
robust business model, and strong EBITDA and free cash flow (FCF)
margins. The Stable Outlook reflects the group's ability to sustain
profitable growth, supporting adequate to mildly improving credit
metrics, including a reduction of its temporarily high leverage.
The final rating on the new TLB is contingent on the receipt of
final documents conforming to information already reviewed.
Key Rating Drivers
Temporarily Exhausted Leverage Headroom: Fitch projects EBITDA
leverage to rise to 6.0x in 2025, slightly above the rating
sensitivity, due to a largely debt-funded dividend
recapitalisation. Strong earnings growth and cash conversion should
rebuild leverage headroom, with EBITDA leverage easing to about
5.6x in 2026 and further in 2027.
Fitch assesses the execution risk associated with deleveraging as
limited, even though Fitch views the dividend recap as aggressive.
Fitch believes WSH's intrinsically highly profitable and cash
generative operations will allow it to quickly restore leverage
headroom, which Fitch has reflected in the Stable Outlook. However,
further shareholder-friendly actions may signal higher risk
tolerance and could put the ratings under pressure.
Positive FCF Generation: Fitch projects sustained positive FCF
generation over 2026-2028, strengthening the group's liquidity and
strongly supporting the rating. This is underpinned by profitable
EBITDA expansion, low capex intensity and structurally negative
trade working capital. In 2025, FCF will be temporarily distorted
by a one-off working capital outflow linked to the inclusion of an
additional payroll period, which should mostly unwind next year.
Fitch estimates that the cash build-up will likely be reinvested in
small bolt-on acquisitions, given the highly fragmented industry
and the benefits of scale.
Niche Scale but Robust Operations: Moderate scale is one of the
rating constraints, with EBITDA estimated to remain below Fitch's
positive sensitivity by end-2027 and geographic concentration in
the UK. This is mitigated by WSH's robust operations stemming from
its more bespoke and decentralised approach than larger
international peers', plus flexibility in its contract structure
with the ability to pass on costs. This allows the group to achieve
strong profitability despite a lack of scale. WSH's consistently
high organic sales growth over the last 15 years also implies an
increasing share in its core UK market.
Strong Performance; European Turnaround: Fitch expects continued
organic sales growth and broadly stable profit margins, supported
by new business wins and effective cost pass-through. Fitch
projects EBITDA to rise in 2025 and beyond, driven by growth in the
UK and Europe. This is underpinned by 1H25 outperformance versus
plan and strong 2024 results that exceeded both the group's and
Fitch's projections. WSH is building out its European operations to
unlock synergies and support growth. Some limited execution risk
remains around planned cost-reduction initiatives.
Weak Interest Coverage: Fitch projects EBITDA interest cover to
remain slightly above 2.0x in 2025 before increasing towards 2.4x
in 2027, which is on the weaker side of Fitch-rated non-investment
grade business services constituents. WSH's low coverage is
mitigated by its cash-generative business model. Fitch expects
coverage to improve despite higher debt, but to remain below 3.0x,
helped by effective interest hedging and profitability growth.
Supporting Sector Fundamentals: WSH, as one of the well-established
UK contract caterers with growing operations in Europe, is
adequately placed to capitalise on favourable sector fundamentals,
supported by continuing outsourcing, differentiation through
premium and specialised services, and technology-enabled operating
efficiencies to offset pressures from cost inflation and staffing
challenges.
Peer Analysis
WSH is rated at the same level as Elior Group S.A. (B+/Positive),
with the latter benefitting from a single-notch uplift from its 'b'
Standalone Credit Profile due to links with a stronger parent
Derichebourg S.A. (BB+/Stable). Elior has greater scale, wider
geographic diversification and a broader service range, but its
credit profile is constrained by weaker profitability and negative
to neutral FCF generation. WSH is also less leveraged than Elior
and benefits from a more resilient business profile with more
effective cost pass-through mechanisms.
WSH shares some similarity with casual dining operators through its
concession and hospitality segment. WSH is rated three notches
above Wheel Bidco Limited (CCC+), a pizza restaurant operator in
the UK. WSH's higher rating reflects the greater resilience of its
business to inflationary pressures and weakened consumer sentiment,
its stronger revenue visibility with limited execution risks and
lower projected leverage. Its capex-light model in comparison to
the casual dining sector also supports sustained positive FCF
generation.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- High single-digit organic revenue growth in 2025, followed by
mid-single-digit growth to 2027
- High-single digit EBITDA margins between 2025 and 2027
- Cash outflow under working capital due to an extra period in the
2025 trading year, which includes additional payroll, followed by a
reversal and broadly neutral working capital impact to 2027
- Capex slightly below 2% of revenues in 2025-2027
- No debt-funded M&A
Recovery Analysis
The recovery analysis assumes that WSH would be reorganised as a
going-concern in bankruptcy rather than liquidated.
Its analysis applies a discount of around 40% to Fitch-estimated
2025 EBITDA as distressed going-concern EBITDA, at which WSH's
leverage would become untenable, endangering the sustainability of
its business model. Fitch applies a 5.0x distressed enterprise
value/EBITDA multiple, reflecting the underlying value of WSH's
defensible market share in the education business and its coverage
of many blue-chip corporates. This multiple is aligned with
Elior's.
Fitch assumes WSH's first-lien secured GBP115 million revolving
credit facility (RCF) is fully drawn and first-lien secured
acquisition and capex facility (ACF) of GBP55 million is half drawn
in a restructuring. Fitch also assumes that minor debt at operating
companies of around GBP7 million, including GBP5.4 million deferred
consideration for an acquisition, ranks ahead of the first-lien
secured debt.
Its principal waterfall analysis, after deducting 10% for
administrative claims, generates a ranked recovery in the 'RR4'
band for the senior secured creditors, resulting in a debt rating
of 'B+' for first-lien secured debt, in line with the IDR.
Fitch estimates that senior secured debt will remain within the
'RR4' recovery band following WSH's announced increase of its RCF
to GBP120 million, ACF to GBP80 million and the issuance of the new
EUR400 million TLB, alongside the partial repayment of its existing
GBP589 million TLB.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Inability to achieve consistent EBITDA growth due to weakened
ability to pass through cost increases, sharply slower sales growth
in the UK or unsuccessful expansion in continental Europe
- EBITDA leverage above 5.5x on a sustained basis
- EBITDA interest coverage below 2.2x on a sustained basis
- FCF deteriorating towards neutral
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Continued growth in the UK and successful expansion to
continental Europe, leading to a major improvement in earnings
diversification and profitability, with EBITDA increasing above
GBP200 million, in combination with the following
- Maintenance of high revenue visibility and strong market position
in the UK
- EBITDA leverage below 4.5x on a sustained basis, supported by a
consistent financial policy
- EBITDA interest coverage above 3x on a sustained basis
- Mid-single-digit FCF margins
Liquidity and Debt Structure
Fitch projects WSH's cash balance to decline in 2025, due to
one-off working capital outflows and non-recurring equity
payments.
Liquidity is supported by an undrawn GBP115 million RCF, which
Fitch expects to rise to GBP120 million after today's funding
transaction, and by a GBP80 million ACF, also to be increased from
GBP55 million. Positive FCF generation should sustain comfortable
available liquidity headroom and build cash over the rating
horizon, likely to be used for bolt-on acquisitions.
The first-lien RCF and first-lien TLBs mature in 2030 and 2031,
respectively.
Issuer Profile
WSH is the parent company for leading brands operating in the food
services and hospitality sectors.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
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
----------- ------ --------
CD&R and WSH Limited LT IDR B+ Publish
WSH Services
Holding Limited
senior secured LT B+(EXP) Expected Rating RR4
senior secured LT B+ Publish RR4
CORPUS NOSTRUM: FRP Advisory Named as Administrators
----------------------------------------------------
Corpus Nostrum Limited was placed into administration proceedings
in the High Court of Justice Business and Property Courts of
England and Wales, Insolvency & Companies List (ChD), Court Number:
CR-2025-006766, and Philip Lewis Armstrong and Philip James Watkins
of FRP Advisory Trading Limiteds were appointed as administrators
on Oct. 9, 2025.
Corpus Nostrum, trading as Mandeville Medicines, is a manufacturer
of medicines.
Its registered office is at Enterprise House, Unit 10 Triangle
Business Park, Quilters Way, Stoke Mandeville, Aylesbury, HP22 5BL,
soon to be changed to C/o FRP Advisory Trading Limited, 2nd Floor,
110 Cannon Street London, EC4N 6EU
Its principal trading address is at Mandeville Medicines, Stoke
Mandeville Hospital, Aylesbury, Buckinghamshire, HP21 8AL
The joint administrators can be reached at:
Philip Lewis Armstrong
Philip James Watkins
FRP Advisory Trading Limited
2nd Floor, 110 Cannon Street
London, EC4N 6EU
For further details, contact:
The Joint Administrators
Tel No: 020 3005 4000
Alternative contact:
Chloe Henshaw
Email: Chloe.Henshaw@frpadvisory.com.
DEFINITION HEALTH: Begbies Traynor Named as Administrators
----------------------------------------------------------
Definition Health Limited was placed into administration
proceedings in the High Court of Justice Business and Property
Courts of England and Wales, Court Number: CR-2025-006665, and
Jonathan James Beard and Jonathan Eames of Begbies Traynor
(Central) LLP were appointed as administrators on Oct. 2, 2025.
Definition Health engaged in business and domestic software
development, and hospital activities.
Its registered office and principal trading address is at 75 Old
Shoreham Road, Hove, East Sussex, BN3 7BX.
The joint administrators can be reached at:
Jonathan James Beard
John Walters
Begbies Traynor (Central) LLP
26 Stroudley Road, Brighton
East Sussex BN1 4BH
For further details, contact:
Jonathan Eames
Begbies Traynor (Central) LLP
E-mail: jonathan.eames@btguk.com
Tel No: 01273 322960
ELECTRO-REPLACEMENT LTD: Quantuma Advisory Named as Administrators
------------------------------------------------------------------
Electro-Replacement Limited was placed into administration
proceedings in the High Court of Justice Business and Property
Courts of England and Wales, Court Number: CR-2025-007001, and
Nicholas Simmonds and Chris Newell of Quantuma Advisory Limited
were appointed as administrators on Oct. 9, 2025.
Electro-Replacement engaged in the wholesale of radio, television
goods & electrical household appliances.
Its registered office is at Lynwood House, 373-375 Station Road,
Harrow, HA1 2AW
Its principal trading address is 1 Moor Park Industrial Centre,
Tolpits Lane, Watford, Hertfordshire, WD18 9EU
The joint administrators can be reached at:
Nicholas Simmonds
Chris Newell
Quantuma Advisory Limited
1st Floor, 21 Station Road
Watford, Herts, WD17 1AP
For further information, contact:
Charlotte Beauchamp
Tel No: 01923 493697
Email: charlotte.beauchamp@quantuma.com
EUROHOME UK 2007-1: Fitch Affirms 'BB+sf' Rating on Class B2 Notes
------------------------------------------------------------------
Fitch Ratings has downgraded Eurohome UK Mortgages 2007-2 plc's (EH
07-2) class B1 and B2 notes and affirmed all other ratings. It has
also affirmed Eurohome UK Mortgages 2007-1 plc (EH 07-1). Fitch has
revised the Outlook both EH 07-1's and EH 07-2's class B1 notes to
Stable from Negative. The Outlook on both transactions' B2 notes is
Negative.
Entity/Debt Rating Prior
----------- ------ -----
Eurohome UK Mortgages
2007-1 plc
Class A XS0290416527 LT AAAsf Affirmed AAAsf
Class B1 XS0290420396 LT A-sf Affirmed A-sf
Class B2 XS0290420982 LT BB+sf Affirmed BB+sf
Class M1 XS0290417418 LT AAAsf Affirmed AAAsf
Class M2 XS0290419380 LT AA+sf Affirmed AA+sf
Eurohome UK Mortgages
2007-2 plc
Class A3 XS0311693484 LT AAAsf Affirmed AAAsf
Class B1 XS0311695778 LT Asf Downgrade A+sf
Class B2 XS0311697394 LT BBB-sf Downgrade BBB+sf
Class M1 XS0311694029 LT AAAsf Affirmed AAAsf
Class M2 XS0311695182 LT AA+sf Affirmed AA+sf
Transaction Summary
EH 07-1 and EH 07-2 are static securitisations of non-conforming
loans originated by DB UK Bank Limited under the "DB Mortgages"
brand. DB UK was established in early 2006 and is a wholly owned
subsidiary of Deutsche Bank AG (DB). DB UK was the UK arm of DB's
global mortgage lending platform and ceased originating in 2007.
KEY RATING DRIVERS
UK RMBS Rating Criteria Updated: The rating actions reflect Fitch's
updated UK RMBS Rating Criteria (see "Fitch Ratings Updates UK RMBS
Rating Criteria" dated 23 May 2025). Key changes include updated
representative pool weighted average foreclosure frequencies
(WAFFs), changes to sector selection, revised recovery rate
assumptions and changes to cashflow assumptions.
The non-conforming sector representative 'Bsf' WAFF has had the
most significant revision. Fitch applies newly introduced
borrower-level recovery rate caps to underperforming seasoned
collateral, for owner-occupied and buy-to-let sub-portfolios in
this case. Fitch now applies dynamic default distributions and high
prepayment rate assumptions rather than the previous static
assumptions.
Stabilising Arrears: The proportion of loans greater than three
months in arrears has decreased to 11.9% from 13.3% at the previous
review (March 2025) for EH 07-1. For EH 07-2 this proportion has
increased slightly to 23.8% from 22.6%. The number of loans greater
than three months in arrears has decreased in both transactions,
suggesting some stabilisation of arrears build-up. Fitch has
treated loans greater than 12 months in arrears as defaulted, which
has affected 5.7% of the total asset balance for EH 07-1 and 11.5%
for EH 07-2.
High Loss Severity: The reported loss severity since March 2020 has
been 31.4% for EH 07-1 and 29.0% for EH 07-2. However, this is
based on a low number of sold possessions. These loss severity
figures imply a recovery rate below Fitch's base case assumption in
its ResiGlobal Model: UK output for both transactions. Fitch will
monitor loss severity rates from any future sold possessions.
Increased Senior Fees: Senior fees have remained high since 2022,
partly due to LIBOR transition-related costs. Fitch addressed this
by modelling scenarios with higher senior fees in the analysis and
assessing the impact. This has contributed to the Negative Outlook
on the class B2 notes for both transactions.
Reserve Fund Below Target: The general reserve fund for EH 07-1 is
at 89.1% of its target amount and has been below target since
December 2023. This has been driven by high senior fees reducing
revenue funds available to replenish the reserve fund. The increase
in senior fees also coincided with macroeconomic deterioration in
the UK where the period of rising interest rates and inflation
resulted in greater late-stage arrears and further compressed
excess spread.
Improving arrears for EH 07-1 will positively affect the
availability of funds to replenish the reserve fund. However, the
trajectory of senior fees remains a key determinant in whether
further draws on the reserve fund are required.
Sequential Principal Payments: Both transactions continue to
amortise sequentially and will do so until maturity, following
irreversible breaches of triggers on cumulative losses and
aggregate balance of foreclosed loans. The sequential amortisation
has led to a build-up in credit enhancement available to the notes
and this has supported the affirmations of the senior notes. This
is despite the general reserve fund for EH 07-1 being below target,
which Fitch has factored into the analysis.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transaction's performance may be affected by adverse changes in
market conditions and the economic environment. Weakening economic
performance is strongly correlated to increasing delinquencies and
defaults that could reduce credit enhancement available to the
notes.
Fitch found that a 15% increase in the WAFF and 15% decrease of the
weighted average recovery rate (WARR) would imply the following for
EH 07-1:
Class A: 'AAAsf'
Class M1: 'AAAsf'
Class M2: 'AA+sf'
Class B1: 'BBBsf'
Class B2: 'B+sf'
Fitch found that a 15% increase in the WAFF and 15% decrease of the
weighted average recovery rate (WARR) would imply the following for
EH 07-2:
Class A: 'AAAsf'
Class M1: 'AAAsf'
Class M2: 'AA+sf'
Class B1: 'BBB-sf'
Class B2: 'Bsf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch found that a 15% decrease in the WAFF and 15% increase of the
weighted average recovery rate (WARR) would imply the following for
EH 07-1:
Class A: 'AAAsf'
Class M1: 'AAAsf'
Class M2: 'AAAsf'
Class B1: 'AA+sf'
Class B2: 'Asf'
Fitch found that a 15% decrease in the WAFF and 15% increase of the
weighted average recovery rate (WARR) would imply the following for
EH 07-2:
Class A: 'AAAsf'
Class M1: 'AAAsf'
Class M2: 'AAAsf'
Class B1: 'AAsf'
Class B2: 'Asf'
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[s] and the transaction[s]. Fitch has not reviewed the results
of any third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Fitch did not undertake a review of the information provided about
the underlying asset pool[s] ahead of the transaction's initial
closing. The subsequent performance of the transaction[s] over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied on for its initial rating analysis
was adequately reliable.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
EH 07-1 and EH 07-2 have an ESG Relevance Score of '4' for Customer
Welfare - Fair Messaging, Privacy & Data Security due to the pools
comprising an interest-only maturity concentration of legacy
non-conforming owner-occupied loans of greater than 20%, which has
a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
EH 07-1 and EH 07-2 have an ESG Relevance Score of '4' for Human
Rights, Community Relations, Access & Affordability due to a
significant proportion of the pools containing owner-occupied loans
advanced with limited affordability checks, which has a negative
impact on the credit profile, and is relevant to the ratings in
conjunction with other factors.
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.
HAVEN ENGINEERING: CG Recovery Named as Administrators
------------------------------------------------------
Haven Engineering 2016 Limited was placed into administration
proceedings in the High Court of Justice Business and Property
Courts of England and Wales, Insolvency & Companies List (ChD),
Court Number: CR-2025-007144, and Wayne MacPherson and Edward
Avery-Gee of CG Recovery Limited were appointed as administrators
on Oct. 14, 2025.
Haven Engineering engaged in support service activities.
Its registered office is at 11066 London Road, Leigh On Sea, Essex,
SS9 3NA.
The joint administrators can be reached at:
Wayne MacPherson
Begbies Traynor (Central) LLP
1066 London Road, Leigh-on-Sea
Essex, SS9 3NA
-- and --
Edward Avery-Gee
CG Recovery Limited
27 Byrom Street
Manchester M3 4PF
For further details, contact:
Yanish Gopee
Begbies Traynor (Central) LLP
Email: yanish.gopee@btguk.com
Tel No: 01702 467255
KIER GROUP: Fitch Alters Outlook on 'BB+' LongTerm IDR to Positive
------------------------------------------------------------------
Fitch Ratings has revised Kier Group Plc's Outlook to Positive from
Stable, while affirming its Long-Term Issuer Default Ratings (IDR)
at 'BB+'.
The revision of the Outlook reflects its expectation of
Fitch-defined EBITDA gross leverage within 1.3x-1.4x between FY27
and FY29 (year-end June), down from 1.5x at FYE26, the positive
rating sensitivity. This will be primarily driven by continued
growth in EBITDA due to increased order execution, coupled with no
increase in gross debt. The Outlook revision also factors in
expected positive free cash flow (FCF) for the company across
FY26-FY29.
The rating reflects Kier's continued bidding discipline with strong
pass-through mechanisms and revenue visibility and a solid market
position as a leading engineering and construction (E&C) company in
the UK's construction sub-sector.
Key Rating Drivers
Declining Gross Leverage: Fitch forecasts Kier's Fitch-defined
EBITDA leverage will be unchanged at 1.5x at FYE26, compared with
FYE25, before falling to 1.3x-1.4x across FY27-FY29. This leverage
improvement will be driven by growth in revenue and stable
profitability across the construction and infrastructure subsectors
and improvement in the property business, alongside flat gross
debt. Fitch expects the company to maintain a strong available cash
balance with a net cash position over the short-to-medium term,
supported by its financial policy.
Positive FCF: Fitch expects Kier to maintain positive FCF during
FY26-FY29. This will be supported by stable operating profitability
across its infrastructure and construction subsectors, with
expected improvements in property further boosting performance and
thereby driving deleveraging. Fitch expects healthy cash conversion
to continue as Fitch forecasts a neutral to slightly negative
change in working capital, dividend payments covered 3x by,
earnings, and lower capex at 0.5% of revenue across FY26-FY29.
Strong Revenue Visibility: Kier has strong revenue visibility,
supported by its expanding order book and healthy pipeline of
opportunities. Its order book increased to GBP11 billion at FYE25
(FYE24: GBP10.8 billion) due to new orders from infrastructure and
construction. The company is well-positioned to benefit from
continued strong government investments in infrastructure and
construction. Fitch forecasts Kier's book-to-bill ratio at about
1.0x for FY26-FY29.
Capital Deployment Strategy: Kier plans to use its excess cash to
expand its property portfolio — potentially generating stable
dividends or additional profits upon asset maturity. Fitch
forecasts the company's property business would start delivering a
13%-16% return on capital employed from FY28. Overall, Fitch
forecasts cumulative net cash outflows of about GBP46 million over
FY26-FY29 to fund these property investments.
Effective Contract Risk Management: Kier's solid bidding strategy,
where about 60% of its overall order book is cost-plus or
target-cost with pass-through clauses embedded in contracts,
supports margin stability. Most of the remaining contracts include
a two-stage negotiation process, allowing the company to share
project risk and price contracts accordingly during inflationary
times. Fitch expects Kier will maintain contract-risk management
procedures in line with investment grade peers'.
Geographical Concentration Risk: Kier's rating is constrained by
its single geography concentration, operating almost exclusively in
the UK. However, this risk is mitigated by its strong presence
across various framework agreements resulting in strong order book
size and subsector diversification. The company has project
diversification, with the top 10 customers accounting for less than
40% of the overall order value (temporarily higher given the scale
of HS2), and where each project has a limited scale.
Peer Analysis
Kier's business profile is weaker than that of other E&C companies,
like Ferrovial SE (BBB/Stable) and Balfour Beatty Plc, but similar
to Webuild S.p.A.'s (BB+/Stable), although with more limited
geographical diversification. Kier has an established strong
domestic market position across its different business subsectors,
coupled with healthy revenue visibility and solid contract risk
management in line with other investment grade E&C groups'.
Kier's scale is smaller than that of Ferrovial, Balfour Beatty and
Webuild, but adequate for its rating. Balfour Beatty has slightly
stronger market diversification due to its exposure to support
services and benefits from stable concessionary assets. Ferrovial
has a higher contribution of recurring dividends from
infrastructure assets and a more attractive concession portfolio,
including toll roads with longer average duration than most peers
and a healthy tariff growth outlook.
Kier has a sound financial profile supported by improving and less
volatile profitability, plus expected positive FCF generation. Its
committed financial discipline provides good liquidity and an
adequate financial structure, although higher-rated peers typically
have lower gross leverage in addition to consistent net cash
positions.
Key Assumptions
- Revenue to rise 3.5%-4.5% annually across FY26-FY29, backed by
increased execution of its order backlog
- Stable EBITDA margin at about 4%-4.2% annually across FY26-FY29,
supported by margins in the order backlog, prudent bidding
discipline for new orders and a higher contribution from the
property portfolio
- Neutral to positive working capital in FY26-FY27 and slight
working capital outflow during FY28-FY29, due to the expected
unwinding of historical working capital inflows, largely
counterbalanced by advances from new orders
- Capex at 0.5% of revenue in FY26-FY29
- Dividends covered by earnings at 3x across FY26-FY29 and share
buybacks, as per management's guidance
- Net cumulative investments in joint ventures (property portfolio)
at GBP46 million across FY26-FY29
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Significant decrease in order backlog or loss of cash flow
visibility
- Negative FCF on a sustained basis
- EBITDA leverage consistently above 2.5x
- Significant restructuring and one-off costs
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA leverage below 1.5x on a sustained basis
- Improvement of quality/diversification of dividend income
streams
- EBITDA margins above 3.5% and low single-digit FCF margins, on a
sustained basis.
Liquidity and Debt Structure
Kier's liquidity is supported by about GBP366 million of readily
available cash (after Fitch's restriction of 2.5% of revenue for
working capital adjustments) and a GBP150 million fully undrawn
committed revolving credit facility (RCF) maturing in March 2027.
Fitch forecasts the company will generate positive FCF across
FY26-FY29.
Kier's capital structure at FYE25 comprised a GBP250 million senior
unsecured bond maturing in February 2029 and a project finance loan
of GBP14 million. Fitch believes Kier will refinance its RCF in
FY26, further improve its financial flexibility due to the extended
maturity.
Issuer Profile
Kier provides specialist design and build capabilities in E&C. It
caters across various business divisions including highways, power,
telecoms, buildings, rail and water.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
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
----------- ------ -------- -----
Kier Group Plc LT IDR BB+ Affirmed BB+
senior unsecured LT BB+ Affirmed RR4 BB+
PGL REALISATIONS: BK Plus Named as Administrators
-------------------------------------------------
PGL Realisations Limited, fka Portcullis Global Ltd, was placed
into administration proceedings in the High Court of Justice,
Business and Property Courts in Birmingham Insolvency and Companies
List (ChD), No. BHM-000524 of 2025, and Kim Richards and Richard
Tonks of BK Plus Limited were appointed as administrators on Oct.
7, 2025.
Its registered office and principal trading address is at Units 3 &
4 Merlin Park, Halesfield 19, Telford, Shropshire, TF7 4FB.
The joint administrators can be reached at:
Kim Richards
Richard Tonks
BK Plus Limited
Azzurri House
Walsall Business Park
Walsall Road, Walsall
West Midlands, WS9 0RB
Tel: 01922 922943
For further information, contact:
Louis Cole
BK Plus Limited
Tel No: 01922 922050
Email: louis.cole@bkplus.co.uk
SATUS 2024-1 PLC: Moody's Lowers Rating on Class E Notes to 'B3'
----------------------------------------------------------------
Moody's Ratings downgraded the ratings of two Notes issued by Satus
2024-1 plc, previously on review for downgrade due to worse than
expected collateral performance. In the action Moody's also
upgraded the ratings of one Note due to increased level of credit
enhancement.
This action concludes the review for Satus 2024-1 plc placed under
review in the action taken on August 08, 2025. Moody's review
focused on the detailed analysis of the expected portfolio
performance including latest default and recovery trends, level of
excess spread, and updated loan-by-loan data.
Moody's affirmed the ratings of the notes that had sufficient
credit enhancement to maintain their current ratings.
GBP332.4M Class A Notes, Affirmed Aaa (sf); previously on Aug 8,
2025 Affirmed Aaa (sf)
GBP49.1M Class B Notes, Upgraded to Aa1 (sf); previously on Aug 8,
2025 Affirmed Aa3 (sf)
GBP40.1M Class C Notes, Affirmed Baa3 (sf); previously on Aug 8,
2025 Affirmed Baa3 (sf)
GBP13.4M Class D Notes, Downgraded to Ba3 (sf); previously on Aug
8, 2025 Ba2 (sf) Placed On Review for Downgrade
GBP11.2M Class E Notes, Downgraded to B3 (sf); previously on Aug
8, 2025 B1 (sf) Placed On Review for Downgrade
RATINGS RATIONALE
The rating action is prompted by worse than expected collateral
performance observed in the collateral portfolio, namely increase
in arrears, defaults and losses, which leads to the increase in the
default probability (DP) assumption. However, the increase in
credit enhancement has offset the negative impact of the higher DP
assumption, supporting the rating of the upgraded Note.
Worse than expected collateral performance
The performance of the transaction has continued to deteriorate
since closing. Total arrears currently stand at 16.78% of current
pool balance showing an increasing trend over the past year.
Cumulative defaults currently stand at 7.90% of original pool
balance, significantly up from 1.96% a year earlier. The cumulative
losses stand at 2.89% of original balance. On the other hand, the
deal shows healthy recoveries representing 63% of cumulative
defaults and a positive annualised gross excess spread averaging
12.49% over the past six months.
Moody's maintained the expected default rate assumption at 13% of
the current pool balance. This resulted in a slight increase in the
default rate assumption, based on the original balance, from 14.19%
to 14.33%, compared to the previous rating action.
Moody's increased the fixed recovery rate at 50% and maintained the
PCE assumption at 31%.
Increase in Available Credit Enhancement
Sequential amortization led to the increase in the credit
enhancement available in this transaction. For instance, the credit
enhancement for the tranche affected by the upgrade increased to
30.40% from 15.74% since closing. On the other hand, the credit
enhancement for the tranches affected by the downgrade increased to
5.07% from 2.51% for Class D, while it remained unchanged at 0% for
Class E, which is currently supported only by the available excess
spread.
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
June 2025.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) an increase in available
credit enhancement and (3) improvements in the credit quality of
the transaction counterparties.
Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.
SHERRIFF'S GATE: KR8 Advisory Named as Administrators
-----------------------------------------------------
Sherriff's Gate Limited was placed into administration proceedings
in the High Court of Justice Business and Property Courts in Leeds,
Insolvency and Companies List (ChD), Court Number:
CR-2025-LDS-001020, and Matthew Mills and James Saunders of KR8
Advisory Limited were appointed as administrators on Oct. 7, 2025.
Sherriff's Gate engaged in residents property management.
Its registered office is at The Porthouse, 75 Lowesmoor, Worcester,
WR1 2RS and it is in the process of being changed to c/o KR8
Advisory Limited, St Andrew’s House, 20 St Andrew Street, London,
EC4A 3AG
Its principal trading address is at RKR Site, Williamson Road,
Worcester, WR4 9AB
The joint administrators can be reached at:
Matthew Mills
KR8 Advisory Limited
St Andrew's House
20 St Andrew Street
London, EC4A 3AG
-- and --
James Saunders
c/o KR8 Advisory Limited
The Lexicon
10-12 Mount Street
Manchester, M2 5NT
For further details, contact:
Billy Long
Tel No: 020 4540 1298
Email: caseenquiries@kr8.co.uk
WSH LOGISTICS: Grant Thornton UK Named as Administrators
--------------------------------------------------------
WSH Logistics Limited was placed into administration proceedings in
the High Court of Justice Business and Property Courts of England
and Wales, Court Number: No 006973 of 2025, and Stephanie WY Baker
and Alistair Wardell of Grant Thornton UK Advisory & Tax LLP were
appointed as administrators on Oct. 8, 2025.
WSH Logistics engaged in transportation support activities.
Its registered office is c/o Grant Thornton UK Advisory & Tax LLP,
11th Floor, Landmark St Peter's Square, 1 Oxford St, Manchester, M1
4PB
Its principal trading address is at Blackmore Park Industrial
Estate, Blackmore Park, Malvern, WR8 0EF
The joint administrators can be reached at:
Stephanie WY Baker
Grant Thornton UK Advisory & Tax LLP
11th Floor, Landmark St Peter's Square
1 Oxford St, Manchester, M1 4PB
Tel No: 0161 953 6900.
-- and --
Alistair Wardell
Grant Thornton UK Advisory & Tax LLP
6th Floor, 3 Callaghan Square
Cardiff, CF10 5BT
Tel No: 029 2023 5591.
For further details, contact:
CMU Support
Grant Thornton UK Advisory & Tax LLP
Tel No: 0161 953 6906
Email: cmusupport@uk.gt.com
11th Floor, Landmark St Peter's Square
1 Oxford St, Manchester, M1 4PB
*********
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