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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

          Monday, October 27, 2025, Vol. 26, No. 214

                           Headlines



D E N M A R K

WINTERFELL FINANCING: Moody's Alters Outlook on B3 CFR to Negative


F R A N C E

SIRONA HOLDCO: Moody's Cuts CFR to Caa3, Outlook Remains Negative


I R E L A N D

ARAN FUNDING 2025-1: S&P Assigns Prelim. 'B-' Rating on Cl. F Notes
BARINGS EURO 2020-1: S&P Assigns B-(sf) Rating on Cl. F-R-R Notes
CITIZEN IRISH 2025: S&P Assigns B-p(sf) Rating on Cl. B-Dfrd Notes
MALLINCKRODT PLC: Register of Members Closed Until Nov. 22


K A Z A K H S T A N

FORTEBANK JSC: Moody's Assigns B3(hyb) Rating to AT1 Capital Notes


L U X E M B O U R G

MILLICOM INTERNATIONAL: Moody's Affirms 'Ba2' CFR, Outlook Stable


S W E D E N

VERISURE MIDHOLDING: S&P Upgrades ICR to 'BB+' on Completed IPO


T U R K E Y

ZORLU ENERJI: Moody's Affirms 'B3' CFR & Alters Outlook to Stable


U N I T E D   K I N G D O M

ARGO BLOCKCHAIN: Plan Participants' Meeting Set for Nov. 5
B&M EUROPEAN: Moody's Puts 'Ba1' CFR Under Review for Downgrade
KIER GROUP: S&P Upgrades ICR to 'BB+' on Strong Performance
MOTION MIDCO: Moody's Lowers CFR to Caa1, Outlook Remains Stable
MOVE INN: FRP Advisory Named as Administrators

NOMAD FOODS: Moody's Affirms 'B1' CFR, Outlook Remains Stable
PHARMANOVIA BIDCO: Moody's Cuts CFR to 'Caa1', Outlook Stable
SBERBANK CIB: Deadline for Proofs of Debt Set for Nov. 10

                           - - - - -


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D E N M A R K
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WINTERFELL FINANCING: Moody's Alters Outlook on B3 CFR to Negative
------------------------------------------------------------------
Moody's Ratings has affirmed the ratings of Winterfell Financing
S.a.r.l. (STARK Group or the company), including the B3 corporate
family rating, the B3-PD probability of default rating, and the B3
ratings on the senior secured bank credit facilities. These
facilities include the outstanding EUR1,345 million Term Loan B
(TLB) and EUR450 million Term Loan B3 (TLB3), both maturing in May
2028, as well as the EUR371 million revolving credit facility (RCF)
maturing in November 2027. The outlook has been changed to negative
from stable.

RATINGS RATIONALE

The change of outlook to negative from stable reflects concerns
about the company's ability to sufficiently reduce leverage well
ahead of upcoming maturities — EUR235 million outstanding RCF due
in November 2027 and EUR1,795 million outstanding TLBs due six
months later—on terms that preserve financial flexibility and the
sustainability of the company's capital structure. Persistent
earnings weakness and negative free cash flow, particularly in the
DACH region, continue to delay tangible recovery, with no material
improvement expected before late 2026.

STARK Group maintains revenue stability through a largely variable
cost structure, a strategic focus on resilient Renovation,
Maintenance, and Improvement (RMI) activities (60-70% of net
sales), and a diversified customer base of small and medium-sized
enterprises (SMEs).Geographic diversification across the
Nordics—where it has consistently delivered positive
like-for-like sales growth for four consecutive quarters, a trend
Moody's expects to continue over the next 12–18 months—and the
UK (bolstered by the well-integrated, debt-funded acquisition of
Saint-Gobain Building Distribution UK in March 2023) partially
offsets weak performance in the DACH region. Net sales remained
stable at EUR7.8 billion in LTM Apr-25, despite DACH revenues
declining to EUR2.4 billion from EUR2.5 billion in fiscal year
2024.

However, earnings and profitability have deteriorated sharply,
driven by global inflationary cost pressures and sustained volume
contraction in the DACH region. These headwinds could not be fully
offset by smart pricing actions or management's cost reduction and
network optimization initiatives, which delivered EUR235 million in
savings over the past two fiscal years. As a result,
company-adjusted EBITDA (post-IFRS 16) declined to EUR369 million
(4.8% margin) in the LTM Apr-25, down from EUR372 million (4.8%) in
fiscal 2024 and EUR456 million (6.5%) in fiscal 2023. Consequently,
Moody's-adjusted debt/EBITDA increased to 10.1x in LTM Apr-25,
compared to 9.2x in fiscal 2024 and 7.0x in fiscal 2023. Over the
next 12–18 months, Moody's expects Moody's-adjusted leverage to
remain elevated and above B3 rating thresholds, albeit improving
from a projected 11.2x by July 2025 to 9.3x by July 2026.

While STARK Group stands to benefit from a potential recovery in
DACH and supportive government initiatives, uncertainties in the
UK—stemming from the recent Stamp Duty Land Tax and pending
fiscal updates from the Autumn Budget in November 2025 —could
result in flat earnings in a downside scenario, compared to the
recovery observed in the first half of fiscal 2025. Combined with
the delayed recovery in Germany, these factors constrain the
company's deleveraging path. Negative free cash flow, driven by
substantial capital expenditure and lease repayments, limits STARK
Group's ability to voluntarily repay debt while maintaining
adequate liquidity. Even after accounting for net disposal proceeds
of EUR60–100 million, internal cash generation remains
insufficient to materially reduce leverage ahead of upcoming
maturities.

RATIONALE OF THE OUTLOOK

The negative outlook reflects Moody's expectations that STARK Group
will continue to exhibit high leverage and negative free cash flow
in fiscal year 2026, as indicated by Moody's-adjusted debt/EBITDA
projected at 9.3x by July 2026, ahead of significant debt
maturities.

The outlook may be revised to stable if STARK Group materially
improves its earnings and free cash flow, resulting in a meaningful
reduction in leverage and successful refinancing of upcoming
maturities. Conversely, failure to restore earnings or secure
refinancing could result in further downward rating pressure.

LIQUIDITY

STARK Group maintains adequate liquidity, supported by EUR203
million unrestricted cash and EUR136 million available committed
RCF as of April 30, 2025. The company also utilizes EUR480 million
committed factoring facilities (EUR293 million drawn, maturing
December 2027) to manage seasonal working capital fluctuations
inherent to the building materials distribution sector. In
addition, STARK Group owns EUR820 million unencumbered real estate
assets, which Moody's expects the company to partially monetize
through disposals to offset periods of negative free cash flow.

In the next 12-18 months, Moody's expects company-reported EBITDA
of EUR320 - 410 million to sufficiently cover cash interest, tax
obligations, and working capital needs, resulting in operating cash
flow of EUR170–190 million. However, Moody's projects elevated
capex (EUR145–155 million, Moody's estimate) and lease principal
repayments (EUR170 million, Moody's estimate) to drive materially
negative free cash flow of up to - EUR122 million in FY25, - EUR190
million in FY26, and - EUR60 million in FY27. While Moody's expects
asset disposals to generate EUR59 million in FY25, EUR85 million in
FY26, and EUR60 million in FY27, these proceeds are unlikely to
support voluntary debt reduction while preserving a year-end cash
balance of EUR260–300 million.

Over the next 12-18 months, Moody's projects RCF utilization will
remain around EUR200 million (54% of total commitment). The senior
secured RCF includes a quarterly springing covenant triggered if
utilization exceeds 40%, imposing a maximum senior secured net
leverage ratio of 9.0x. As of April 2025, STARK Group's ratio stood
at 6.4x. Moody's expects the company to maintain sufficient
headroom under its covenant threshold.

STRUCTURAL CONSIDERATIONS

As of April 30, 2025, STARK Group's capital structure comprises
EUR1,345 million TLB, EUR450 million TLB3, EUR371 million RCF (37%
undrawn), EUR136 million mortgage debt, and EUR36 million other
bank borrowings.

The TLB, TLB3, and RCF rank pari passu in claim priority and
benefit from guarantees provided by operating subsidiaries that
generate at least 80% of consolidated EBITDA. However, these
instruments share a limited security package that consists of
customary share pledges, intragroup receivables, and material bank
accounts. Hence, in Moody's Loss Given Default (LGD) waterfall, the
mortgage debt (which is backed by dedicated collaterals) and trades
payable, rank ahead of the TLB, TLB3, RCF, and other unsecured
operating liabilities (pension obligations and short-term lease
liabilities).

The B3 ratings assigned to the senior secured TLB, TLB3, and RCF,
along with the B3-PD probability of default rating, are in line
with the corporate family rating (CFR). It reflects the relatively
modest quantum of structurally senior real estate debt and trade
payables relative to the total financial obligations, and
incorporates Moody's standard 50% family recovery rate assumption.

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

Positive rating pressure could develop if:

-- STARK Group delivers a consistent growth in earnings;

-- Moody's-adjusted debt/EBITDA declines below 6.0x on a sustained
basis;

-- Moody's-adjusted EBITA/Interest Expense improves above 1.5x on
a sustained basis; and

-- STARK Group consistently generates positive free cash flow

Conversely, negative rating pressure would arise if:

-- STARK Group's earnings fails to improve;

-- Moody's-adjusted debt/EBITDA remains above 6.5x on a sustained
basis;

-- Moody's-adjusted EBITA/Interest Expense fails to improves above
1.0x on a sustained basis; and

-- Liquidity deteriorates, evidenced by persistent negative free
cash flow that is not sufficiently mitigated by asset disposals

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Distribution
and Supply Chain Services published in December 2024.

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.

CORPORATE PROFILE

Headquartered in Frederiksberg, Denmark, STARK Group is a leading
European business-to-business distributor of heavy building
materials, including timber, tools, and hardware. It primarily
serves small and mid-sized construction firms and professional
tradespeople, with some limited exposure to DIY customers. The
company operates through a network of 1,050 branches and
distribution centers across the Nordics (Denmark, Sweden, Finland,
Norway), Germany, Austria, and the UK.


In the last twelve months to April 2025, STARK Group generated EUR8
billion in revenue and EUR369 million in company's-adjusted EBITDA
(post-IFRS 16).

Since January 2021, STARK Group has been owned by private equity
funds managed by CVC Capital Partners.




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F R A N C E
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SIRONA HOLDCO: Moody's Cuts CFR to Caa3, Outlook Remains Negative
-----------------------------------------------------------------
Moody's Ratings has downgraded the long term corporate family
rating of Sirona HoldCo (Seqens or the company) to Caa3 from Caa1.
Concurrently, Moody's have downgraded their probability of default
rating to Caa3-PD from Caa1-PD, as well as the instrument ratings
to Caa3 from Caa1 on Sirona BidCo France's EUR930 million senior
secured term loan B (TLB) and the EUR130 million senior secured
revolving credit facility (RCF), both due 2028. The outlook on both
entities remains negative.

RATINGS RATIONALE

The downgrade is driven by Moody's concerns regarding the
sustainability of Seqens' capital structure given the very high
leverage and weak cash flow generation, which have led to
heightened liquidity and default risk.

Seqens credit quality has materially deteriorated since 2023 mainly
due to challenging competitive dynamics in the global p-Aminophenol
(PAP) market, and sluggish demand dynamics in Seqens' upstream
business. The company's first-half 2025 performance fell short of
expectations, with revenue and EBITDA declining by 20% and 39%,
respectively. This was driven by soft global demand and intensified
competition from Asia. Upstream chemical volumes remain weak, while
specialty ingredients and pharma solutions continue to face pricing
pressure and delays from customers due to the global macroeconomic
uncertainties around tariffs. Generics are under significant
pricing pressure from Indian and Chinese competitors, although
recent US tariffs on Asian products may offer limited relief.

Leverage remains elevated, above 10x, with little prospect for
meaningful deleveraging absent external capital support. Management
is pursuing asset disposals and sale-and-leaseback transactions,
but execution risk is high and expected proceeds are modest. Free
cash flow is projected to remain deeply negative—around EUR140
million in 2025 and EUR93 million in 2026—due to weak earnings,
working capital strain, high interest expense burden and ongoing
investment needs.

LIQUIDITY

Seqens' liquidity position is critically tight. As of June 30,
2025, the group reported a EUR4 million balance in the cash pool
perimeter (excluding the legally restricted CellForCure perimeter
of EUR39 million) and EUR29 million held in China. Management also
considers EUR5.8 million in short-term investments as cash-like.
Headroom under the senior secured leverage covenant is extremely
limited—approximately EUR12 million as of end-June 2025, or EUR38
million when applying the EUR26 million capex carve-out permitted
under the SFA. If the springing covenant test was applied at that
date, the company would have been in breach, with senior secured
net leverage at ~10.0x versus the 8.8x covenant threshold.

OUTLOOK

The negative outlook reflects the possibility of further downgrade
due to potentially lower recovery expectations compared to those
implied by the current rating, in the case of a debt restructuring.
It also captures the risk that Seqens' underlying earnings
trajectory remains weak and that its Moody's-adjusted FCF
generation is expected to remain negative in the next 12-18 months
exacerbated by high volume of debt relative to earnings.

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

Ratings could be upgraded in case of substantial improvements in
Seqens' operating performance, cash flow generation, and liquidity
leading to a more sustainable capital structure, or higher recovery
expectations compared to those implied by the current rating.

Conversely, a downgrade could be triggered if there is a further
deterioration in Moody's recovery estimates in the event of a debt
restructuring.

PRINCIPAL METHODOLOGY

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

Seqens' Caa3 rating is two notches below the Caa1
scorecard-indicated outcome due to the heightened liquidity risk
and potentially lower recovery expectations compared to those
implied by a Caa1 rating.

COMPANY PROFILE

Seqens, headquartered in Ecully, France, is a producer of small
molecules active pharmaceutical ingredients (APIs), solvents for
pharmaceutical customers as well as chemicals for the personal care
industry. Seqens in 2024 (2023) generated pro-forma revenues of
around EUR942 million (EUR1,037 million) and EBITDA of around EUR88
million (EUR159 million). The company is majority-owned (76.9%) by
funds of private equity sponsor SK Capital.




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I R E L A N D
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ARAN FUNDING 2025-1: S&P Assigns Prelim. 'B-' Rating on Cl. F Notes
-------------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Aran
Funding 2025-1 DAC's class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, and
F-Dfrd notes. At closing, the issuer will also issue unrated class
Z1-Dfrd and Z2-Dfrd notes, class X notes, and a portfolio
overcollateralization amount.

The asset pool for Aran Funding 2025-1 DAC contains EUR424.3
million first-lien residential mortgage loans located in Ireland.
Exicon DAC (formerly KBC Bank Ireland PLC) originated the loans.
The pool comprises 95.7% owner-occupied properties and 4.3%
buy-to-let (BTL) loans. The issuer is an Irish special-purpose
entity, which S&P considers to be bankruptcy remote, subject to its
review of the relevant transaction documents and legal opinions.

This transaction is a refinancing of Kinbane 2022-RPL 1 DAC (the
seller), which S&P rated. At closing, the issuer is expected to use
the class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and Z notes'
issuance proceeds to purchase beneficial title of the mortgage
loans from the seller. The issuer granted security over all its
assets to the trustee. The assets portfolio has all been originated
by Exicon DAC (formerly KBC Bank Ireland PLC), most (99%) before
2010. KBC Bank Ireland PLC announced its exit from the Irish market
in April 2021, returning its banking license to the Central Bank of
Ireland in April 2024. The administrator, Pepper Finance
Corporation (Ireland) DAC, is an experienced servicer with
well-established and fully integrated servicing systems and
policies.

The capital structure provides 29.93% of available credit
enhancement for the class A notes through subordination and the
non-liquidity reserve fund. A fully funded liquidity reserve fund
is available to meet revenue shortfalls on the class A notes, and
the non-liquidity reserve fund is available to meet revenue
shortfalls and provide credit enhancement to all rated notes.

The application of principal proceeds is fully sequential. Credit
enhancement can therefore build up over time for the rated notes,
enabling the capital structure to withstand performance shocks. On
each interest payment date for 10 years, principal equal to an
annualized 0.50% of the outstanding portfolio balance will be
transferred to the revenue waterfall to supplement the available
revenue. Any unutilized portfolio overcollateralization amount will
be available as credit enhancement.

Of the loans in the pool, 96.5% have been subject to a restructure.
In stressed economic conditions, these borrowers are more likely to
return into arrears. S&P said, "We considered this risk in our
analysis and increased our weighted-average foreclosure frequency
(WAFF) assumptions. Additionally, EUR1.13 million warehoused loans
are subject to potential future write-off, EUR0.40 million loans
located in the U.K., EUR0.75 million unsecured loans, and EUR0.11
million loans with legal title issues in the pool. We incorporated
this risk within our cash flow analysis and under-collateralized
the pool by the outstanding amount of these loans."

The transaction does not have a swap to mitigate the basis risk
between the ECB tracker loans and the interest on the liabilities.
S&P accounted for this basis risk in its analysis.

S&P said, "We expect the documented replacement mechanisms will
adequately mitigate the transaction's exposure to counterparty risk
for the transaction and swap collateral account and the swap
counterparty in line with our counterparty criteria however we have
not yet completed our review of the transaction documentation. For
this analysis, we assume final transaction and legal documents will
be consistent with our criteria. However, we may revise our ratings
in the future should risks emerge under any of these areas.

"Borrowers pay into collection accounts held with Bank of Ireland
in the legal titleholder's name. The transaction documents will
establish a declaration of trust in the issuer's favor, over any
amounts in the collection account attributable to the mortgage
loans in the portfolio. We consider commingling risk to be
adequately mitigated under our counterparty criteria and have not
applied any additional adjustments in our cash flow modelling."

  Preliminary ratings

  Class    Prelim. Rating   Prelim. class size (%)

  A           AAA (sf)       71.50
  B-Dfrd      AA+ (sf)        5.50
  C-Dfrd      A (sf)          3.50
  D-Dfrd      BBB (sf)        3.00
  E-Dfrd      BB (sf)         2.50
  F-Dfrd      B- (sf)         2.00
  RFN         NR              1.43
  Z1-Dfrd     NR              5.50
  Z2-Dfrd     NR              1.50
  X           NR               N/A
  POA         NR              5.00

Note: S&P's ratings address timely receipt of interest and ultimate
repayment of principal on the class A notes and the ultimate
payment of interest and principal on the other rated notes. Its
ratings on the class D-Dfrd, E-Dfrd, and F-Dfrd notes also address
the payment of interest based on the lower of the stated coupon and
the net weighted-average coupon.
NR--Not rated.
N/A--Not applicable.
POA--Portfolio overcollateralization amount.


BARINGS EURO 2020-1: S&P Assigns B-(sf) Rating on Cl. F-R-R Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Barings Euro CLO
2020-1 DAC's class X-R-R, A-R-R , B-1-R-R, B-2-R-R, C-R-R, D-R-R,
E-R-R, and F-R-R notes. At closing, the issuer has EUR38.80 million
of unrated subordinated notes outstanding from the existing
transaction and has issued an additional EUR13.40 million of
subordinated notes.

This transaction is a reset of the already existing transaction
that closed in November 2021. The issuance proceeds of the
replacement notes were used to redeem the existing classes of notes
and to pay fees and expenses incurred in connection with the reset.
S&P withdrew its ratings on the existing classes of notes.

The ratings reflect S&P's assessment of:

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

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

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

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

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,684.71
  Default rate dispersion                                 712.95
  Weighted-average life (years)                             4.28
  Obligor diversity measure                               161.06
  Industry diversity measure                               22.50
  Regional diversity measure                                1.33
  
  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                             B
  'CCC' category rated assets (%)                           2.25
  Target 'AAA' weighted-average recovery (%)               36.07
  Target weighted-average spread (%)                        3.66
  Target weighted-average coupon (%)                        4.20

Rating rationale

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end three years after closing.

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

S&P said, "In our cash flow analysis, we used the EUR500 million
target par amount, the target weighted-average spread (3.66%), the
target weighted-average coupon (4.20%), and the targeted
weighted-average calculated in line with our CLO criteria for all
classes of notes. We applied various cash flow stress scenarios,
using four different default patterns, in conjunction with
different interest rate stress scenarios for each liability rating
category.

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

"Until the end of the reinvestment period on Oct. 21, 2028, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

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

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

"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-1-R-R to E-R-R notes could
withstand stresses commensurate with higher rating levels than
those we have assigned. However, as the CLO will be in its
reinvestment phase starting from closing, during which the
transaction's credit risk profile could deteriorate, we have capped
our ratings assigned to the notes.

"Taking the above factors into account and following our analysis
of the credit, cash flow, counterparty, operational, and legal
risks, we believe that our ratings are commensurate with the
available credit enhancement for all the rated classes of notes.

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

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

Environmental, social, and governance

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

Barings Euro CLO 2020-1 DAC is a cash flow CLO securitizing a
portfolio of primarily European senior-secured leveraged loans and
bonds. The transaction is managed by Barings (U.K.) Ltd.

  Ratings

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

  X-R-R    AAA (sf)      2.00      N/A         3mE + 0.85%
  A-R-R    AAA (sf)    310.00    38.00         3mE + 1.24%
  B-1-R-R  AA (sf)      35.00    27.00         3mE + 1.95%
  B-2-R-R  AA (sf)      20.00    27.00         4.85%
  C-R-R    A (sf)       28.75    21.25         3mE + 2.40%
  D-R-R    BBB- (sf)    36.25    14.00         3mE + 3.60%
  E-R-R    BB- (sf)     22.50     9.50         3mE + 6.25%
  F-R-R    B- (sf)      15.00     6.50         3mE + 8.14%
  Additional
  sub. Notes   NR       13.40      N/A         N/A
  Sub notes    NR       38.80      N/A         N/A

*The ratings assigned to the class X-R-R, A-R-R, B-1-R-R, and
B-2-R-R notes address timely interest and ultimate principal
payments. The ratings assigned to the class C-R-R, D-R-R, E-R-R,
and F-R-R notes address ultimate interest and principal payments.
§ The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

Sub. notes--subordinated notes.
NR--Not rated.
N/A--Not applicable.
3mE--Three-month Euro Interbank Offered Rate.


CITIZEN IRISH 2025: S&P Assigns B-p(sf) Rating on Cl. B-Dfrd Notes
------------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Citizen Irish Auto
Receivables Trust 2025 DAC's (Citizen Auto 2025) class A and B-Dfrd
notes. At closing, the issuer also issued an unrated subordinated
loan.

Citizen Auto 2025 is an ABS transaction backed by a pool of new and
used auto finance receivables.

The pool predominantly comprises consumer hire-purchase agreements
plus a relatively smaller proportion of commercial hire-purchase,
acquisition lease agreements, contract hire contracts, and personal
contract plans (PCP) originated by First Citizen Finance DAC to its
private retail and commercial clients in Ireland.

This is the fifth securitization of First Citizen Finance's assets
that S&P has rated.

Similar to the previous transaction from this originator (Citizen
Irish Auto Receivables Trust 2023), this transaction is static and
does not feature a revolving period.

"One-half rule" rights exist for consumer hire-purchase obligors,
which are similar to the voluntary termination rights for consumers
in the U.K.

Liquidity is provided through an amortizing reserve fund, sized at
1.00% of the initial collateral balance. Principal can also be used
to pay senior fees and interest on the most senior notes
outstanding.

S&P said, "Our analysis indicates that the class A and B-Dfrd
notes' available credit enhancement will be sufficient to withstand
losses that are commensurate with the assigned ratings.

"There are no rating constraints in the transaction under our
counterparty, operational risk, or structured finance sovereign
risk criteria. We consider the issuer to be bankruptcy remote."

  Ratings

  Class      Rating*    Amount (EUR)

  A          AAA (sf)   250,800,000
  B-Dfrd     B-p (sf)    13,206,000
  Sub Loan   NR           3,403,911

*S&P's ratings address timely payment of interest and ultimate
payment of principal on the class A notes and the ultimate payment
of principal only on the class B-Dfrd notes (as indicated by the
'p' suffix). Its rating on the class B-Dfrd notes does not consider
the payment of interest. Interest payments on the class B-Dfrd
notes cannot be deferred once they become the most-senior
outstanding.
NR--Not rated.


MALLINCKRODT PLC: Register of Members Closed Until Nov. 22
----------------------------------------------------------
The register of members of Mallinckrodt plc will be closed in
accordance with section 174 of the Companies Act 2014 (as amended)
of Ireland with effect from 5:00 p.m. (Eastern Standard Time) on
Thursday, October 23, 2025, until the earlier of (1) 5:00 p.m.
(Eastern Standard Time) on Saturday, November 22, 2025, or (ii)
such earlier date as may be notified by the Company. Transfers of
shares in the capital of the Company shall not be registered while
the Register is closed.

In the event that the Register is re-opened earlier than 5:00 p.m.
(Eastern Standard Time) on Saturday, November 22, 2025, the Company
will give notice of such re-opening in this newspaper and on the
website of Mallinckrodt plc: https://www.mnk-endo.com.

                     About Mallinckrodt PLC

Mallinckrodt (OTCMKTS: MNKTQ) -- http://www.mallinckrodt.com/-- is
a global business consisting of multiple wholly-owned subsidiaries
that develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The Company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.

On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them. Mallinckrodt in mid-June 2022 successfully completed
its reorganization process, emerged from Chapter 11 and completed
the Irish Examinership proceedings.

Mallinckrodt Plc said in a regulatory filing in early June 2023
that it was considering a second bankruptcy filing and other
options after its lenders raised concerns over an upcoming $200
million payment related to opioid-related litigation.

Mallinckrodt plc and certain of its affiliates again sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 23-11258) on Aug. 28,
2023. Mallinckrodt disclosed $5,106,900,000 in assets and
$3,512,000,000 in liabilities as of June 30, 2023.

Judge John T. Dorsey oversees the new cases.

In the prior Chapter 11 cases, the Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A. as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Ropes & Gray, LLP as litigation counsel;
Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as
investment banker; and AlixPartners, LLP, as restructuring
advisor.

In the new Chapter 11 cases, the Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A., as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Guggenheim Securities, LLC as investment
banker; and AlixPartners, LLP, as restructuring advisor. Kroll is
the claims agent.




===================
K A Z A K H S T A N
===================

FORTEBANK JSC: Moody's Assigns B3(hyb) Rating to AT1 Capital Notes
------------------------------------------------------------------
Moody's Ratings has assigned a B3(hyb) rating to the Additional
Tier 1 (AT1) non-viability contingent capital instrument to be
issued by ForteBank JSC (ForteBank, Ba2 positive/Not Prime, ba3).

The maturity, the size and the pricing of the notes are subject to
prevailing market conditions during placement.

RATINGS RATIONALE

ForteBank is in the process of raising a standalone issuance of
Perpetual Subordinated Callable Additional Tier 1 Capital Notes.
The notes are unsecured and perpetual, featuring a call option
after five years. They include a non-cumulative coupon suspension
mechanism and principal write-down if the Common Equity Tier 1
(CET1) ratio drops below 5.5%.

AT1 securities are contractual non-viability preferred instruments.
In a bank resolution scenario, they rank senior only to junior
obligations, including ordinary shares and CET1 capital. Coupons
may be cancelled at the bank's discretion on a non-cumulative
basis, and mandatorily in cases required by regulations, following
the regulator's order, in case such payment causes breach of
regulatory capital requirements and during principal write-down.

The B3(hyb) rating assigned to the notes is based on (1) the
standalone creditworthiness of ForteBank as expressed by the bank's
ba3 Baseline Credit Assessment (BCA); (2) the high
loss-given-failure under Moody's Basic Loss Given Failure (LGF)
analysis, resulting in a one-notch downward adjustment from the
BCA; and (3) two additional negative notches due to the risk of
coupon payment skip and principal write-down.

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

The rating of the notes is mainly driven by ForteBank's standalone
BCA. The bank's ability to manage integration risks following
acquisition of JSC "Home Credit Bank" and the risks associated with
its growing loan portfolio will likely exert upward pressure on its
BCA and the rating of the notes.

However, the negative pressure could arise if asset risks are not
appropriately controlled and/or if the risks from the integration
with JSC "Home Credit Bank" materialise, potentially delaying the
recovery of key credit metrics (e.g., capital, profitability).

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Banks published
in November 2024.

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.




===================
L U X E M B O U R G
===================

MILLICOM INTERNATIONAL: Moody's Affirms 'Ba2' CFR, Outlook Stable
-----------------------------------------------------------------
Moody's Ratings affirmed Millicom International Cellular S.A.'s
("Millicom") Ba2 Corporate Family Rating and its Ba3 Senior
Unsecured Long-Term Debt Rating. At the same time, Moody's affirmed
the Ba2 CFRs and Senior Unsecured Long-Term Debt Ratings of
Millicom's subsidiaries CT Trust ("Tigo Guatemala"),
Telecomunicaciones Digitales, S.A. ("Tigo Panama") and Telefonica
Celular del Paraguay S.A.E. ("Telecel" or "Tigo Paraguay"). The
outlook is stable.

RATINGS RATIONALE

Millicom's Ba2 corporate family rating reflects the group's strong
competitive position in key Latin American markets, resilient
operating performance, and prudent financial management. Despite
persistent macroeconomic and competitive pressures, Millicom has
demonstrated over the last two years its ability to generate stable
cash flows. The group's public commitment to
deleveraging—targeting net leverage below 2.5x by 2025—reflects
a disciplined approach to liability management, even as it pursues
strategic investments and asset monetization initiatives.

The Ba2 rating also incorporates execution and operating risks,
including competitive pressures in key markets and the complexity
of integrating multiple acquisitions and partnerships within a
short timeframe. These integration efforts pose potential
challenges to management focus and synergy realization.
Additionally, Millicom's exposure to emerging markets introduces
macroeconomic and foreign exchange volatility. While the company
mitigates these risks through increased local-currency funding,
selective hedging, and geographic diversification, these factors
could still weigh on credit metrics if external conditions
deteriorate.

The Ba3 rating of Millicom's senior unsecured notes reflects their
structural subordination to debt at the operating company level as
well as their unguaranteed status. Debt at the holding company
level amounts to around 41% of total consolidated debt as of June
2025.

The stable outlook reflects Moody's expectations that Millicom will
maintain adequate liquidity and adhere to its 2.5x net leverage
target, supported by conservative financial policies that
prioritize debt reduction and liquidity enhancement over
extraordinary dividends. Moody's also expects the company to
continue managing debt maturities proactively to avoid near-term
concentration of payments and refinancing risks.

The actions on Tigo Guatemala, Tigo Panama and Tigo Paraguay align
their ratings with Millicom's CFR. This reflects the strong ties
between the parent and subsidiaries, mainly when it comes to
strategic influence and consolidated financial management. This is
evidenced by the group-wide investment strategy as well as
maintenance of a cash pool and the charging of value-creating fees
in addition to dividends.

Millicom delivered a strong turnaround in 2024, marked by expanding
profit margins and positive cash generation before dividends. This
momentum continued into the first half of 2025, despite modest
currency headwinds affecting reported revenue. The completion of
the Everest restructuring program in 2024 yielded meaningful
efficiency gains, lifting gross margin from 73.4% in December 2023
to 76.5% as of June 2025. These improvements, coupled with lower
capex and sustained cost reductions, supported further margin
expansion and stronger free cash flow generation. Millicom's
consolidated Moody's-adjusted EBITDA margin rose from 37.3% in 2023
to 42.4% for the twelve months ended June 2025, and should close
2025 at around 47%. Capex declined 16% year-over-year to $677
million in 2024 and remained contained in H1 2025, contributing to
strong internal cash generation.

Millicom has taken decisive steps to consolidate its footprint in
Latin America, capitalizing on Telefónica's retreat from the
region. In May–June 2025, the company announced agreements to
acquire Telefónica's operations in Uruguay and Ecuador for $440
million and $360 million, respectively. These transactions mark
Millicom's entry into two new markets and complement its ongoing
consolidation efforts in Colombia. To fund these expansions,
Millicom monetized infrastructure assets, including a sale and
leaseback of its tower infrastructure. This transaction contributed
to a $1 billion increase in lease obligations, raising
Moody's-adjusted gross debt to EBITDA from 2.9x to 3.3x.

Moody's expects consolidated adjusted leverage to close 2025 at
approximately 3.0x, with gradual improvement over the next two
years as synergies from the Colombian merger and acquisitions in
Ecuador and Uruguay are realized. Net leverage as reported by the
company stood at 2.18x EBITDA as of June 2025, comfortably below
the company's year-end target of 2.5x.

As of June 2025, Millicom reported approximately $1.3 billion in
cash and a fully available $600 million committed revolving credit
facility due October 2027. This liquidity comfortably covers
short-term debt and maturities through 2025. Moody's expects
Millicom's cash position to close 2025 at approximately $1.7
billion, supported by additional debt, providing sufficient
liquidity to meet upcoming debt maturities and finance its
strategic acquisitions.

In 2025, Millicom resumed shareholder distributions, including a
$0.75 interim dividend in April, followed by the Board's approval
of a $3.00 annual dividend starting in July. Additionally, the
Board announced its intention to declare special dividends of $2.50
per share, payable in October 2025 and April 2026. Looking ahead,
Moody's expects Millicom to maintain the $3.00 annual dividend.
However, potential additional extraordinary dividends linked to
recent infrastructure divestments may exert pressure on the
company's free cash flow in 2026.

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

The ratings could be upgraded if the group is able to maintain
Moody´s adjusted leverage at or below 2.5x on an ongoing basis,
adjusted retained cash flow/net debt above 30%, and consistently
positive free cash flow, with a FCF/debt ratio exceeding 5%. In
addition, the group is expected to demonstrate strong liquidity on
a sustained basis as well as maintenance of its strong market
position, good geographic diversification of cash flows, continued
ability to repatriate dividends from its subsidiaries and
conservative financial policies.

The ratings could be downgraded if Moody's adjusted debt/EBITDA is
expected to remain above 3.5x over the rating horizon. Ratings
could also be downgraded if the group's liquidity position
deteriorates, or if the company fails to demonstrate ability to
secure financing to meet upcoming maturities. Additionally,
dividend distributions consistently exceed cash generation after
capital spending, leading to persistent negative free cash flow can
also exert negative pressure on the rating.

LIST OF AFFECTED RATINGS

Issuer: Millicom International Cellular S.A.

Affirmations:

LT Corporate Family Rating, Affirmed Ba2

Senior Unsecured, Affirmed Ba3

Outlook Actions:

Outlook, Remains Stable

Issuer: CT Trust

Affirmations:

LT Corporate Family Rating, Affirmed Ba2

Backed Senior Unsecured, Affirmed Ba2

Outlook Actions:

Outlook, Remains Stable

Issuer: Telecomunicaciones Digitales, S.A.

Affirmations:

LT Corporate Family Rating, Affirmed Ba2

Senior Unsecured, Affirmed Ba2

Outlook Actions:

Outlook, Remains Stable

Issuer: Telefonica Celular del Paraguay S.A.E.

Affirmations:

LT Corporate Family Rating, Affirmed Ba2

Senior Unsecured, Affirmed Ba2

Outlook Actions:

Outlook, Remains Stable

The principal methodology used in these ratings was
Telecommunications Service Providers published in November 2023.

CT Trust's ("Tigo Guatemala") scorecard-indicated rating for the
twelve months ending June 2025 is Baa2, three notches above the
assigned rating of Ba2. The difference reflects the constraint of
Millicom's rating, the company's limited growth potential because
of competitive pressures and other region-specific factors, and its
historically high dividend payouts.

For Millicom International Cellular S.A., Telecomunicaciones
Digitales, S.A. and Telefonica Celular del Paraguay S.A.E, 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.

Millicom International Cellular S.A. (Millicom) is a global
telecommunications investor focused on Latin America, with cellular
operations and licenses in nine countries in the region. The
company has around 46 million mobile customers, and serves over 4.2
million cable and broadband households. The group's two largest
markets are Guatemala and Colombia, which together contributed to
about 45% of total revenue in the six months ending June 2025.
Millicom´s reported consolidated revenue and EBITDA was $5.6
billion and $2.4 billion, respectively, for the same period. The
company is incorporated in Luxembourg and publicly listed on the
Nasdaq Stock Exchange in New York.




===========
S W E D E N
===========

VERISURE MIDHOLDING: S&P Upgrades ICR to 'BB+' on Completed IPO
---------------------------------------------------------------
S&P Global Ratings raised its ratings on Verisure Midholding AB and
Verisure Holding AB to 'BB+' from 'B+' and removed them from
CreditWatch positive, where it placed them on Sept. 17, 2025. S&P
assigned a 'BB+' issue rating to the proposed senior secured debt
issued by Verisure Holding AB and raised to 'BB+' from 'B+' its
issue ratings on the senior secured debt, and to 'BB-' from 'B-'
its issue ratings on the senior unsecured debt. S&P assigned a
'BB+' issuer credit rating to Aegis Lux 1 A S.a.r.l., the issuer of
the PIK toggle notes, and it assigned a 'BB-' issue rating to the
PIK toggle notes.

S&P said, "The stable outlook reflects our view that Verisure will
gradually reduce leverage and achieve S&P Global Ratings-adjusted
debt to EBITDA (including the holdco debt) below 3.5x in 2026,
maintain annual net subscriber and revenue growth of 7%-10%, and
achieve a S&P Global Ratings-adjusted EBITDA margin of about 45%,
which we expect will result in gradually growing free operating
cash flow (FOCF) generation."

On Oct. 8, 2025, Verisure PLC completed its IPO on the Swedish
Stock Exchange, through which it raised EUR3.1 billion; on Oct. 10,
2025, Verisure Holding AB issued a term loan A (TLA) of EUR1.2
billion; and, on Oct. 21, Verisure Holding launched the issuance of
a term loan B (TLB) of EUR1.3 billion. The funds from the IPO and
the newly raised debt are primarily being used to repay EUR5.3
billion of the debt that was outstanding before the IPO.

Aegis Lux 1 A S.a.r.l., a holding company fully owned by private
equity firm Hellman & Friedman (H&F), which controls 43.7% of
Verisure, also launched the issuance of EUR1 billion in
payment-in-kind (PIK) toggle notes (secured against H&F shares in
Verisure PLC), the proceeds of which S&P expects to be upstreamed
as dividend to H&F.

Proceeds from the IPO and the newly issued term loans are primarily
being used to repay debt, resulting in leverage declining to 3.9x
(3.3x excluding holdco debt) by year-end 2025. The group raised
EUR3.1 billion through the IPO, which completed on Oct. 8, 2025,
and on Oct. 10, it issued a EUR1.2 billion TLA. In addition, on
Oct. 20, the company launched the issue of a EUR1.3 billion TLB.
S&P said, "The combined proceeds from the IPO and the debt issuance
are being used to refinance EUR5.3 billion of the outstanding debt,
alongside transaction fees, and to fund the ADT Mexico acquisition,
which we expect to close during the fourth quarter of 2025. We
therefore expect that S&P Global Ratings-adjusted leverage will
decline to 3.9x at year-end 2025, down from 5.2x at year-end 2024.
Our adjusted credit metric includes the EUR1 billion PIK notes
issued by the H&F-controlled holding company entity Aegis Lux 1 A
S.a.r.l. This debt has a 0.5x impact on our leverage. We expect
that the proceeds from the PIK toggle notes will be used to pay a
dividend to H&F."

S&P said, "We expect S&P Global Ratings-adjusted deleveraging
toward 3.5x (3.0x excluding holdco debt) in 2026, which stems from
expanding EBITDA and is supported by its financial policy targeting
reported leverage of about 2.5x (our adjustments add about 1x of
leverage). We expect Verisure to reach its leverage target, which
was announced following the completion of the IPO, toward the end
of 2026. This follows a gradual tightening of its financial policy,
which, since February 2024, has targeted 4.5x, which it achieved in
the second quarter of 2025. In our view, releveraging is unlikely,
given the company is now listed and has committed to a publicly
stated financial policy. We forecast that a net subscriber growth
of 7%-8% will drive annual EBITDA growth of approximately 12%-14%,
allowing for deleveraging of about 0.5x annually, even with a
stable debt level.

"We expect that lower interest costs, economies of scale, and
relatively less growth than in previous years will turn FOCF
positive, allowing for shareholder distributions. We project that
interest costs will decline due to a lower level of debt and lower
cost of debt after the IPO. Furthermore, we expect that the EBITDA
margin will continue to grow because we anticipate that the top
line will grow faster than the cost base, primarily thanks to
economies of scale and a large established footprint. Moreover, in
our view, Verisure benefits from significant growth opportunities
and can largely dictate its annual growth rate. We therefore expect
the company to gear the growth rate in a way that allows for enough
FOCF generation to make shareholder distributions.

"In our view, Verisure benefits from significant growth
opportunities, and we expect the group to align its growth rate
with the new financial policy. Verisure has significant growth
opportunities, benefiting from its strong market position as the
leader in 13 of its 17 markets and a low penetration rate, which,
in our view, means that the company can largely dictate its annual
growth rate. The professionally monitored security market in Europe
and Latin America has a penetration rate of only 4%, on average,
well below that in more mature markets, such as the U.S. (about
20%). We anticipate that Verisure will continue to calibrate its
growth rate to align with its financial policy, meaning that the
company will invest its entire cash flow, subject to dividend
distributions of 30%-40% of adjusted net income. In our view, this
strategy should lead to a gross subscriber growth of approximately
15%, equating to about 930,000 new subscribers in 2026. After
accounting for an attrition rate of about 7.5%, this translates to
a net subscriber growth of about 7%-8% annually. We also expect
revenue growth to be driven by the group's ability to increase
monthly recurring revenue from existing customers by introducing
new products and features. As a result, we project that the average
revenue per user (ARPU) will rise by approximately 2%-3% per year.
Overall, we expect this to yield revenue growth of about 10% per
year.

"We continue to view Verisure as controlled by financial sponsor
interests, but we have revised our financial policy assessment.
Following the listing of Verisure PLC, the share held by the
financial sponsors (H&F and Eiffel) will decline to 58% from 81%,
which, in combination with a publicly stated financial policy
targeting S&P Global Ratings-adjusted leverage below 3.5x in the
medium term, has led us to revise our financial policy modifier to
FS-4 from FS-6.

"The stable outlook reflects our view that Verisure will gradually
reduce leverage, in line with its financial policy target, and
reach S&P Global Ratings-adjusted debt to EBITDA (including holdco
debt) below 3.5x in 2026. We expect the group will maintain annual
net subscriber and revenue growth of 7%-10% and achieve S&P Global
Ratings-adjusted EBITDA margin close to 45%, which we expect will
result in gradually growing FOCF generation.

"We could lower the rating if leverage remains above 3.5x. This
could occur if Verisure's operating performance deteriorates, for
example, due to higher attrition or loss of market share stemming
from increased competition or unfavorable technological shifts; or
if the company deviates from its financial policy and increases
debt for large acquisitions or higher-than-expected shareholder
distributions.

"We could raise the rating if S&P Global Ratings-adjusted leverage
declines below 2.5x, likely stemming from a gradual deleveraging
from EBITDA growth or from a further decline in the financial
sponsors' ownership, which could lead to a deconsolidation of the
holdco debt. If FOCF improves significantly, we could relax the
leverage tolerance."




===========
T U R K E Y
===========

ZORLU ENERJI: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Ratings has changed the outlook to stable from positive on
Zorlu Enerji Elektrik Uretim A.S. (Zorlu Enerji). Concurrently,
Moody's affirmed the B3 long-term corporate family rating and B3-PD
probability of default rating of Zorlu Enerji. Moody's also
affirmed the B3 rating on the backed senior unsecured notes issued
by Zorlu Enerji.

RATINGS RATIONALE

The rating action considers Zorlu Enerji's financial performance
and progress on asset disposals in the context of its debt burden
of some USD1.4 billion as of end-June 2025. While the company's
cash flows will be supported by the receipt of proceeds from
disposals, deleveraging will be slower than previously anticipated.
In this context, the company's financial profile appears unlikely
to support a higher rating over at least the next 12 to 18 months.

In H1 2025, Zorlu Enerji reported a decline in earnings and
increase in leverage. The group's operating cash flow was weaker
than expected due to a 7% reduction in net generation from
renewable power plants and a decline in wholesale power prices.
Given Zorlu Enerji's relatively high cost of debt, operating cash
flows of TRY3.5 billion were insufficient to cover interest
payments of TRY4 billion during this period. Free cash flow was
negative, leading to an increase in the company's borrowings to
TRY54 billion as of end-June 2025. Moody's expects Zorlu Enerji's
cash flow to strengthen in the second half of this year due to the
full impact of the 34.5% increase in the distribution tariff that
was implemented in April, and already received net proceeds of some
USD160 million from the disposal of its 25% stake in the Dorad
power plant. However, given an increase in investments, estimated
at some USD140 million this year, Moody's expects only a relatively
modest decline in borrowings.

In 2026, Moody's expects power generation cash flows to decline as
the feed-in-tariff support for the Alasehir geothermal power plant
will have expired, and average wholesale power prices are
significantly lower than the feed-in-tariff. Although Zorlu
Enerji's distribution company significantly increased its
investments this year, Moody's anticipates that the company will
need to return some money to the system through tariffs in the next
tariff period because of past underspending against regulatory
allowances. There is, however, uncertainty around the evolution of
distribution earnings pending regulatory determination for the next
tariff distribution period 2026-2030. On disposals, Zorlu Enerji
could receive another USD40 million in proceeds from the sale of
its stake in the Dorad power plant, which is currently held in an
escrow account.

Management remains committed to further disposals and its financial
policy includes a target of gradually reaching a net debt to EBITDA
(as defined by management) of 3x. However, there are execution
risks and under management plans, deleveraging will take longer
than previously anticipated, given weaker operating cash flows and
higher investments. Net debt to EBITDA (as defined by management)
was 3.9x as of end-June 2025. In Moody's analysis, Moody's focus on
the cash-proxy EBITDA and cashflow-based leverage metrics. Using a
bottom-up approach to calculation of the company's EBITDA, Moody's
estimates Zorlu Enerji's leverage of debt to EBITDA in the range of
4x-4.5x over the next 12-18 months.

Affirmation of the ratings reflects (1) a degree of diversification
and a high share of regulated and contracted cash flows, (2) solid
operational performance of the renewable generation assets, and (3)
the high share of earnings linked to inflation and the company's
relatively good track record in passing on increasing costs to its
customers. The B3 ratings are, however, constrained by (1) Zorlu
Enerji's relatively small size and a degree of asset concentration
in the power generation segment, (2) the limited remaining life of
contracted earnings and expected increase in the group's exposure
to wholesale power markets, (3) the features of the electricity
distribution regulatory model, which may not allow for a timely
recovery of costs in a high inflation environment, and uncertainty
associated with the regulatory determination for the next tariff
period of 2026-30, (4) foreign currency exposure, although partly
mitigated by YEKDEM earnings linked to the US dollar, (5) high debt
burden, coupled with weak cash flow generation in the context of a
relatively high cost of financing and sizeable investment plans,
and (6) liquidity, which includes some reliance on short-term
borrowings. Zorlu Enerji's CFR further considers the company's
governance, given its majority ownership by Zorlu Holding group, as
well as its exposure to the domestic macroeconomic and operating
environment in Turkiye.

LIQUIDITY

As of end-June 2025, Zorlu Enerji had cash and cash equivalents on
balance sheet of around TRY2.8 billion. Following the issuance of
the USD1.1 billion bond, which will start amortising from 2027, the
group's debt maturity profile has improved. However, Zorlu Enerji
still relies on some USD250 million in debt, of which about half is
denominated in Turkish lira, that is subject to scheduled
amortisation or is short-term. In this regard, proceeds from
disposals will be an important source of cash flows and liquidity
to Zorlu Enerji.

RATING OUTLOOK

The stable outlook reflects Moody's expectations that Zorlu Enerji
will maintain stable operations and adequate liquidity.

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

Zorlu Enerji's ratings could be upgraded if (1) the group's
liquidity were to sustainably strengthen and it displayed a track
record of and commitment to maintaining a strong liquidity
position, and (2) the group demonstrated a sustainable improvement
in its financial profile, with solid positive free cash flow
generation.

The ratings could be downgraded if (1) there were concerns about
Zorlu Enerji's liquidity, or (2) its EBITDA interest coverage was
below 1x on a sustained basis and excluding unrealized foreign
currency related losses on non-lira denominated debt.

The principal methodology used in these ratings was Unregulated
Utilities and Power Companies published in August 2025.

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.

Domiciled in Istanbul, Turkiye, Zorlu Enerji Elektrik Uretim A.S.
is an integrated energy group, whose activities comprise renewable
power generation, electricity distribution and supply. The group
has an installed renewable capacity of 559 megawatts (MW) in
Turkiye, where it is also one of 21 electricity distribution
operators, accounting for 4% of the market and delivering
electricity to over 2 million subscribers. Zorlu Enerji is listed
on the Istanbul stock exchange, but it is ultimately controlled by
Zorlu Holding, a Turkish privately-owned conglomerate group, which
directly and indirectly owns 50.3% of Zorlu Enerji's share
capital.




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

ARGO BLOCKCHAIN: Plan Participants' Meeting Set for Nov. 5
----------------------------------------------------------
A practice statement letter (the PSL) was issued by Argo Blockchain
plc on Oct. 21, 2025, notifying its secured lender and all holders
of bonds, American Depositary Receipts (ADRs) and ordinary shares
in the Company (the Plan Participants) of the Company's proposal
for a restructuring plan under Part 26A of the Companies Act 2006,
and in reliance on the exemption provided by Section 3(a)(10) of
the U.S. Securities Act of 1933.

A hearing to convene certain meetings of Plan Participants in
relation to the Plan has been requested to be heard before the
Court on November 5, 2025. Any Plan Participant is entitled to make
representations and may appear at the Convening Hearing in person
or by counsel for that purpose.

A copy of the PSL is available at https://deals.is.kroll.com/argo
(the Plan Website).

Further details in relation to the Convening Hearing will be
uploaded to the Plan Website.


B&M EUROPEAN: Moody's Puts 'Ba1' CFR Under Review for Downgrade
---------------------------------------------------------------
Moody's Ratings has placed on review for downgrade the ratings of
B&M European Value Retail S.A. (B&M). This includes B&M's Ba1
corporate family rating, the Ba1-PD probability of default rating
and the Ba1 backed senior secured ratings. Previously, the outlook
was stable.

The review follows B&M's announcement on October 20, 2025 [1]that
its board intends to commission a comprehensive third-party review
after the company identified an accounting error related to
approximately GBP7 million of overseas freight costs that were not
correctly recognized in cost of sales. As a result, the company
revised its fiscal year 2026 outlook and now expects to deliver
Group adjusted EBITDA (pre-IFRS 16) in the range of GBP470 to
GBP520 million, materially below the previously anticipated range
of GBP510 to GBP560 million. In addition, B&M disclosed that its
current Chief Financial Officer intends to step down from his role
and from the board.

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

Driving the rating action is the uncertainty with respect to the
timing and outcome the announced third-party review, alongside the
potential financial impact and business implications that may arise
from its findings, which could pressure B&M's Ba1 ratings. Moody's
considers the identified accounting error to be indicative of
potential governance and internal control issues. As a result,
Moody's could revisit its assessment of the company's governance at
closing of the review.

The adverse developments that have led to rating action add to the
negative pressure on the company's credit profile arising as a
consequence of B&M's weaker-than-expected performance in its core
UK business for the first half of its fiscal 2026 (ending March
2026), as well as from cost and execution risks associated to the
plan outlined at the beginning of October to turn profitability
around in the next 12-18 months.

The review will focus on the implications on the company's credit
profile in light of the outcome and timing of third party review.
The Ba1 rating could be confirmed (i) should the third party review
conclude swiftly, thus not revealing any material deficiencies in
B&M's reporting or compliance controls, (ii) the financial impact
from the accounting error remains as limited as currently expected
by the company and (iii) the operating performance would be likely
to gradually improve going forward. Downward pressure on the
ratings is likely should the third party review (i) uncover
potential deficiencies in B&M's reporting and compliance controls
or (ii) conclude that financial impacts are more severe than
indicated.

The principal methodology used in these ratings was Retail and
Apparel published in September 2025.

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.

PROFILE

Headquartered in Liverpool, B&M is a value retailer and discounter
competing in both the general merchandise and grocery markets. In
the 26 weeks to September 27, 2025, it generated revenue of GBP2.7
billion and reported company-adjusted EBITDA (pre-IFRS 16) of
GBP198 million. B&M is listed on the London Stock Exchange and had
a market capitalisation of around GBP2.2 billion as of October 20,
2025.


KIER GROUP: S&P Upgrades ICR to 'BB+' on Strong Performance
-----------------------------------------------------------
S&P Global Ratings raised its ratings on Kier Group PLC, U.K.-based
engineering and construction group, and its outstanding GBP250
million senior unsecured notes to 'BB+' from 'BB'. The recovery
rating on the debt remains unchanged at '3', indicating S&P's
expectation of about 60% recovery (rounded estimate) in the event
of a default.

The stable outlook reflects S&P's view that Kier will maintain
credit ratios at a level appropriate for the rating, including FFO
to debt higher than 60% and OCF to debt exceeding 50%, on average,
while adhering to a financial policy that supports a higher
rating.

Kier Group PLC's ongoing cash generation, debt reduction, and
improved earnings strengthened its credit metrics with adjusted
funds from operation (FFO) to debt increasing to 99% in fiscal 2025
(ended June 30) from 74% in fiscal 2024.

S&P said, "We forecast Kier will further improve its credit ratios,
thanks to its growing order backlog and commitment to continue
reducing net debt, and we assume FFO to debt will remain above the
60% level we consider commensurate with a 'BB+' rating, with
adjusted operating cash flow (OCF) to debt also exceeding 50% over
that period."

Kier reported solid operating performance in fiscal 2025. The group
reported revenue and orderbook growth of 4.4% and 1.9%,
respectively, reflecting the ongoing works for the High Speed 2
rail network, along with growth in the water and nuclear sectors.
At the same time, S&P Global Ratings-adjusted EBITDA margins
improved by 30 basis points to 5.2%, thanks to lower one-time cash
costs (which S&P includes in its EBITDA calculation) and
management's actions to reduce costs, more than offsetting cost
inflation. Consequently, S&P Global Ratings-adjusted FFO to debt
increased to 99% in fiscal 2025 from 74% in fiscal 2024.

Cash generation remained robust, despite lower working capital
inflow and higher debt-servicing, underpinned by higher earnings.
Adjusted OCF to debt increased to 113% in fiscal 2025 from 93% the
previous year, mainly thanks to lower adjusted debt as part of the
company's target for a sustainable average month-end net cash
position (as defined by management) by the end offiscal 2027. OCF
was broadly stable at GBP194 million supported by higher EBITDA
generation partly offsetting a lower working capital inflow of
GBP25 million versus GBP84 million the previous year. Kier's
construction segment, like its main U.K. peers, generates negative
working capital from its activities, given the structural dynamics
of the U.K. construction market. Consequently, the company benefits
from a net working capital inflow when its volumes are increasing.
The combination of higher earnings and ongoing strong cash
generation allowed Kier to deleverage further, with S&P Global
Ratings-adjusted debt reducing to GBP172 million in fiscal 2025
from GBP213 million in fiscal 2024.

S&P said, "We forecast Kier will sustain credit metrics appropriate
for the higher rating. Our forecast is underpinned by Kier's order
backlog, which covers more than 80% of our revenue forecast for
2026-2028, with about 90% of its fiscal 2026 revenue already
secured. As of June 30, 2025, the backlog totaled GBP11.0 billion,
up about 2% versus the previous year. Importantly, the new
investment period for the water sector (AMP8) represents a material
growth opportunity and is not fully captured in Kier's order book.
Moreover, we expect growth in the transportation
business--benefitting from the Road Investment Strategy 3 and
Network Rail's Control Period 7--and the construction segment,
aided by substantial U.K. government spending commitments in
defense, education, health care, and justice projects, which are
awarded through frameworks. Therefore, we forecast revenue growth
of 5%-10% in 2026-2027, with EBITDA growing to over GBP220 million
by fiscal 2028.

"Kier has reiterated its commitment to further reduce debt. During
its capital markets day in June, Kier affirmed its target of
gradually achieving an average month-end net cash position (as
defined by management) compared with average net debt of GBP49
million at month-end in fiscal 2025. We forecast the company will
generate positive discretionary cash flow (after working capital,
capital expenditure [capex], investments in property, interest,
tax, and shareholder remuneration) of over GBP80 million annually
between fiscal 2026 and fiscal 2028. We forecast Kier will meet its
average month-end net cash target by end of 2026, ahead of its
fiscal 2027 target. Further reduction in adjusted debt supports a
higher rating, in our view, as Kier's credit ratios are now less
sensitive to any modest volatility in earnings that can be
experienced in the sector, and to the timing of advance payments,
which could lead to working capital swings.

"We expect that Kier will manage its organic and inorganic growth
investments and shareholder remuneration without jeopardizing its
rating. Given our forecast for ample free cash flow generation and
solid headroom under leverage ratios commensurate with a 'BB+'
rating, we expect that Kier can pursue its capital allocation
strategy while maintaining solid ratios for the rating.
Specifically, we forecast that Kier will continue to distribute
dividends, which will increase modestly over time, in line with its
earnings, noting its stated target of maintaining at least 3.0x
earnings coverage. In addition, our base case factors in the
potential for organic and inorganic growth initiatives. For
example, we anticipate that Kier will allocate more capital to its
property business, in line with its target investment of up to
GBP225 million with a target of delivering a 15% return on capital
employed over the next three to five years. At the end of fiscal
2025, capital employed in the property segment stood at GBP198
million. We also assume the group could pursue value-enhancing
acquisitions in its infrastructure and construction segments.

"Kier's narrow geographic diversity and modest scale constrain
further rating upside in the near term. The group generated revenue
of about GBP4.1 billion in fiscal 2025, and adjusted EBITDA of
about GBP213 million. We project the group's sales will increase to
GBP4.5 billion-GBP4.7 billion over time, although this is still
modest compared with that of similar- or higher-rated peers. Kier's
operations are concentrated in the mature and competitive U.K.
market. We think the group is well positioned to benefit from
increased public- and private-sector spending under the U.K.'s
infrastructure strategy. Nevertheless, its geographic concentration
affects the group's credit profile because potential budgetary
pressure can lead to project postponements or delays, reducing
earnings quality and predictability.

"The stable outlook reflects our view that Kier will maintain
credit ratios at levels appropriate for the rating, including FFO
to debt higher than 60% and OCF to debt exceeding 50%, on average,
while adhering to a financial policy that supports a higher
rating."

While unlikely in the next 12 months, given the company's order
backlog, revenue visibility, and ample rating headroom, we could
lower our rating on Kier if a less-than-supportive market
environment led to project postponements or margin erosion; if
delays in collecting payments or an increase in payments to
suppliers led to material working capital-related outflows; or if
the company pursued aggressive shareholder remuneration resulting
in adjusted FFO to debt reducing to less than 60% without near-term
prospects of a recovery, combined with weighted-average OCF to debt
below 50%.

Rating upside is unlikely over the short- to medium term, given
Kier's modest scale, measured by EBITDA, and narrow geographic
focus in the U.K. market, compared with higher rated peers. Over
time, S&P could raise its rating on Kier if:

-- The company's size, measured by EBITDA, increases, while its
S&P Global Ratings-adjusted EBITDA margin improves toward 6%;

-- Adjusted FFO-to-debt ratios remained comfortably higher than
60%;

-- OCF to debt remained comfortably higher than 50%, on average;
and

-- Adjusted debt continues to reduce, in line with the company's
strategy, so that its credit ratios become less sensitive to modest
volatility in earnings and working capital swings.

An upgrade would also hinge on a supportive financial policy and
strong commitment from management to maintaining credit metrics
commensurate with a higher rating.


MOTION MIDCO: Moody's Lowers CFR to Caa1, Outlook Remains Stable
----------------------------------------------------------------
Moody's Ratings has downgraded global operator of visitor
attractions Motion Midco Limited's (Merlin or the company)
long-term corporate family rating to Caa1 from B3 and its
probability of default rating to Caa1-PD from B3-PD. At the same
time, Moody's downgraded to B3 from B2 the backed senior secured
notes issued by Merlin Entertainments Group US Holdings Inc and the
backed senior secured notes, senior secured terms loans B and the
senior secured multicurrency revolving credit facility (RCF) issued
by Motion Finco S.A.R.L. Additionally, Moody's downgraded to Caa3
from Caa2 the backed senior unsecured notes issued by Motion Bondco
DAC. The outlook on all entities remains stable.

RATINGS RATIONALE

Moody's downgraded the ratings because the company's weak credit
metrics are unlikely to improve soon amidst persistent challenging
trading conditions. With around GBP630 million equivalent debt
under Motion Bondco DAC maturing in November 2027, which the
company plans to refinance within the next nine months, and a
difficult operating environment, Moody's believes that maintaining
a sustainable capital structure will be challenging without further
asset disposal or shareholder support.

Moody's adjusted debt-to-EBITDA ratio was 11.2x for the 12 months
ending in June 2025. Moody's expects this ratio to remain elevated,
with a slight improvement to approximately 10x by the end of 2026.
Moody's anticipates Moody's adjusted EBITA-to-interest expense
ratio, which was 0.6x for the 12 months ending June 30, 2024, will
remain below 1x for the coming years, pointing to an unsustainable
capital structure.

Moody's anticipates Moody's adjusted free cash flow will be
approximately negative GBP115 million in 2025 and around negative
GBP135 million in 2026. This is driven by expected annual capital
expenditure of less than GBP300 million.

ENVIRONMENTAL, SOCIAL & GOVERNANCE CONSIDERATIONS

Governance considerations, which include tolerance for high
leverage, concentrated ownership and lack of majority independent
directors, were key drivers for this rating action.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook is based on Moody's assumptions that operating
performance will improve over the next 18 months, leading to
improved credit metrics. Moody's also anticipates the company will
implement necessary cost control measures, preserve liquidity, and
maintain a disciplined approach to capital expenditure.

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

Moody's could upgrade the ratings if the company significantly
reduces leverage and increases EBITA/interest expense to 1.0x,
while demonstrating improvement in free cash flow and maintaining
at least adequate liquidity (all metrics are Moody's-adjusted).

Moody's could downgrade the ratings if the company fails to
preserve its credit metrics and free cash flow from further
weakening or if its liquidity deteriorates substantially including
failing to address debt maturities well ahead of time (all metrics
are Moody's-adjusted).

LIQUIDITY

Merlin has good liquidity, with a cash balance of around GBP100
million and full drawing capacity under its GBP428 million senior
secured multicurrency revolving credit facility as of mid-September
2025. The company can comfortably manage its significant seasonal
working capital fluctuations and capital expenditure programme over
the next 18 months. Moody's expects liquidity to improve further
when the company receives approximately GBP200 million in proceeds
from the sale of its Lego Discovery Centres by early 2026.

The company has around GBP630 million equivalent debt under Motion
Bondco DAC due in November 2027.

The term loans and notes are subject to incurrence covenants only.
Meanwhile, the RCF includes a springing net leverage covenant,
tested when 40% of the facility is drawn. Moody's anticipates the
company will continue to comply with this covenant.

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.

MOVE INN: FRP Advisory Named as Administrators
----------------------------------------------
Move Inn Supplies Ltd was placed into administration proceedings in
the High Court of Justice, Court Number: CR-2025-007109, and Simon
Peter Carvill-Biggs and Miles Needham of FRP Advisory Trading
Limited were appointed as administrators on Oct. 13, 2025.  

Move Inn Supplies was involved in the sale of timber and building
materials.

Its registered office is at 1110 Coventry Business Park, Coventry,
CV5 6UB in the process of being changed to c/o FRP Advisory Trading
Limited, 4 Beaconsfield Road, St Albans, AL1 3RD

Its principal trading address is at Troy Wharf, Old Uxbridge Road,
West Hyde, Rickmansworth, WD3 9YB

The joint administrators can be reached at:

         Simon Peter Carvill-Biggs
         Miles Needham
         FRP Advisory Trading Limited
         4 Beaconsfield Road, St Albans
         Hertfordshire, AL1 3RD

For further details, contact:

          Joint Administrators
          Tel No: 01727 811111

Alternative contact for enquiries on proceedings:

          Travis Fisher
          E-mail: cp.stalbans@frpadvisory.com


NOMAD FOODS: Moody's Affirms 'B1' CFR, Outlook Remains Stable
-------------------------------------------------------------
Moody's Ratings has affirmed Nomad Foods Limited's B1 long-term
corporate family rating and B1-PD probability of default rating.
Concurrently, Moody's have also affirmed the B1 instrument rating
of the EUR800 million backed senior secured notes due 2028 issued
by Nomad Foods BondCo Plc. Moreover, Moody's have also assigned B1
instrument ratings to the proposed Euro and US-dollar denominated
new backed senior secured term loans B due 2032 respectively
borrowed by Nomad Foods Europe MidCo Limited and Nomad Foods Lux
S.a r.l. and to the proposed new EUR175 million backed senior
secured revolving credit facility (RCF) due 2032 borrowed by Nomad
Foods Europe MidCo Limited. The outlook on all entities remains
stable.

The proceeds from the proposed issuance will be used to refinance
the company's existing EUR175 million backed senior secured
revolving credit facility borrowed by Nomad Foods Europe MidCo
Limited and the currently outstanding backed senior secured term
loan facilities borrowed by Nomad Foods Europe MidCo Limited and
Nomad Foods Lux S.a r.l.

The B1 ratings of the existing EUR175 million backed senior secured
revolving credit facility due 2026, EUR553 million backed senior
secured term loan B1 due 2028 and EUR130 million backed senior
secured term loan B3 due 2029 borrowed by Nomad Foods Europe MidCo
Limited, as well as the $693 million backed senior secured term
loan B5 due 2029 borrowed by Nomad Foods Lux S.a r.l., were
reviewed and remain unchanged. Moody's will withdraw the ratings on
these existing facilities upon their repayment and termination.

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

RATINGS RATIONALE

The affirmation of Nomad's B1 CFR reflects Moody's views that,
despite Moody's forecasts that Nomad's operating performance for
the full year 2025 will be in line with the lower end of the
guidance provided by the company, its credit metrics will remain
within Moody's expectations for the B1 rating. Moody's expects that
Moody's-adjusted debt/EBITDA will rise to 5.2x at the end of 2025
from 4.9x in 2024, driven mainly by retailer inventory de-stocking,
significant input cost inflation and the impact of weather
disruption on demand volumes throughout western Europe during the
summer. The negative impact of these factors on Nomad's operating
performance was already seen during the first six months of 2025,
with organic volumes falling by 2.4% and company-adjusted EBITDA
decreasing by 7.2% to a total of EUR249 million.

The rating affirmation also reflects Moody's expectations that
EBITDA generation will improve during 2026 mostly as a result of
timid volume growth, procurement and cost savings, and a decrease
in business transformation costs. As a result, Moody's forecasts
that Moody's-adjusted debt/EBITDA will return to levels below 5.0x
at the end of 2026, with Moody's-adjusted EBITA/Interest expense
increasing to levels above 3.5x. Moody's also forecasts that
Moody's-adjusted free cash flow (FCF) to debt ratio, while
remaining positive, will substantially decrease in 2025 as a result
of the weaker operating performance and will only return to levels
around 5% by the end of 2026. However, Moody's also expects the
company's cash balance to continue to slowly deteriorate over the
next 18 months despite the positive free cash flow generation due
to future share buyback activities.

Nomad's B1 CFR also reflects its (i) leading market positions
across Europe in its core categories of frozen fish, frozen
vegetables, frozen chicken and frozen meals, (ii) portfolio of
long-standing brands, with strong recognition across European
markets, (iii) good level of geographical diversification across
Europe, and (iv) good liquidity, underpinned by recurring positive
FCF generation.

However, the CFR is also constrained by the company's (i) exposure
to the mature European frozen food market, which requires continued
investments in innovation and marketing, (ii) core products exposed
to increased competition from private label; and (iii) exposure to
volatility in commodity prices and currency exchange rates.

ESG CONSIDERATIONS

Nomad's ESG Credit Impact Score of CIS-4 indicates the rating is
lower than it would have been if ESG risk exposures did not exist.
The score reflects the company's track record of
shareholder-friendly actions and debt-funded acquisitions. The
company also faces environmental and social risks, related to the
use of plastic packaging and the use of natural capital. These
risks are mitigated by the company's strong liquidity and adherence
to its stated financial policy.

LIQUIDITY

Nomad has very good liquidity. At the end of June 2025, the company
had EUR206 million in cash and once the transaction closes it will
have access to EUR175 million fully undrawn backed senior secured
revolving credit facility (RCF) due in 2032 (although there is a
springing maturity to December 2027 if more than EUR200 million of
the senior secured notes remain outstanding at that point). Moody's
expects the company to generate above EUR70 million of free cash
flow on an annual basis in the next 12-18 months, but that cash
will be used towards share buybacks.

Moody's also expects Nomad to maintain good flexibility under its
single financial covenant, a net debt cover below 7.25x, only
applicable to its RCF and tested when drawn above 40%.

STRUCTURAL CONSIDERATIONS

After the transaction closes, Nomad's capital structure will
comprise EUR800 million of backed senior secured notes due June
2028, the backed senior secured term loans B (Euro and US-Dollar
tranches) due 2032, and a EUR175 million RCF due 2032.

Applying Moody's Loss Given Default for Speculative-Grade Companies
methodology (assuming a standard 50% recovery rate), all these
instruments are rated at the same level as the CFR, reflecting
their pari passu ranking. The instruments also share the same
guarantee and security package.

COVENANTS

Moody's have reviewed the marketing draft terms for the new credit
facilities. Notable terms include the following:

Guarantor coverage will be at least 80% of consolidated EBITDA
(determined in accordance with the agreement) of the group.
Guarantees shall not be provided by any member of the group
incorporated on Africa, South or Central America, China, India,
Ukraine, Russia or Turkey.

Security will be granted over all-assets of guarantors incorporated
in England & Wales. Security shall also be granted over key shares,
bank accounts and intra-group receivables, over subsidiaries
incorporated in Austria, Germany, Ireland, Italy and Sweden.

Incremental facilities are permitted up to EUR250m. Unlimited pari
passu debt is permitted if the senior secured net leverage ratio
(SSNLR) less than 5.25x. Unlimited total debt is permitted subject
to a 2x fixed charge coverage ratio.

Unlimited restricted payments are permitted if the leverage ratio
is less than 4.5x. Unlimited investments in joint ventures or a
similar business if the leverage ratio is less than 5.25x.

Adjustments to consolidated EBITDA include cost savings and
synergies arising from actions expected to be taken, uncapped,
within 24 months.

The above are proposed terms, and the final terms may be materially
different.

RATING OUTLOOK

The stable outlook reflects Moody's expectations that Nomad's
Moody's-adjusted EBITDA will recover in 2026, driven by modest
recovery in volumes and market share, as well as material cost
savings. It also reflects Moody's expectations that the company's
Moody's-adjusted free cash flow/debt ratio will return to levels
around 5% by the end of 2026.

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

The ratings could be upgraded if (i) Moody's-adjusted gross
debt/EBITDA approaches 4.5x on a sustained basis; (ii) the company
maintains a Moody's-adjusted EBITA margin in the mid-teen
percentages; (iii) Moody's-adjusted FCF/debt is maintained around
10%; and (iv) the company's liquidity is maintained at a good
level.

The ratings could be downgraded if the company's (i) earnings
deteriorate, resulting in Moody's-adjusted gross debt/EBITDA
increasing well above 5.5x on a sustained basis; (ii)
Moody's-adjusted EBITA margin declines towards 10%; or (iii)
liquidity deteriorates.

LIST OF AFFECTED RATINGS

Issuer: Nomad Foods Limited

Affirmations:

Probability of Default Rating, Affirmed B1-PD

LT Corporate Family Rating, Affirmed B1

Outlook Actions:

Outlook, Remains Stable

Issuer: Nomad Foods BondCo Plc

Affirmations:

Backed Senior Secured (Foreign Currency), Affirmed B1

Outlook Actions:

Outlook, Remains Stable

Issuer: Nomad Foods Europe MidCo Limited

Assignments:

Backed Senior Secured Bank Credit Facility (Foreign Currency),
Assigned B1

Outlook Actions:

Outlook, Remains Stable

Issuer: Nomad Foods Lux S.a r.l.

Assignments:

Backed Senior Secured Bank Credit Facility (Foreign Currency),
Assigned B1

Outlook Actions:

Outlook, Remains Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Consumer
Packaged Goods published in June 2022.

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 Middlesex, UK, Nomad Foods Limited is a leading
frozen food producer that supplies to a major portion of Western
Europe's retail market. The company was formed through a number of
acquisitions over the years, with the most significant one being
the acquisition of Findus Group's continental European businesses
in 2015. The company's key markets include the UK, Italy, Germany,
France, Norway and Sweden. The company sells a wide range of
branded frozen food items, including seafood, vegetables, poultry
and ready meals. It reported revenue of EUR3.1 billion in 2024.


PHARMANOVIA BIDCO: Moody's Cuts CFR to 'Caa1', Outlook Stable
-------------------------------------------------------------
Moody's Ratings has downgraded Pharmanovia Bidco Limited's
(Pharmanovia or the company) long term corporate family rating to
Caa1 from B3 and its probability of default rating to Caa1-PD from
B3-PD. Concurrently, Moody's also downgraded the ratings on the
company's senior secured bank credit facilities to Caa1 from B3.
The outlook was changed to stable from negative.

RATINGS RATIONALE  

The rating action reflects Pharmanovia's continued weak performance
to September 2025 with a 52% drop in company-adjusted EBITDA in the
first half of fiscal 2026 (with Q2 results preliminary at this
stage) and Moody's expectations that performance will remain weak,
albeit potentially improving, through the company's destocking
efforts for the rest of the fiscal year (to March 2026) and into
the early part of the next fiscal year. As a result, estimated
Moody's-adjusted debt/EBITDA to September 2025 stood at around 17x
(9.3x on a company-adjusted basis) while its cash flow and
liquidity profile will also be weaker throughout the year.

The further weakening of performance in fiscal 2026 appears mostly
as a result of the company's decision to reduce stock levels at
partners to a greater extent than previously planned, and hence is
to a degree in the company's control. However, the need to continue
destocking for at least the rest of fiscal 2026 and the uncertainty
around the degree of recovery in China (A1 negative), lead to a
more prolonged period of high leverage.

Nevertheless, performance from September 2025 onwards has also the
potential to gradually improve on the back of (i) a EUR10 million
run-rate cost cutting initiative that has already been executed,
(ii) progress on destocking while end market demand remains steady
especially for the non-China business according to the company, and
(iii) gradual benefits from some selected new launches in progress
and to come. Accordingly, the degree of recovery in fiscal 2027 and
beyond will depend on destocking progress and restoring sales to
partners in its core portfolio, recovery in its China business and
execution on its pipeline. If the company's expectations
materialize, there could be a substantial recovery in EBITDA in
fiscal 2027 and fiscal 2028, but it remains uncertain at this stage
whether leverage levels commensurate with a higher rating will be
achieved.

The ratings continue to additionally reflect the company's
relatively small product portfolio and overall size, degree of
product concentration and significant volatility in quarterly
earnings with potential for organic revenue decline given its
mature portfolio. Pharmanovia's ratings benefit from its
diversification by geography and therapeutic area and asset-light
business model, before acquisitions, resulting in high
Moody's-adjusted EBITDA margins.

LIQUIDITY

Pharmanovia's liquidity remains adequate. As of September 2025, the
company held cash of EUR19 million and EUR97 million was drawn
under its senior secured first lien revolving credit facilities
(RCF) of EUR203 million. The RCF is subject to a springing covenant
once 40% is drawn, which Moody's don't anticipate the company to
meet during fiscal 2026. Taking this into account and the carve
outs for RCF usage specifically to fund capital expenses and M&A
activity of up to EUR110 million, Moody's estimates that there is
some but limited further drawing headroom under the RCF without
breaching the covenant. Moody's also expects the second half cash
flow (September 2025 to March 2026) to improve with potential for
RCF paydowns if the company's expectations are met. Earliest debt
maturities (RCF) are in 2029.

STRUCTURAL CONSIDERATIONS

The Caa1 ratings on the senior secured first lien term loan B3 and
pari passu ranking senior secured first lien RCF are in line with
the CFR, reflecting the fact that they are the only financial
instruments in the capital structure.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Pharmanovia's exposure to environmental risks primarily reflects
the fact that the company does not have any of its own
manufacturing and has no direct environmental liabilities. The
company does not have a history of material litigation and product
liability risks are limited because it largely markets older
molecules with a very well-established safety profile. Governance
considerations were a key driver of the rating action and include
Pharmanovia's relatively aggressive financial policy with high
leverage and a track record of substantial acquisitions partially
financed by debt which constrains the pace of deleveraging. It has
a poor track record of adherence to budget expectations over the
last two years and faced challenges in its supply chain and with
distribution partners. In 2025, the company appointed a new CEO and
CFO.

OUTLOOK

The stable outlook reflects the currently sufficient liquidity and
lack of imminent immediate refinancing needs, but also high
leverage and uncertainty regarding the magnitude and timing of
future improvements.

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

The ratings could be upgraded if Pharmanovia (1) delivers a
substantial and sustained improvement in EBITDA on the back of an
improving operating track record for its portfolio of assets, new
launches and any acquisitions, and ability to meet expectations;
(2) achieves sustained positive Moody's-adjusted free cash flow
sufficient to allow for reinvestments in its pipeline or for
acquisitions; (3) reduces its Moody's-adjusted gross debt/EBITDA
below 7.0x on a sustainable basis; and (4) maintains an at least
adequate liquidity.

The ratings could be downgraded if (1) there are further operating
issues or identified issues are not resolved; (2) there is an
inability to stabilize and improve organic EBITDA; (3) the
company's Moody's-adjusted gross debt/EBITDA remains elevated on a
sustainable basis; (4) Moody's-adjusted FCF becomes sustainably
negative; (5) the liquidity position weakens further or debt
maturities approach.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Pharmaceuticals
published in September 2025.

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.

CORPORATE PROFILE

Pharmanovia, headquartered in Basildon, UK, is a global sales and
marketing organisation focused on off-patent, branded and
prescription drugs, which outsources production and distribution.
The group is active in the following therapeutic areas:
cardiovascular, endocrinology, neurology and oncology. Pharmanovia
currently markets a portfolio of over 20 medicines across more than
160 countries. In fiscal 2025 (ended March 31, 2025) the company
reported revenue of EUR331 million and company-adjusted adjusted
EBITDA of EUR118 million (before exceptional items).


SBERBANK CIB: Deadline for Proofs of Debt Set for Nov. 10
---------------------------------------------------------
David Philip Soden, Robert Scott Fishman and Matthew Steven Roe,
each insolvency practitioners of Teneo Financial Advisory Limited,
The Colmore Building, 20 Colmore Circus, Queensway, Birmingham, BA
GAT, United Kingdom, were appointed as Joint Special Administrators
of Sberbank CIB (UK) Limited (In Special Administration) on April
2022.  Pursuant to rules 175 and 505 of the Rules, that the Joint
Special Administrators in this matter intend declaring a first and
final dividend to non-preferential creditors Such creditors are
required on or before November 10, 2025, being the Last Date for
Proving, to submit their proofs of debt to David Philip Soden at
Teneo Financial Advisory Limited, The Colmore Building, 20 Colmore
Circus, Queensway, Birmingham, B4 6AT, and if so requested to
provide such further details or such documentation or other
evidence as may appear to the Joint Special Administrators to be
necessary.  A creditor who has not proved his debt before the last
date for proving is not entitled to, disturb, by reason that he had
not participated in it, any dividend subsequently declared.  The
dividend will be declared within the period of two months from the
Last Date for Proving.

For further details, contact:

The Joint Special Administrators
Email: Sberbank@teneo.com
Tel: +44 121 619 0149



                           *********


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