251201.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Monday, December 1, 2025, Vol. 26, No. 239
Headlines
F R A N C E
BETCLIC EVEREST: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
G E O R G I A
PASHA BANK JSC: S&P Affirms 'B' ICRs, Outlook Stable
G E R M A N Y
AUTONORIA DE 2025: S&P Assigns BB (sf) Rating to Cl. F-Dfrd Notes
I R E L A N D
BRIDGEPOINT CLO VI: S&P Assigns B- (sf) Rating to Class F-R Notes
GLEN SECURITIES: S&P Affirms 'BB (sf)' Rating on Class C Notes
I T A L Y
DUOMO BIDCO: Moody's Rates New EUR540MM Senior Secured Notes 'B2'
MUNDYS SPA: S&P Alters Outlook to Positive, Affirms 'BB+/B' ICRs
[] Moody's Takes Actions on 17 Italian Financial Institutions
K A Z A K H S T A N
BASEL INSURANCE: S&P Alters Outlook to Positive, Affirms 'B+' ICR
N E T H E R L A N D S
CENTRIENT HOLDING: Moody's Cuts CFR & Senior Secured Notes to B3
CENTRIENT HOLDING: S&P Affirms 'B' Rating on Senior Secured Notes
N O R W A Y
AXACTOR ASA: S&P Alters Outlook to Stable, Affirms 'B-' ICR
S W I T Z E R L A N D
SPORTRADAR GROUP: S&P Upgrades ICR to 'BB', Outlook Stable
U N I T E D K I N G D O M
BELLIS FINCO: Fitch Lowers Long-Term IDR to 'B', Outlook Negative
BOPARAN HOLDINGS: Moody's Ups CFR to B2, Alters Outlook to Stable
BRACCAN MORTGAGE 2025-2: Moody's Assigns B1 Rating to Cl. X Notes
CONTOURGLOBAL LIMITED: Fitch Affirms 'BB-' IDR, Outlook Stable
GREAT HALL 2007-2: S&P Affirms 'BB+(sf)' Rating on Cl. Ea/Eb Notes
HOLBROOK MORTGAGE 2023-1: Moody's Affirms B2 Rating on Cl. F Notes
IMAGING TECHNOLOGIES: RSM UK Appointed as Administrators
KINGSWOOD ARTS: KRE Corporate Appointed as Administrators
MOBICO GROUP: Fitch Lowers Long-Term IDR to 'BB', Outlook Negative
PEPCO GROUP: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
SAPIAT LTD: Kirker & Co Appointed as Administrator
SHERWOOD PARENTCO: S&P Alters Outlook on 'B' Notes Rating to Neg.
SONDER EUROPE: RSM UK Appointed as Joint Administrators
SONDER HOSPITALITY UK: RSM UK Appointed as Administrators
- - - - -
===========
F R A N C E
===========
BETCLIC EVEREST: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Betclic Everest Group's Long-Term Issuer
Default Rating (IDR) at 'BB-' with a Stable Outlook, and the senior
secured debt rating on its EUR600 million 2031 term loan B at
'BB+', with a Recovery Rating of 'RR2'.
The rating action follows the announcement of the acquisition of
Tipico Group by Banijay Group N.V., Betclic's ultimate shareholder.
The affirmation reflects its view that pro forma the addition of
Tipico to Betclic, the combined operations will be significantly
larger and have improved geographical diversification. The expected
improvement in business profile will be balanced by an increase in
leverage from contemplated debt financing of up to EUR3 billion.
The Stable Outlook reflects its assumptions that the combined
business will generate reduced but sustained positive free cash
flow (FCF) margin with adequate credit metrics rebased for a
strengthened business profile after the merger.
Key Rating Drivers
Improved Scale and Diversification: The combined group will be
about twice as large as Betclic's current business by revenue and
EBITDA, and have materially less geographic concentration, with
around 40% of pro forma 2024 revenues generated from its largest
market, Germany. This compares well with Betclic generating 55%-60%
in France but is still high compared with peers in 'bb' category.
Geographic diversification remains an important rating
consideration as it mitigates the impact from regulatory and fiscal
pressure, such as the increase in gaming taxes in France that came
into effect in 2H25.
The Tipico acquisition will also improve product diversification,
by adding a retail channel with 1,210 betting shops across Germany
and Austria, after closure following legal requirements from the
Admiral acquisition. Fitch estimates this channel will represent
around 15% of the combined group revenue.
Rebased Leverage Sensitivities: The combined Betclic and Tipico
business would be commensurate with a higher rating due to a
stronger business profile, but this improvement will be offset by a
weaker financial profile, with a substantial increase in leverage
to a level consistently above its previous negative rating
sensitivities. Fitch believes that at the current rating the
combined Betclic and Tipico businesses tolerate higher leverage and
have rebased its leverage sensitivities.
Leverage to Increase Temporarily: Fitch anticipates an increase of
net EBITDAR leverage to 4.4x in 2026, as Betclic expects to raise
around EUR3 billion to finance part of the acquisition and
refinance debt at Tipico. This will be close to its rebased
negative rating sensitivities, but Fitch forecasts that the
combined business will maintain leverage of around 4.0x. Its
forecast does not include potential merger synergies that would
support faster deleveraging.
Reduced but Mildly Positive FCF: Its forecast assumes a solid
pre-dividend FCF margin for Betclic in the low double digits, but
Fitch expects that the dividend payments of the combined business
will also increase, with EUR400 million annual dividend assumption
incorporated in its rating case. Fitch forecasts the resulting FCF
margin to remain closer to neutral to positive low single-digit
levels. A more aggressive upstream of dividends that would lead to
neutral to negative FCF will be negative for the rating.
Standalone Performance Consistently Strong: Betclic outperformed
its forecasts in 2024 and is likely to outperform its previous
rating case on a standalone basis in 2025, with revenue growth of
over 40% in 2024 followed by expected revenue growth of 11% in 2025
and an expected broadly flat group-level operating margin. The
improvement in performance more than offsets the impact of higher
gaming duty in France, resulting in net leverage of 1.2x at
end-2025 in Fitch's forecast.
Focus on Regulated Markets Retained: Betclic will continue to
operate exclusively in fully regulated markets, some of which
(France, Poland, Austria) will also keep the upside potential of
full liberalisation. Fitch does not incorporate changes to the
licencing regimes in any of Betclic's markets in its forecast, or
assume materially stricter regulatory enforcement in Germany that
could improve growth rate of its legal sports betting and gaming
market.
Rating on Standalone Basis: Fitch rates Betclic on a standalone
basis. This is based on its assessment of the parent and subsidiary
linkage with its owner Banijay Group N.V. Based on these criteria,
Fitch estimates Betclic's Standalone Credit Profile to be equal to
that of its parent, and consequently rate it decoupled from its
parent at 'BB-'.
Peer Analysis
Betclic's business profile pro forma acquisition of Tipico will be
still weaker than those of its closest peers Entain plc (BB/Stable)
and Allwyn International AG (BB-/Rating Watch Positive), reflected
in Betclic's smaller scale and narrower geographic diversification.
This explains slightly tighter leverage sensitivities compared with
Allwyn, which has the same rating.
Allwyn has highly profitable operations with a high proportion of
lottery revenue, which is less volatile and less exposed to
regulatory risks, with increasing geographical diversification
across Europe and growing presence in the US and Latin America,
offset by sustained negative FCF, complex group structure and
higher leverage. Allwyn's prospect of near-term reduction in
leverage pro-forma the recently announced consolidation of
Organization of Football Prognostics S.A.'s cash flows is reflected
in the Rating Watch Positive.
Betclic is rated higher than the Belgium-based omnichannel gaming
and sports betting operator Meuse Bidco SA (Gaming1; B+/Stable)
given the latter's more niche and concentrated operations,
resulting in a one-notch difference in the IDRs.
In contrast, Flutter Entertainment plc's (BBB-/Stable) multi-notch
rating difference reflects it having the strongest business model
among online gaming operators with substantial scale and global
presence, combined with sustained financial discipline.
Key Assumptions
- Revenue growth, of 11% in 2025, 9% in 2026 and 6% in 2027-2028,
driven by robust market growth and some market share gains
- Tipico acquisition driving pro forma revenue growth above 100% in
2026
- EBITDA margin decreasing gradually to 22.2% in 2026 from 23.1% in
2024, as 2025 betting taxes in France and Austria are fully
reflected; margin to increase back towards 23% in following years
as scale increases, Fitch EBITDA includes normalised VAT payment in
France
- Capex at EUR26 million in 2025, to increase following the
acquisition to around EUR80 million a year
- Neutral working capital in 2025-2028
- Dividend payments at EUR140 million in 2025, EUR400 million a
year in 2026-2028
- Issuance of EUR3 billion senior secured debt at market rate to
finance the Tipico acquisition and repay its existing debt
- EUR65 million of cash restricted, representing customer deposits,
jackpot provision and pending bets in 2025, increased to around
EUR130 million after the acquisition in 2026
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Weakening profitability with EBITDAR margins declining towards
15% due to competitive or regulatory challenges
- Failure to sustain positive FCF
- More aggressive financial policy or underperformance leading to
EBITDAR net leverage increasing to above 4.5x
- EBITDAR fixed-charge cover sustainably below 3.0x
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Organic growth with increasing scale, EBITDAR margins remaining
above 20%
- FCF margin improving to mid-single digits
- Commitment to a consistent financial policy supporting EBITDAR
net leverage below 4.0x
- EBITDAR fixed-charge cover above 3.5x on a sustained basis
Liquidity and Debt Structure
Fitch views Betclic's liquidity as adequate at EUR125 million after
Fitch's adjustments at end-2024. Fitch anticipates increased cash
of over EUR250 million following completion of the transaction,
also adequate considering the increased scale. Fitch calculates
available cash net of restrictions at around EUR70 million at the
Betclic level and EUR130 million at the combined level after the
acquisition.
The debt maturity profile will be concentrated, with all maturities
falling due in 2031, assuming the new capital structure is in line
with Betclic's existing documentation.
Issuer Profile
Betclic is an online sports betting and gaming company,
headquartered in France. It operates in the highly regulated gaming
markets of France and Portugal, where it has leading market
positions, and has operations in Poland and Côte d'Ivoire.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
BetClic Everest Group LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
=============
G E O R G I A
=============
PASHA BANK JSC: S&P Affirms 'B' ICRs, Outlook Stable
----------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term and 'B' short-term
issuer credit ratings on JSC PASHA Bank Georgia. The outlook is
stable.
PASHA Bank Georgia's progress in resolving problematic exposures on
its balance sheet has been limited over the first nine months of
the year. The share of nonperforming assets (defined as Stage 3
exposures and repossessed collateral on balance sheet) remains high
at 12.9% as of mid-2025 compared with 13.3% a year before. This
delay is largely driven by longer-than-expected court procedures
and the slower sale of real estate repossessed collateral, mostly
hotels in tourist destinations across Georgia. Because of its
weaker-than-average asset quality metrics, PASHA Bank Georgia still
must comply with the higher-than-average Pillar II regulatory
capital requirement--quantified in an additional 9.32% for Tier 1
capital as of Sept. 30, 2025 compared with 5.77% for the sector as
whole. These additional capital requirements constrain the bank's
growth strategy.
S&P said, "We expect PASHA Bank Georgia to resolve at least a
portion of its problematic exposures over 2025-2026. Economic
conditions in Georgia will remain supportive despite slower growth
and we understand some progress has been achieved over the month of
November with the sale of repossessed assets and a recovery of one
of the large Stage 3 exposures. Overall, our forecasts imply a
decline in nonperforming exposures to 5%-6% range compared with
12.9% as of June 2025.
"Therefore, we think that PASHA Bank Georgia will gradually employ
its high capital buffer and ultimately operate with adequate
capital buffers. We expect PASHA Bank Georgia to rapidly expand its
loan book once it achieves lower regulatory capital buffers, in
line with the bank's declared strategy, since current business
volumes are not sufficient to generate target profits. Our current
base-case assumption is that the bank will start growing rapidly by
30% annually on average. As a result, we expect the bank to operate
with risk-adjusted capital (RAC) ratios below 10% by 2027, a
decline from an estimated 12.5%-13.0% at end 2025. However, this
process will be more gradual than what we previously expected,
particularly considering the recent $5 million perpetual
noncallable subordinated AT1 loan from the bank's ultimate parent
PASHA Holding, which we consider having intermediate equity
content.
"Our ratings continue to incorporate our view that PASHA Bank
Georgia is a moderately strategic subsidiary of PASHA Bank
(BB-/Stable/B), which owns an 85.06% stake. PASHA Bank Georgia
represents about 4.1% of the group's consolidated assets and 8.0%
of consolidated equity. Although we think the latter provides the
parent with an incentive to support PASHA Bank Georgia in the event
of stress, we note that PASHA Bank Georgia is still at the early
stage of its turnaround. Moreover, we understand that PASHA Bank's
ability to provide additional capital to its subsidiary may be
limited because it is constrained by certain prudential ratios
imposed by the Central Bank of the Republic of Azerbaijan. Rather,
we expect the support to come through PASHA Holding if necessary as
evidenced by recent equity and AT1 injections. Operationally, PASHA
Bank Georgia continues to report to PASHA Holding, through which
the group's ultimate shareholders structure their assets.
"The stable outlook reflects our view that, over the next 12-18
months, PASHA Bank Georgia will continue working out its legacy
NPLs and be able to pursue its strategic pivot toward corporate
business under prudent underwriting standards, while gradually
reducing its RAC ratio to moderately below 10.0% from 11.7% as of
Dec. 2024.
"We could take a negative rating action if we think the bank's
business model is unsustainable and dependent on favorable economic
conditions. This could happen if PASHA Bank Georgia struggles to
turn around its financial profile and its liquidity buffers
deteriorate while the group's ability and propensity to support
PASHA Bank Georgia diminishes. The latter scenario appears to be
remote in our view.
"Although unlikely over the next 12-18 months, we could take a
positive rating action if PASHA Bank Georgia's profitability
materially improves approaching that of the rest of the banking
sector, demonstrating its ability to compete with larger entities
while continuing to improve its asset quality and maintaining
adequate capital levels."
=============
G E R M A N Y
=============
AUTONORIA DE 2025: S&P Assigns BB (sf) Rating to Cl. F-Dfrd Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Autonoria DE
2025's class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, and F-Dfrd notes.
At closing, the issuer also issued unrated class G notes and a
subordinated loan.
S&P said, "Our rating on the class A notes addresses timely payment
of interest. Our ratings on the other classes address ultimate
payment of interest until the tranche becomes the most senior class
outstanding, and timely payment of interest thereafter. For all
classes, our ratings address ultimate payment of principal by the
legal maturity date."
The notes are backed by a portfolio of auto loan receivables, which
BNP Paribas S.A., Niederlassung Deutschland (BNPP DE) granted to
its German clients, all of which are private borrowers. Since 2018,
BNPP DE's German consumer lending business has been branded as
Consors Finanz following its legal integration into BNPP DE.
The transaction revolves for 13 months from closing provided that
no stop-revolving triggers are hit. During the revolving period
which the issuer may add new eligible receivables into the pool if
the portfolio conditions are satisfied. Once the revolving period
ends, the transaction amortizes pro rata, unless a sequential
amortization event occurs. From that moment, the transaction will
switch permanently to sequential amortization.
The transaction has separate interest and principal waterfalls. The
interest waterfall features a principal deficiency ledger
mechanism, by which the issuer can use excess spread to cure
defaults.
The portfolio contains 38.24% balloon contracts. The purely balloon
payment portion of the pool represents 23.7% of the current
principal balance.
An amortizing liquidity reserve fund covers any interest shortfalls
on senior expenses and the class A to F-Dfrd notes' interest. At
closing, this liquidity reserve was funded by BNPP DE at 1.0% of
the class A to F-Dfrd notes' outstanding balance.
Credit enhancement is provided by subordination.
The assets pay a monthly fixed interest rate, and the rated notes
pay one-month Euro Interbank Offered Rate plus a margin, subject to
a floor of zero. To mitigate fixed-float interest rate mismatch
risk, the rated notes benefit from two interest rate swaps: one for
the class A and B-Dfrd notes and another for the class C-Dfrd to G
notes.
S&P's counterparty, operational risk, and structured finance
sovereign risk criteria do not constrain the ratings.
The issuer is a new compartment of a French "fonds commun de
titrisation", which we consider to be bankruptcy remote by law.
Ratings
Class Rating Amount (mil. EUR)
A AAA (sf) 594.7
B-Dfrd AA (sf) 17.9
C-Dfrd A (sf) 11.3
D-Dfrd BBB+ (sf) 9.8
E-Dfrd BBB- (sf) 3.3
F-Dfrd BB (sf) 3.2
G NR 9.8
Note: S&P's rating on the class A notes addresses timely payment of
interest and ultimate repayment of principal, while its ratings on
the other classes address the ultimate payment of interest until
they become the most senior class of notes, and timely payment of
interest thereafter. Payment of principal is no later than the
legal final maturity date.
NR--Not rated.
=============
I R E L A N D
=============
BRIDGEPOINT CLO VI: S&P Assigns B- (sf) Rating to Class F-R Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Bridgepoint CLO
VI DAC's class A-R, B-R, C-R, D-R, E-R, and F-R European cash flow
notes. At closing, the issuer had unrated subordinated notes
outstanding from the original transaction.
This transaction is a reset of the already existing transaction.
The existing classes of notes were fully redeemed with the proceeds
from the issuance of the replacement notes on the reset date and
the ratings on the original notes have been withdrawn.
Under the transaction documents, the rated notes pay quarterly
interest unless there is a frequency switch event, upon which the
notes and loan will pay semiannually. The portfolio's reinvestment
period will end in July 2030.
This transaction has a 1.63-year non-call period and the
portfolio's reinvestment period will end approximately 4.64 years
after closing.
The ratings assigned to the notes 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 2,839.11
Default rate dispersion 426.48
Weighted-average life (years) 4.83
Obligor diversity measure 120.43
Industry diversity measure 21.51
Regional diversity measure 1.14
Transaction key metrics
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%)* 1.95
Target 'AAA' weighted-average recovery (%) 36.19
Target weighted-average spread (net of floors; %) 3.64
Target weighted-average coupon (%) 5.22
*Based on aggregate collateral balance.
Rating rationale
S&P said, "The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs.
"Until the end of the reinvestment period on July 15, 2030, 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.
"In our cash flow analysis, we used the EUR400 million target par
amount, the covenanted weighted-average spread (3.60%), the
covenanted weighted-average coupon (4.50%), and the target weighted
average recovery rates at all rating levels. We applied various
cash flow stress scenarios, using four different default patterns,
in conjunction with different interest rate stress scenarios for
each liability rating category.
"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-R to D-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.
"For the class F-R notes, our credit and cash flow analysis
indicates that the available credit enhancement could withstand
stresses commensurate with a lower rating. However, we have applied
our 'CCC' rating criteria, resulting in a 'B- (sf)' rating on this
class of notes."
The ratings uplift for the class F-R notes reflects several key
factors, including:
-- The class F-R notes' available credit enhancement, which is in
the same range as that of other CLOs we have rated and that have
recently been issued in Europe.
-- The portfolio's average credit quality, which is similar to
other recent CLOs.
-- S&P's model generated break-even default rate at the 'B-'
rating level of 25.70% (for a portfolio with a weighted-average
life of 4.83 years), versus if we were to consider a long-term
sustainable default rate of 3.2% for 4.83 years, which would result
in a target default rate of 15.46%.
-- S&P does not believe that there is a one-in-two chance of this
note defaulting.
-- S&P does not envision this tranche defaulting in the next 12-18
months.
S&P said, "Following this analysis, we consider that the available
credit enhancement for the class F-R notes is commensurate with the
assigned 'B- (sf)' rating.
"Under our structured finance sovereign risk criteria, we consider
that the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.
"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.
"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class
A-R to F-R notes.
"In addition to our standard analysis, we have also included the
sensitivity of the ratings on the class A-R to E-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 notes."
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit or limit assets from being
related to certain industries. Since the exclusion of assets from
these industries does not result in material differences between
the transaction and our ESG benchmark for the sector, no specific
adjustments have been made in our rating analysis to account for
any ESG-related risks or opportunities."
Ratings
Amount Credit
Class Rating* (mil. EUR) enhancement (%) Interest rate§
A-R AAA (sf) 248.00 38.00 3mE + 1.30%
B-R AA (sf) 44.00 27.00 3mE + 1.95%
C-R A (sf) 24.00 21.00 3mE + 2.25%
D-R BBB- (sf) 28.00 14.00 3mE + 3.05%
E-R BB- (sf) 18.00 9.50 3mE + 5.35%
F-R B- (sf) 12.00 6.50 3mE + 8.10%
Sub NR 29.70 N/A N/A
*The ratings assigned to the class A-R and B-R notes address timely
interest and ultimate principal payments. The ratings assigned to
the class C-R, D-R, E-R, and F-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.
NR--Not rated.
N/A--Not applicable.
3mE--Three-month Euro Interbank Offered Rate.
GLEN SECURITIES: S&P Affirms 'BB (sf)' Rating on Class C Notes
--------------------------------------------------------------
S&P Global Ratings raised to 'A+ (sf)' from 'A (sf)' its credit
rating on Glen Securities Finance DAC's class A notes. At the same
time, S&P affirmed its 'BBB- (sf)' and 'BB (sf)' ratings on the
class B and C notes.
S&P said, "The rating actions follow the Nov. 6, 2025, upgrade of
the Governor and Company of the Bank of Ireland to 'A+' from 'A'.
They also reflect the most recent transaction information that we
have received and the transaction's structural features.
"Under our counterparty criteria, our rating on the class A notes
is constrained by our issuer credit rating (ICR) on the Governor
and Company of the Bank of Ireland as cash deposit account provider
(A+/Stable/A-1). Our rating is also constrained by our ICR on the
Governor and Company of the Bank of Ireland under our operational
risk criteria due to the reliance of the transaction performance on
the Governor and Company of the Bank of Ireland's internal
underwriting and servicing processes and policies.
"The transaction's performance remains relatively strong with
arrears decreasing to 3.8% in June 2025 from 4.5% in June 2024.
Cumulative losses remain low at 0.4%, as of June 2025 investor
report. After applying our global residential loans criteria, our
weighted-average foreclosure frequency and loss severity
assumptions have decreased. This reflects the reduced current
weighted-average loan-to-value ratio following increased house
price index growth since closing.
"Under the transaction documents, the Governor and Company of the
Bank of Ireland is protected against both principal and interest
losses on the portfolio. We therefore considered in our credit
analysis an interest rate loss. While the interest payment due
under the credit protection deed is up until the date of default
only, the allocation of recovery proceeds used to calculate the
ultimate loss for the transaction is calculated considering a pro
rata allocation of asset sale proceeds between the defaulted
exposure and additional interest accrued after the date of default
until foreclosure occurs. We have considered the interest rate
curves up to our criteria foreclosure period of 42 months in our
analysis and calculated the subsequent loss for the transaction
considering pro rata allocation of the recovery funds."
Credit assumptions
Rating WAFF (%) WALS (%)
AAA 39.11 41.97
AA 29.25 36.43
A 24.29 27.42
BBB 19.00 22.14
BB 13.46 18.19
B 12.35 14.58
WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.
S&P said, "We calculated the expected loss for the reference
portfolio at each rating level using the credit assumptions above
and compared this to the credit enhancement available for each
tranche. However, given that the structure allows for pro rata
payment until the breach of certain triggers, we analyzed the
potential effect of timing of loss assumptions to determine that
the credit enhancement provided by the structure was robust at the
relevant rating levels.
"In our opinion, the attachment point for the class A notes is
sufficient to support a higher rating than that assigned. We
therefore raised to 'A+ (sf)' from 'A (sf)' our rating on the class
A notes, also considering the upgrade of the Governor and Company
of the Bank of Ireland.
"We affirmed our 'BBB- (sf)' and 'BB (sf)' ratings on the class B
and C notes. Under our analysis, these tranches remain robust at
their respective rating levels."
Glen Securities Finance is an Irish synthetic RMBS transaction that
securitizes a pool of owner-occupied and buy-to-let residential
mortgage loans.
=========
I T A L Y
=========
DUOMO BIDCO: Moody's Rates New EUR540MM Senior Secured Notes 'B2'
-----------------------------------------------------------------
Moody's Ratings has assigned a B2 instrument rating to the proposed
EUR540 million backed senior secured notes due 2032 to be issued by
Duomo BidCo Spa (Kiko or the company). The outlook is unchanged at
stable.
Proceeds from the issuance of the backed senior secured notes are
expected to be used to repay the company's existing EUR500 million
backed senior secured notes due 2031, repay EUR35 million currently
drawn under the super-senior revolving credit facility (RCF), and
cover transaction costs.
RATINGS RATIONALE
The proposed senior secured notes are rated at the same level as
Kiko's B2 Corporate Family Rating (CFR), reflecting the size of
Kiko's other liabilities, including its trade payables and
operating leases; the existence of Kiko's EUR85 million
super-senior RCF; and the upstream guarantees provided on the
senior secured notes and super-senior RCF. The proposed extension
of Kiko's debt maturities and the broadly leverage-neutral nature
of the refinancing are modest credit positives.
After the proposed refinancing, Moody's estimates Moody's-adjusted
debt/EBITDA at approximately 4.4x in 2025, compared to 4.3x in
2024, and EBITDA minus capex/interest expense at 1.8x, compared to
1.4x in 2024. Moody's anticipates that Moody's-adjusted leverage
will improve toward 4x over the next 12 to 18 months, primarily as
a result of EBITDA growth. This improvement in EBITDA will be
driven by revenue growth and normalising marketing expenses.
Despite a softer beauty retail market over the last 12 months, Kiko
has outperformed competitors and Moody's expects it will continue
gaining market share, thanks to its competitive pricing and strong
appeal to younger consumers. In 2024, Kiko's revenue grew by 12.9%
to EUR900 million, with half of this growth from like-for-like
sales, one third from new owned stores, and the remainder from new
franchise locations, e-commerce, and wholesale activities. For the
nine months ending September 30, 2025, revenue increased 5.4%
year-over-year. However, Moody's expects any margin gains from
revenue growth in 2025 to be offset by significant marketing
investments and one-off fixed costs as part of management's
strategy to enhance the brand and support future expansion.
RATING OUTLOOK
The stable outlook reflects Moody's expectations that the company
will sustain its current operating performance, with single-digit
earnings growth and broadly stable operating margins. The outlook
assumes that the company will maintain adequate liquidity and will
not embark on any transformational debt-funded acquisitions or
dividend recapitalizations.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Positive pressure on the rating could build up over time, subject
to the company building a solid track record of revenues and EBITDA
growth while maintaining a balanced financial policy, including at
least adequate liquidity. Quantitatively an upgrade would require
Moody's-adjusted debt/EBITDA reducing below 4.0x on a sustained
basis, its Moody's-adjusted EBITDA minus capex/interest expense
increasing above 2.0x; and Moody's-adjusted FCF/debt staying
sustainably above 5%.
Negative pressure on the rating could materialize if the company
significantly deviates from Moody's current expectations, including
positive like-for-like sales, earnings and margins growth; its
Moody's-adjusted EBITDA minus capex/interest expense decreases
below 1.5x; its Moody's-adjusted FCF/debt remains weak on a
sustained basis; or its liquidity weakens.
PRINCIPAL METHODOLOGY
The principal methodology used in this rating was Retail and
Apparel published in September 2025.
COMPANY PROFILE
Duomo BidCo Spa (Kiko), headquartered in Bergamo, Italy, is a
colour cosmetics brand operating in the beauty retail segment. The
company is owned 69% by L Catterton, 30% by the Percassi family,
and 1% by management. The company reported EUR900 million of
revenue and EUR153 million of company-adjusted EBITDA in 2024.
MUNDYS SPA: S&P Alters Outlook to Positive, Affirms 'BB+/B' ICRs
----------------------------------------------------------------
S&P Global Ratings revised our outlook on Mundys SpA to positive
from stable and affirmed its 'BB+/B' long- and short-term issuer
credit ratings and its 'BB+' issue rating on its senior unsecured
debt.
S&P said, "At the same time, we revised our outlook on Aeroporti di
Roma (AdR) to positive from stable and affirmed our 'BBB-/A-3'
ratings and our 'BBB-' issue rating on its senior unsecured debt.
Our issuer credit rating on AdR is one notch higher than that on
Mundys and our outlook on AdR mirrors that of its parent.
"The positive outlook on Mundys reflects our expectation that the
group will continue to generate strong predictable cash flow on the
back of a strong asset base, successful maintenance of robust
concession life, stable regulatory frameworks, and low foreign
exchange risk.
"We expect Mundys SpA will remain acquisitive in the coming years,
leveraging its successful track record in acquisitions and contract
extensions. We anticipate that the group, through its shareholders
Edizione and Blackstone, will maintain a disciplined financial
policy.
"We also expect Mundys' strong and diversified toll road and
airport portfolio to continue generating predictable cash flows.
We therefore think Mundys can maintain FFO to debt above 10% in
2027 and 2028, considering proportional consolidation within
Abertis, while completing credit supportive acquisitions to bolster
its business' strength.
"We expect Mundys will keep demonstrating strong performance in the
next years supported by its diversified asset base, after
increasing its S&P Global Ratings-adjusted EBITDA to nearly 6.5%
per year in 2024 and 2025. This will be possible through solid
traffic growth expected across the toll road and airport network
and concession-based indexation of tariffs linked to inflation and
capital expenditure (capex) remuneration.
"We project resilient metrics in the near term. Under our base
case, the financial metrics for Abertis Infraestructuras S.A.,
which comprises close to 60% of Mundys' adjusted EBITDA, will
strengthen in the coming years, absent acquisitions, given the
gradual deleveraging needed at this subsidiary to offset key
concessions maturing. This is while leverage at AdR and Costanera
is increasing given the high capex needs. Overall, this results in
resilient funds from operations (FFO) to debt at Mundys of close to
11.5% by 2027-2028, considering proportional consolidation within
Abertis.
"We understand that while the group pursues material acquisitions,
Edizione and Blackstone will maintain a supportive financial
policy, which we incorporate into our positive outlook. We expect
Mundys will remain acquisitive in the next years, including through
its subsidiary Abertis, to extend the life of its portfolio of
about 14 years in 2025 and decreasing close to 12.5 years by 2028
given important concession maturities in France in 2031 and 2033
(about EUR0.7 billion of proportional EBITDA at Mundys in 2025).
Mundys has a successful track record in acquisitions and contract
extensions, with several small opportunities materializing in
France, Chile and Brazil this year.
"We see the payout ratio at Mundys as high, given dividends paid to
shareholders of EUR0.9 billion in 2025 and 2026 (from EUR0.75
billion in 2023) compared with about EUR0.9 billion of dividends
expected to be received from the subsidiaries in 2026. However, we
expect a supportive financial policy from Edizione and Blackstone
on future acquisitions, ranging from equity contributions to
flexibility on dividends as to limit dilution post-acquisition.
Positively, Mundys has a strong diversified asset base and one
third of the dividends that will be received by the holding in 2026
and 2027 come from the strong AdR, and a third from Telepass,
Costanera, and Getlink jointly. In addition, we expect growth at
AdR, Costanera, and mobility over the next years will partially
offset the maturity of French concessions at Mundys.
"As part of a redistribution of funds to execute the group's
acquisition strategy, gross debt increased in 2025 at AdR and Grupo
Costanera to upstream more dividends to Mundys holding. Following
this releveraging at the operating companies, we expect Mundys will
have about EUR0.8 billion of cash by year-end at the holding
company level to perform acquisitions.
"From 2026, we will assess Mundys' financial metrics based on
proportional consolidation within Abertis, given the rising share
of minority interests and the sizable holding company debt at this
subsidiary. Our current forecast summary metrics consider full
consolidation within Abertis and the 50% stake of Mundys at this
subsidiary. As we will transition to proportional consolidation
within Abertis from next year, we are also disclosing the
approximate impact of this on Mundys' metrics, which is a
contraction in FFO to debt of close to 1%. Our decrease in the
upside rating trigger at Mundys also reflects our expectation of
material credit supportive acquisitions in the coming years.
"We rate AdR one notch above Mundys. As a result, we have revised
our outlook on AdR to positive from stable. This reflects our
opinion that, despite AdR being almost fully owned by Mundys, the
regulatory oversight exercised by the grantor, and certain
covenants in the concession agreement and loan financing, protect
AdR, to some degree, from potential negative intervention by its
parent.
"The positive outlook on Mundys reflects our expectation that the
group's infrastructure assets will continue to generate healthy,
predictable cash flows on the back of the strength of its asset
base, the maintenance of robust concession life, stable regulatory
frameworks, and low foreign exchange risk. It also reflects our
expectation of a successful execution of credit supportive
acquisitions, funded under a supportive financial policy.
"We will analyze whether acquisitions are credit supportive for
Mundys based on a combination of factors such as the effective
contribution from shareholders, the contribution to the business
(country risk, diversity, remaining concession life, and stability
of cash flows), impact on FFO-to-debt metrics, currency risk,
impact on the dividends received by Mundys, and the leakage to
minorities.
"The outlook on AdR is linked to that on its parent Mundys, given
the one notch differential we reflect in our rating on AdR."
S&P could revise its outlook on the issuer credit rating to stable
in the next 12-24 months if:
-- S&P believes Mundys' business quality or metrics could weaken
when the French concessions at Abertis mature, and the financial
policy would not mitigate this; or
-- FFO to debt decreases below 10% by 2027-2028, taking into
account portfolio performance and acquisitions. This threshold
considers proportional consolidation within Abertis and accounts
for the 50% stake of Mundys at this subsidiary; or
-- If the financial policy is more aggressive than S&P
anticipated, for example if acquisitions are not seen as credit
supportive for Mundys, if Mundys provides material debt-funded
support to subsidiaries, or if higher dividends are paid to Mundys'
shareholders.
In case of new material credit supportive acquisitions, S&P could
upgrade Mundys in the next 12-24 months to 'BBB-' if the following
occurs:
-- S&P believes the strengths of the business quality and metrics
of Mundys will not materially deteriorate when the French
concessions at Abertis mature; and
-- Mundys can sustain FFO to debt above 10% by 2027-2028, taking
into account portfolio performance, acquisitions and the support of
the financial policy. This threshold considers proportional
consolidation within Abertis and accounts for the 50% stake of
Mundys at this subsidiary.
If S&P was to raise the issuer credit rating to 'BBB-', this would
most likely not lead us to raise the issue rating on Mundys' senior
unsecured debt, given the significant amount of priority debt at
the operating companies, which could make the holding company debt
at Mundys structurally subordinated.
[] Moody's Takes Actions on 17 Italian Financial Institutions
-------------------------------------------------------------
Moody's Ratings has taken rating actions on all the ratings and
assessments of 17 Italian financial institutions. The rating
actions were prompted by the upgrade of the Government of Italy's
rating to Baa2 from Baa3, with the outlook changed to stable from
positive.
All other Italian banks' ratings and assessments not mentioned in
this press release, were unaffected by this rating action.
Italy's Macro Profile remains at "Strong", following its upgrade
from "Strong-" in May 2025 (https://urlcurt.com/u?l=V3Ot5Y). This
reflects a continued supportive operating environment, and
favorable credit and funding conditions for Italian banks.
A List of Affected Credit Ratings is available at
https://urlcurt.com/u?l=agnuFb
RATINGS RATIONALE
==== BANK-SPECIFIC CONSIDERATIONS
UNICREDIT S.P.A. (UNICREDIT)
The upgrade of UniCredit's Baseline Credit Assessment (BCA) to baa2
from baa3 reflects the upgrade of Italy's sovereign rating, which
is still capping the bank's BCA. The upgrade of UniCredit's BCA
also reflects the bank's resilient solvency and the benefits to
UniCredit's credit profile stemming from its diversified business
mix and leading franchises principally in developed and mature
European economies.
While UniCredit's current creditworthiness points to a higher
standalone financial profile, under Moody's Banks methodology
Moody's typically do not assign a BCA higher than the long-term
rating of the sovereign country within which its main activities
are located.
The upgrade of UniCredit's long-term deposit and senior unsecured
debt ratings to A3 from Baa1 reflects: (1) the upgrade of
UniCredit's BCA to baa2 from baa3; (2) the unchanged outcome of
Moody's Advanced Loss Given Failure (LGF) analysis, which leads to
two notches of uplift; and (3) Moody's unchanged assumption of a
moderate probability of government support, which results in no
further uplift because the bank's long-term deposit and senior
unsecured debt ratings, before government support, already exceed
the Government of Italy's rating by two notches.
INTESA SANPAOLO S.P.A. (INTESA SANPAOLO)
The upgrade of Intesa Sanpaolo's BCA to baa2 from baa3 reflects the
upgrade of Italy's sovereign rating, which is still capping the
bank's BCA. The upgrade of Intesa Sanpaolo's BCA is further
supported by its leading domestic franchise as Italy's largest
bank, alongside solid asset-risk metrics and diverse revenue
sources that contribute to consistent and robust earnings. The BCA
also considers the bank's sound capital position, low refinancing
risk and a strong buffer of high-quality liquid assets.
While Intesa Sanpaolo's current creditworthiness points to a higher
standalone financial profile, under Moody's Banks methodology
Moody's typically do not assign a BCA higher than the long-term
rating of the sovereign country within which its main activities
are located.
The upgrade of Intesa Sanpaolo's long-term deposit, long-term
issuer and senior unsecured debt ratings to A3 from Baa1 reflects:
(1) the upgrade of Intesa Sanpaolo's BCA to baa2 from baa3; (2) the
unchanged outcome of Moody's Advanced LGF analysis, which leads to
two notches of uplift; and (3) Moody's unchanged assumption of a
moderate probability of government support, which results in no
further uplift because the bank's long-term deposit and senior
unsecured debt ratings, before government support, already exceed
the Government of Italy's rating by two notches.
BANCA MONTE DEI PASCHI DI SIENA S.P.A. (MPS)
The affirmation of MPS' ba1 BCA considers the acquisition of
Mediobanca S.p.A. (Mediobanca), completed in September 2025, which
has resulted in the creation of the country's third largest banking
group. The bank's BCA reflects considerable execution risks
associated with this major acquisition.
The BCA affirmation acknowledges MPS' overall stronger asset
quality, greater scale, and more diversified revenue streams, which
Moody's expects from the new consolidated banking group, along with
a robust capital. Moody's also believes the bank has low
refinancing risk and maintains a good buffer of high-quality liquid
assets, partly reliant on short-term funding from the European
Central Bank.
The affirmation of MPS' Baa1 long-term deposit ratings and Baa3
long-term senior unsecured debt rating reflects: (1) the
affirmation of MPS' BCA at ba1, (2) the unchanged outcome of
Moody's Advanced LGF analysis, which also considers the combined
liability structure with Mediobanca, leading to a three-notch
uplift for the long-term deposit and one-notch uplift for the
long-term senior unsecured debt ratings; and (3) Moody's unchanged
assumption of a low probability of government support which results
in no further rating uplift.
MEDIOBANCA S.P.A. (MEDIOBANCA)
The affirmation of Mediobanca's ba1 BCA and Adjusted BCA reflects
its acquisition by MPS which constrains its creditworthiness. The
BCA also considers Mediobanca's asset concentration, balanced by
sound capital, low refinancing risk and good buffer of high-quality
liquid assets at the MPS group level.
The affirmation of Mediobanca's ba1 Adjusted BCA, reflects Moody's
unchanged assumption of a very high probability of support from
MPS. However, this does not result in additional uplift because
Mediobanca's BCA is already at the same level as that of its
parent.
The affirmation of Mediobanca's Baa1 long-term deposit ratings, and
Baa3 long-term issuer and senior unsecured debt ratings reflects:
(1) the affirmation of Mediobanca's ba1 Adjusted BCA; (2) the
unchanged outcome of Moody's Advanced LGF analysis, which also
considers the combined liability structure with MPS, leading to a
three-notch uplift for the long-term deposit ratings, and one-notch
uplift for the long-term issuer and senior unsecured debt ratings;
and (3) Moody's unchanged assumption of a low probability of
government support which results in no further uplift.
BANCO BPM S.P.A. (BANCO BPM)
The upgrade of Banco BPM's BCA to baa2 from baa3 reflects the
upgrade of Italy's sovereign rating, which was capping the bank's
BCA. The upgrade of Banco BPM's BCA also considers its
well-established franchise in Italy, benefitting from improved
asset quality, good revenue diversification and profitability.
Moody's also incorporates the bank's sound capital level, low
refinancing risk and substantial high-quality liquid assets.
The upgrade of Banco BPM's long-term deposit to A3 from Baa1, its
long-term issuer and senior unsecured debt ratings to Baa1 from
Baa2 reflects: (1) the upgrade of Banco BPM's BCA to baa2 from
baa3; (2) the unchanged outcome of Moody's Advanced LGF analysis,
which leads to two notches of uplift for the long-term deposit
ratings and a one-notch uplift for the long-term issuer and senior
unsecured debt ratings; and (3) Moody's unchanged assumption of a
low probability of government support, which results in no further
uplift.
BPER BANCA S.P.A. (BPER)
The upgrade of BPER's BCA to baa2 from baa3 reflects the upgrade of
Italy's sovereign rating, which was capping the bank's BCA. The BCA
upgrade is also supported by the bank's good asset quality, despite
fast loan growth, and solid profitability and capital. Moody's have
also taken into account BPER's strong funding and liquidity
profile, characterized by low refinancing risk and a substantial
amount of high-quality liquid assets.
The BCA also considers the absorption plan of Banca Popolare di
Sondrio S.p.A. announced on November 05, 2025 and more generally
BPER's long-term growth strategy, both organically and through
acquisitions, which involves some execution risks despite a good
track record.
The upgrade of BPER's long-term deposit to A3 from Baa1, long-term
issuer and senior unsecured debt ratings to Baa2 from Baa3
reflects: (1) the upgrade of BPER's BCA to baa2 from baa3; (2) the
unchanged outcome of Moody's Advanced LGF analysis, which leads to
two notches of uplift for the long-term deposit ratings and no
uplift for the long-term issuer and senior unsecured debt ratings;
and (3) Moody's unchanged assumption of a low probability of
government support, which results in no further uplift.
CREDITO EMILIANO S.P.A. (CREDEM) AND CREDITO EMILIANO HOLDING
S.P.A. (CREDEMHOLDING)
The upgrade of Credem's BCA to baa2 from baa3 is driven by the
upgrade of Italy's sovereign rating, which is still capping the
bank's BCA. The upgrade also incorporates Credem's strong capital
position, and the superior quality of the loan portfolio, owing to
the consistent application of stringent underwriting standards. In
addition, the upgrade considers Credem's large and granular deposit
base, its relatively low refinancing risk, and its comfortable
buffer of high-quality liquid assets.
While Credem's current creditworthiness points to a higher
standalone financial profile, under Moody's Banks methodology,
Moody's typically do not assign a BCA higher than the long-term
rating of the sovereign country within which its main activities
are located.
The upgrade of Credem's long-term deposit ratings to A3 from Baa1,
its long-term senior unsecured debt rating to Baa2 from Baa3, and
Credemholding's long-term issuer rating to Baa3 from Ba1 reflect:
(1) the upgrade of Credem's BCA to baa2 from baa3; (2) the
unchanged outcome of Moody's Advanced LGF analysis, which results
in a two-notch uplift for deposits, no uplift for senior unsecured
debt, and one-notch negative adjustment for Credemholding's issuer
rating; and (3) Moody's unchanged assumption of a low probability
of government support, which results in no further uplift.
BANCA NAZIONALE DEL LAVORO S.P.A. (BNL)
The affirmation of BNL's ba1 BCA reflects the bank's modest
solvency position, with adequate capital levels, but moderate asset
risk and profitability. Moody's considers BNL's financial profile
to benefit from the strong oversight and support of its parent, BNP
Paribas (BNPP; A1/A1 stable, baa1). BNL's BCA also incorporates its
low refinancing risk despite higher reliance on more volatile
corporate deposits balanced with a good buffer of high-quality
liquid assets.
The affirmation of BNL's baa2 Adjusted BCA, reflects Moody's
unchanged assumption of a very high probability of support from its
parent BNPP, resulting in two notches of uplift from the bank's
BCA.
The upgrade of BNL's long-term deposit ratings to A3 from Baa1 and
of the long-term issuer rating to Baa1 from Baa2 reflects: (1) the
affirmation of BNL's Adjusted BCA at baa2; and (2) the result of
Moody's Advanced LGF Analysis, which now results in two notches of
uplift for the deposit ratings from previously one, and one notch
of uplift for the issuer rating from previously no uplift. The
upgrade of the bank's long-term deposit ratings follows the one
notch upgrade of Italy's rating, which has moved the sovereign
constraint to A3. As per Moody's Banks methodology long-term
ratings are capped at two notches above the sovereign rating. The
higher uplift for BNL's long-term issuer rating reflects the higher
volume of loss-absorbing debt issued by the bank that results in a
lower loss given failure.
BNL's long-term deposit and issuer ratings still reflect Moody's
assumptions of a low probability of government support, which
results in no further uplift.
CREDIT AGRICOLE ITALIA S.P.A. (CA ITALIA)
The upgrade of CA Italia's BCA to baa2 from baa3 reflects the
upgrade of Italy's sovereign rating, which was capping the bank's
BCA. The upgrade of the BCA also reflects the bank's sound solvency
profile, underpinned by its good capitalization and robust funding
profile, with a low refinancing risk.
The upgrade of CA Italia's Adjusted BCA to a3 from baa1 reflects
the upgrade of the BCA and Moody's unchanged assumption of a very
high probability of support from its parent Credit Agricole S.A.
(CASA, A1/A1 stable, baa2), resulting in two notches of uplift from
the bank's BCA.
The upgrade of CA Italia's long-term deposit ratings to A3 from
Baa1 reflects: (1) the upgrade of the bank's Adjusted BCA to a3
from baa1; (2) the outcome of Moody's Advanced LGF analysis leading
to no uplift from the Adjusted BCA, as these ratings are capped two
notches above Italy's rating; and (3) Moody's unchanged assumption
of a low probability of government support, leading to no
additional uplift to the bank's ratings.
CA AUTO BANK S.P.A. (CA AUTO BANK)
The affirmation of CA Auto Bank's ba2 BCA reflects the bank's good
asset risk and profitability metrics, as well as adequate
capitalization, which is managed by its ultimate parent CASA.
Moody's also considers the bank's limited deposits franchise and
its modest liquidity buffer, mitigated by the ongoing funding and
liquidity support provided by its parent. The BCA is constrained by
the bank's low level of business diversification.
The affirmation of the baa3 Adjusted BCA reflects Moody's unchanged
assessment of high probability of affiliate support in case of need
from CASA, leading to two notches of uplift from the BCA.
The upgrade of CA Auto Bank's long-term deposit and issuer ratings
to A3 from Baa1 reflects: (1) the affirmation of the bank's
Adjusted BCA at baa3, (2) the outcome of Moody's Advanced LGF
analysis that now results in three notches of uplift for the
long-term deposit and issuer ratings, from previously two notches
of uplift respectively as the sovereign constraint has now been
lifted after Italy's rating was upgraded, and (3) Moody's unchanged
assumption of a low probability of government support, which
results in no further uplift.
BANCA SELLA HOLDING S.P.A. (BANCA SELLA HOLDING) AND BANCA SELLA
S.P.A. (BANCA SELLA)
The affirmation of Banca Sella's ba1 BCA reflects the bank's
relatively small franchise, its focus on small and mid-size
enterprises (SME) lending in Northwest Italy with moderate asset
quality, and its modest levels of capital and profitability. The
affirmation also takes into account the bank's sound funding and
liquidity, supported by a low refinancing risk and a substantial
buffer of high-quality liquid assets.
The upgrade of the long-term deposit ratings of Banca Sella and
Banca Sella Holding's to Baa1 from Baa2 and the upgrade of Banca
Sella Holding's long-term issuer and senior unsecured debt ratings
to Ba1 from Ba2 reflect: (1) the affirmation of Banca Sella's ba1
BCA; and (2) the outcome of Moody's Advanced LGF analysis, which
now results in three notches of uplift and no uplift from the
bank's BCA, respectively, from two notches and one notch of
negative adjustment previously. The higher uplift is a result of an
increased volume of the bank's loss-absorbing instruments.
Banca Sella and Banca Sella Holding's long-term deposit and Banca
Sella Holding's issuer and senior unsecured debt ratings still
reflect Moody's assumptions of a low probability of government
support, which results in no further uplift.
MEDIOCREDITO TRENTINO-ALTO ADIGE S.P.A. (MEDIOCREDITO)
The affirmation of Mediocredito's baa3 BCA highlights the bank's
good asset quality, solid capital base, and modest profitability.
The BCA is also supported by the bank's low refinancing risk, owing
to the funding raised from its shareholders' mutual banks, and a
significant amount of high-quality liquid assets. These strengths
are balanced against the bank's low business and geographical
diversification.
The affirmation of Mediocredito's Baa1 long-term deposit and Ba1
long-term issuer ratings reflects: (1) the affirmation of the
bank's baa3 BCA; (2) the unchanged outcome of Moody's Advanced LGF
analysis resulting in two notches of uplift and one notch negative
adjustment from the BCA, respectively; (3) Moody's unchanged
assumption of low government support which results in no further
rating uplift.
CASSA CENTRALE RAIFFEISEN S.P.A. (CC RAIFFEISEN)
The upgrade of CC Raiffeisen's BCA to baa2 from baa3 is driven by
the upgrade of Italy's sovereign rating, which was capping the
bank's BCA. The upgrade also reflects CC Raiffeisen's role as the
central treasury for 39 cooperative banks in Northern Italy, its
very strong capital position, and its improved liquidity profile,
supported by a substantial buffer of high-quality liquid assets at
the network level. The upgrade further considers the network's
large retail deposit base, as well as the bank's moderate asset
quality and limited geographical diversification.
The upgrade of CC Raiffeisen's long-term deposit ratings, senior
unsecured debt and long-term issuer ratings to A3 from Baa1
reflects: (1) the upgrade of the bank's BCA to baa2 from baa3; (2)
a very high probability of affiliate support from the cooperatives
integrated into the Institutional Protection Scheme (IPS), which,
nevertheless, translates into no uplift from CC Raiffeisen's BCA;
(3) the unchanged outcome of Moody's Advanced LGF analysis, which
provides a three-notch uplift for deposits, which however are
constrained at two notches above the Government of Italy's rating,
and a two-notch uplift for senior unsecured and issuer ratings; and
(4) Moody's unchanged assumption of a low probability of government
support, leading to no additional uplift to the bank's ratings.
CASSA DEPOSITI E PRESTITI S.P.A. (CDP) AND INVITALIA S.P.A.
(INVITALIA)
The upgrade of CDP's and Invitalia's long-term issuer ratings to
Baa2 from Baa3 reflects the upgrade of the Government of Italy's
sovereign rating to Baa2 from Baa3. Both institutions have public
mandates in support of the Italian government's policies and the
domestic public sector, which results in a very strong level of
integration between them and the Italian government.
==== OUTLOOKS
The stable outlooks on CDP and Invitalia reflect the stable outlook
on Italy's sovereign rating.
The stable outlooks on the long-term deposit ratings and/or
long-term senior unsecured debt ratings and long-term issuer
ratings (where applicable) of all the banks except MPS and
Mediobanca reflect the stable outlook on Italy, as well as Moody's
expectations that the banks' financial profiles and liability
structures will remain broadly unchanged over the next 12 to 18
months.
The stable outlooks on UniCredit's long-term deposit and senior
unsecured ratings are driven by the stable outlook on Italy despite
the upside upward pressure on its standalone creditworthiness,
contingent on the closing of the acquisition of Commerzbank AG
(Commerzbank, Aa3/ A1 stable, baa1). Moody's will assess the
potential for UniCredit's BCA to be upgraded one notch above
Italy's sovereign rating, based on the combined group's degree of
international diversification, including as well UniCredit's
increased stake in Alpha Bank S.A. (Alpha Bank, Baa1/Baa2 stable,
baa3), its exposure to Italian sovereign risk, and its
post-acquisition capitalization, asset risk, funding and liquidity.
Under Moody's Banks methodology, long-term ratings are constrained
at two notches above the domestic sovereign rating, therefore any
upgrade of UniCredit's BCA would not result in an upgrade of these
ratings.
The outlooks on MPS and Mediobanca long-term deposit, issuer and
senior unsecured ratings (where applicable) remain positive and
reflect Moody's expectations that MPS's improved financial
performance will continue as it integrates with Mediobanca,
assuming there are no significant disruptions. The positive
outlooks on the long-term issuer and senior unsecured debt ratings
(where applicable) also reflect Moody's expectations that the
combined entity will likely experience lower loss-given failure
according to Moody's LGF analysis.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
CDP's and Invitalia's long-term issuer ratings would be upgraded if
Italy's rating is upgraded, as their ratings are aligned with their
parent.
The long-term ratings of all Italian banks could be upgraded if
their standalone BCAs were upgraded, provided these long-term
ratings do not exceed the constraint of two notches above Italy's
rating.
Banks' BCAs could be upgraded as a result of a material improvement
of their financial fundamentals beyond Moody's expectations. The
BCAs of UniCredit, Intesa Sanpaolo, and Credem are currently
constrained by Italy's Baa2 sovereign debt rating, therefore they
would likely be upgraded only in case of an upgrade of Italy's
rating provided that their creditworthiness does not deteriorate.
UniCredit's BCA could also be upgraded in the event of the bank
acquiring Commerzbank. An upgrade of UniCredit's BCA is also
predicated on the bank's ability to contain the execution and
operational risks that may arise from a large-scale cross-border
acquisition.
MPS and Mediobanca's long-term deposit ratings may be upgraded if
their BCAs improve. This could happen if the new group successfully
integrates Mediobanca, reducing execution risks and maintaining
solid financial performance. Additionally, MPS and Mediobanca's
long-term issuer and senior unsecured debt ratings (where
applicable) could be upgraded if the MPS group issues more
loss-absorbing debt instruments.
The bank's debt and deposit ratings are linked to the standalone
BCA; therefore, downward changes to the BCA could also affect these
ratings. The BCAs of all Italian banks could be downgraded if their
creditworthiness deteriorates substantially from current expected
levels.
CDP's and Invitalia's long-term issuer ratings would be downgraded
if the Government of Italy's rating is downgraded, as their ratings
are aligned with their parent.
The banks' deposit, senior unsecured debt and long-term issuer
ratings (where applicable) could also experience upward or downward
pressure from changes in their liability structure, which could
affect the expected loss faced by these liabilities in a resolution
scenario.
PRINCIPAL METHODOLOGIES
The principal methodology used in rating Banca Monte dei Paschi di
Siena S.p.A., Banca Nazionale Del Lavoro S.p.A., Banca Sella
S.p.A., Banca Sella Holding S.p.A., Banco BPM S.p.A., BPER Banca
S.p.A., CA Auto Bank S.p.A., CA Auto Bank S.p.A., Irish Branch, CA
Auto Finance Suisse SA, Cassa Centrale Raiffeisen S.p.A., Credit
Agricole Italia S.p.A., Credito Emiliano Holding S.p.A., Credito
Emiliano S.p.A., Intesa Bank Ireland p.l.c., Intesa Sanpaolo Bank
Ireland p.l.c., Intesa Sanpaolo Bank Luxembourg S.A., Intesa
Sanpaolo Funding LLC, INTESA SANPAOLO S.P.A., Intesa Sanpaolo
S.p.A., Hong Kong Branch, Intesa Sanpaolo S.p.A., London Branch,
Intesa Sanpaolo S.p.A., New York Branch, Mediobanca International
(Luxembourg) SA, Mediobanca S.p.A., Mediocredito Trentino-Alto
Adige S.p.A., Sanpaolo IMI S.p.A., UniCredit Delaware Inc.,
UniCredit S.p.A., UniCredit S.p.A., London Branch and UniCredit
S.p.A., New York Branch was Banks published in November 2025.
For Intesa Sanpaolo, Banco BPM, CA Italia, Banca Sella, CDP and
Invitalia 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.
UniCredit's "Assigned BCA" of baa2 is set two notches below the
"Financial Profile" initial score of a3 to reflect the expected
capital deployment and the sovereign constraint applied to the
BCA.
MPS' "Assigned BCA" of ba1 is set four notches below the initial
"Financial Profile" scores of a3. This is reflecting Moody's
proforma assessment of the combined group's financial fundamentals,
combined with the incorporation of Moody's qualitative assessments
of execution risks due to the acquisition of Mediobanca.
Mediobanca's "Assigned BCA" of ba1 is set four notches below the
initial "Financial Profile" scores of a3. This mainly reflects the
bank asset concentration as well as constraints and execution risks
arising from the acquisition by MPS.
Credem's "Assigned BCA" of baa2 is set two notches below the
"Financial Profile" Initial score of a3 to reflect its structural
moderate efficiency, as well as the sovereign constraint applied to
the BCA.
BPER's "Assigned BCA" of baa2 is set two notches below the initial
"Financial Profile" scores of a3 primarily due to the execution
risks associated with the bank's long-term growth strategy.
CC Raiffeisen's "Assigned BCA" of baa2 is set two notches below the
"Financial Profile" Initial score of a3 to reflect its narrow
geographical footprint and high concentration to SMEs, as well as
the sovereign constraint applied to the BCA.
BNL's "Assigned BCA" of ba1 is set two notches below the "Financial
Profile" Initial score of baa2 to reflect the high concentration
into corporate loans and modest capitalization that is managed at
the parent level.
CA Auto bank's "Assigned BCA" of ba2 is set three notches below the
"Financial Profile" Initial score of baa2 to reflect its low level
of business diversification and limited deposits franchise.
Mediocredito's "Assigned BCA" of baa3 is set three notches below
the "Financial Profile" Initial score of a3 to reflect its limited
business and geographical diversification and large exposure to
small and medium sized enterprises (SMEs).
===================
K A Z A K H S T A N
===================
BASEL INSURANCE: S&P Alters Outlook to Positive, Affirms 'B+' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Basel Insurance JSC to
positive from stable and affirmed its 'B+' long-term issuer credit
and financial strength ratings. At the same time, S&P raised its
Kazakhstan national scale rating on Basel Insurance to 'kzBBB+'
from 'kzBBB'.
Basel Insurance has returned to growth following two years of
stagnation, after rebalancing its insurance portfolio. Over the
first nine months of 2025, the company's insurance revenue
increased by 14% over the same period in 2024, while its gross
premium written (GPW) rose by 35%. Over the two years to Sept. 1,
2025, Basel Insurance reduced its exposure to obligatory motor
third-party liability insurance to 7% of its insurance portfolio,
from about 20% before 2023.
S&P said, "Insurance revenue was particularly low in 2024; we
project that it will rise by 25%-35% during 2025, and by a further
10%-15% a year over 2026 and 2027. The company's projected growth
is in line with average growth expectations for the expanding
Kazakhstan insurance market, as well as a new partnership in
medical insurance. We forecast that Basel Insurance's operating
performance will remain positive, and that its net combined ratio
will be in line with the market average, at 90%-95%, over the next
two-to-three years (under International Financial Reporting
Standards 17). Lower combined ratios indicate better profitability;
a combined ratio of greater than 100% signifies an underwriting
loss. The company's net income increased by 10% over the first nine
months of 2025, supported by premium growth and strong investment
income on the back of high interest rates. Its annualized return on
equity improved to 12.5% (from 11.1% for full-year 2024). Basel
Insurance has also made changes to its distribution network,
reducing the share sold through agents and increasing the
contribution from direct sales.
"We anticipate that Basel Insurance will adhere to its relatively
prudent investment allocation. About 85% of Basel Insurance's
investment portfolio is rated 'BBB' category and above. As of Oct.
1, 2025, about 70% of its total invested assets were fixed-income
sovereign and quasi-sovereign bonds issued by Kazakhstan; a further
10%-15% were foreign fixed-income instruments rated 'BBB' and
above. The company's investment strategy is focus on the bonds with
highest credit quality available in the Kazakh financial market.
The company has maintained this relatively conservative investment
policy over the past five years, and we do not expect a change in
its policy.
"We consider Basel Insurance's capital sufficient to support its
current and projected business growth. Over the next 12-18 months,
we anticipate that the company's capital adequacy will remain
sound, at above the 99.99% confidence interval, according to our
capital model. This compares well with some of its midsize peers in
Kazakhstan and Uzbekistan. We anticipate that the company will
continue to pay dividends in 2025-2027, with a payout ratio of up
to 50%-70% of net income a year. The payout could be lower,
depending on growth prospects. That said, Basel Insurance's capital
base is relatively small in absolute terms, and its projected
shareholder equity is below $25 million. Because the capital base
could be sensitive to a single major event, our capital assessment
is constrained at satisfactory.
"The positive outlook indicates that we could raise our ratings on
Basel Insurance within the next 12-18 months if it continues to
expand its business franchise profitably while maintaining its
solid capital adequacy and asset quality.
"We could revise the outlook to stable if, contrary to our
expectations, the credit quality of its investments were to
deteriorate or if the company's capital adequacy comes under
pressure following losses, excessive growth, or dividends. We could
also revise the outlook back to stable if the company's operating
performance and profitability showed a material and sustainable
deterioration so that its net combined ratio sustainably exceeded
100%, indicating that its competitive position was weak.
"We could upgrade Basel Insurance over the next 12-18 months if it
continues to improve its operating performance to levels in line
with those of higher rated peers, while increasing its market
share, maintaining sufficient capital buffers against premium
growth, and adhering to its conservative investment policy. An
upgrade would also depend on the insurer maintaining its strategy
of focusing on relatively simple, profitable insurance products.
This could make Basel Insurance more comparable with higher-rated
local and international peers."
=====================
N E T H E R L A N D S
=====================
CENTRIENT HOLDING: Moody's Cuts CFR & Senior Secured Notes to B3
----------------------------------------------------------------
Moody's Ratings has downgraded Centrient Holding B.V.'s (Centrient
or the company) long-term corporate family rating to B3 from B2 and
its probability of default rating to B3-PD from B2-PD.
Concurrently, Moody's have also downgraded the ratings on the
company's senior secured notes due 2030, totaling EUR600 million,
to B3 from B2. The outlook remains stable.
RATINGS RATIONALE
The rating action reflects the sharp deterioration of Centrient's
operating performance in 2025, with leverage, as measured by
Moody's-adjusted gross debt to EBITDA, at 8.3x for the 12 months
that ended September 30, 2025, and negative free cash flow.
Furthermore, the action reflects limited visibility of a recovery
and no clear signs, such as pricing stabilization, that could
signal an inflection point, and Moody's expectations that credit
metrics will remain weak in the next 12-18 months.
The company's operating performance has been well below Moody's
expectations over the first nine months of 2025, with Moody's
adjusted EBITDA declining by 33% to around EUR58 million in the
first nine months of 2025 from approximately EUR86 million in the
same period last year. The underperformance was driven primarily by
external market dynamics, namely by intense price competition,
particularly from Chinese producers, regulatory disruptions in key
markets such as Vietnam, and persistently high non-recurring costs
related to restructuring and legal disputes, which Moody's includes
in Moody's EBITDA calculation. These factors led to lower sales
volumes, especially in the antibiotics and statins segments, higher
costs, and resulted in negative free cash flow and elevated
leverage.
Moody's expects Centrient's leverage to peak in 2025 at around 8.8x
and to then gradually improve, as one-off costs decline and
assuming market conditions stabilize, but it will likely remain
elevated over the next 12–18 months, in contrast to earlier
expectations of steady deleveraging. However, the timing of
recovery remains uncertain due to limited visibility on demand and
price stabilization in the company's core antibiotics business,
further complicated by some capacity expansions in China.
The B3 CFR continues to reflect Centrient's strong positions in the
global antibiotics market, particularly for semi-synthetic
cephalosporin (SSC) and semi-synthetic penicillin (SSP) active
pharmaceutical ingredients (APIs). The company also holds strong
regional positions in antifungals in the US, finished dosage forms
(FDFs) for Amoxi and statins in Europe, and maintains long-standing
relationships with its main customers.
The B3 CFR also takes into account Centrient's moderate scale, with
revenue of approximately EUR533 million for the 12 months that
ended September 2025; high leverage and the expectation of weak
free cash flow generation in the next 12 to 18 months. The ratings
also incorporate the sector risks of active pharmaceutical
ingredient production—such as regulatory complexity and
operational challenges as well as pressure from public health care
providers in Europe over reimbursement schemes and public health
policies.
LIQUIDITY
Centrient's liquidity position is adequate. As of end-September
2025, the company held approximately EUR25 million in cash and had
full access to an undrawn EUR85 million super senior revolving
credit facility (RCF) maturing in November 2029. Free cash flow
generation will remain constrained in the next 12-18 months by
increased capital investments to support future growth, as well as
spending related to the separation of shared services at the Delft
plant in the Netherlands and restructuring costs. Moody's
anticipates free cash flow will be negative by around EUR30 million
in 2025, constrained by roughly EUR30 million of non-recurring
costs and elevated capital expenditures. For 2026, Moody's expects
free cash flow to be close to break-even, assuming non-recurring
costs decline significantly to about EUR15 million and there is no
further material deterioration in EBITDA.
Under the current super senior RCF, a financial covenant applies
only if, on a quarterly test date, total drawings under the
facility (net of cash) exceed 40% of the original EUR85 million
commitment. If this threshold is crossed, Centrient must ensure
that total drawings (minus cash) do not exceed 1.15x adjusted LTM
consolidated EBITDA. Breaching this covenant restricts further
drawings under the facility until compliance is restored. The first
test date for this covenant is June 30, 2026.
STRUCTURAL CONSIDERATIONS
The B3 rating of the EUR600 million senior secured notes (SSN) is
in line with the CFR, reflecting the fact that this instrument
represents most of the company's financial debt. The SSN and super
senior RCF share the same security package and guarantees, with the
RCF benefiting from priority claim on enforcement proceeds. The
security package comprises pledges over the shares of the borrower
and guarantors as well as bank accounts and intragroup receivables.
Moody's considers the security package to be weak, consistent with
Moody's approach for shares-only pledges.
OUTLOOK
The stable outlook assumes that Centrient's operating performance
will show gradual improvement over the next 12 to 18 months leading
to a reduction in Moody's-adjusted gross leverage towards 6.5x,
also supported by lower non-recurring costs, and a return to
positive free cash flow. It also reflects Moody's expectations that
liquidity will remain adequate.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade Centrient's ratings if gross leverage
decreases well below 5.5x; EBITDA/interest expense rises above
2.5x; and cash flow generation strengthens, resulting in FCF/debt
rising to the mid-single-digit percentages, all on a sustained
basis.
Moody's could downgrade Centrient's ratings if its operating
performance continues to deteriorate, leading to significant margin
deterioration; the company's Moody's-adjusted leverage remains
above 6.5x for a prolonged period; its Moody's-adjusted FCF is
consistently negative or its liquidity weakens; or its
Moody's-adjusted EBITDA/interest expense decreases below 1.5x.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Chemicals
published in October 2023.
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
Centrient, headquartered in Rotterdam, Netherlands, is a leading
manufacturer of active pharmaceutical ingredients (API) and
supplier of finished dosage forms (FDF) to pharmaceutical
companies. Centrient generated revenues of EUR610 million and
reported EBITDA of EUR105 million in 2024, excluding Astral. The
company has been owned by private equity firm Bain Capital since
2018.
CENTRIENT HOLDING: S&P Affirms 'B' Rating on Senior Secured Notes
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Centrient Holding B.V. to
negative from stable and affirmed its 'B' ratings on the group and
its senior secured notes.
The negative outlook reflects that S&P could lower its ratings on
Centrient over the next 12-18 months if the company fails to reduce
leverage to below 7x and improve FOCF in line with its base case.
Centrient's operating performance in 2025 has been materially
weaker than expected, due to strong pricing pressure from Asian
competitors and several one-off events. S&P said, "We now forecast
revenue to decline by about 14% in 2025, versus our previous
expectation of about 5% growth. This reflects a 16.6% year-on-year
revenue decline observed during the first nine months, driven by
significant competition in its API business alongside several
one-off events. Year-to-date revenue from the semisynthetic
penicillin (SSP) business declined 16.7% due to strong pricing
pressure in semi-regulated and, in particular, less-regulated
markets. This is largely attributable to Chinese state-owned
competitors supplying the global market at sharply lower prices
below full economic cost, in our view. This reflects a destocking
phase of excess volumes following substantial sales in 2024,
prompted by shortages in 2023. The impact was most visible in
less-regulated markets, where price reductions were necessary to
maintain volumes in a more price-sensitive environment, despite
resilient demand. In semi-regulated markets--specifically Brazil
and Turkey--prices were kept stable to protect margins, resulting
in declining volumes as Chinese competitors gained market share by
offering lower prices. In contrast, both prices and volumes
remained stable in regulated markets, supported by long-term
contracts and a favorable customer mix. The semisynthetic
cephalosporin (SSC) segment declined 23.8% year-to-date, and 43.3%
in the third quarter alone, primarily due to lower volumes
reflecting intensified competition from Chinese suppliers. SSC was
also affected by several temporary factors: an administrative
change in Vietnam that is now unwinding; reduced demand from a key
customer shifting from 7-ADCA to SSP due to changing economics
relating to the antibiotic β-lactam; and overstocking in the U.S.
following a customer site closure that inflated 2024 sales and
reduced 2025 reorder needs. Positively, SSC pricing remained
relatively stable, supported by Centrient's strong competitive
position, product quality advantages, and ability to defend pricing
despite lower input costs. Statins revenue decreased by 38.3%
year-to-date, driven by pricing pressure from Indian converters
temporarily benefiting from materially cheaper intermediates
sourced from China. On the other hand, finished dosage forms (FDF)
oral revenue grew by 4%, continuing its positive momentum."
S&P said, "We expect leverage to increase to almost 8x for
full-year 2025, despite Centrient's efforts to protect
profitability through cost savings and disciplined pricing. The
company responded quickly to top-line headwinds by launching a
cost-saving program in the second quarter of 2025, aiming to reduce
selling, general, and administrative (SG&A) expenses through
tighter cost controls, restructuring measures, variable bonus
adjustments, and an innovation strategy focusing on proven research
and development (R&D) projects. The program includes a 6% reduction
in the workforce and is expected to deliver about EUR10 million in
cumulative savings, with roughly half realized in the second half
of 2025 and the remainder in the first half of 2026. So far this
year gross margins have remained resilient since Centrient has
prioritized price stability, selectively quoting only where it can
maintain pricing power and foregoing volumes in some less-regulated
markets where prices remain extremely low. This has been supported
by lower raw-material costs, notably 6-APA. As a result, the
company-reported EBITDA margin was relatively stable at 21.2%,
compared with 21.7% last year. That said, we expect the S&P Global
Ratings-adjusted EBITDA margin in 2025 to decline to about 16.5%,
or 200-250 basis points (bps) lower year-on-year. This reflects
higher exceptional costs associated with the cost-saving program,
factory preparations for Food and Drug Administration visits, and
the ongoing arbitration process with Astral--its former subsidiary
declared insolvent following a 2023 product recall and now
operationally and legally separated. Combined with lower sales, we
think this will result in about EUR85.0 million-EUR90.0 million of
S&P Global Ratings-adjusted EBITDA for 2025, down from EUR114.9
million in 2024, pushing adjusted leverage to close to 8.0x by
year-end 2025 from 5.9x in 2024.
"Despite limited visibility on the SSP segment's recovery path, we
expect adjusted leverage to decline to about 6.5x in 2026,
supported by cost savings, normalizing exceptional costs, and the
absence of prior one-off events. Under our base case, we expect
revenue to rebound by close to 5% in 2026, supported by the
phase-out of one-off events in the SSC business, a recovery in the
statins business, and a stable operating environment in the SSP
segment. We assume resilient pricing and volumes in SSC and SSP
across highly regulated markets, where the company benefits from
product differentiation and multiyear contracts. In SSP, however,
we continue to see pricing pressure in less-regulated markets and
lower volumes in semi-regulated markets, as the company prioritizes
protecting unit gross margins by holding prices. We assume
continued competition stemming from the policy-driven overcapacity
in China--including financing and compliance subsidies and a
strategic focus on scale rather than margins--aimed at reinforcing
its central role in the SSP supply chain and disrupting
manufacturers outside China through sustained price pressure. That
said, we note early signs of improvement, with some listed Chinese
companies submitting higher tender prices due to the current
unsustainable levels. In this context, we expect Centrient to
prioritize its gross margin profile, focusing on regulated markets
where pricing is more durable and continuing to improve cost
competitiveness. We think statins will recover in 2026, supported
by India's minimum import price policy on key raw materials,
effective September 2025, leading to a rebound in Atorvastatin
prices and volumes. We believe FDF will continue to grow on the
back of new contracts, added capacity from contract manufacturing
organizations, and modest pricing gains. In 2026, we expect S&P
Global Ratings-adjusted EBITDA to rebound to about EUR105 million,
implying an 18.5%-19.5% margin. This is supported by higher sales
and roughly 100 bps of recurring margin improvement, driven by
relatively stable gross margins, phased-in cost savings, and lower
exceptional costs as legal expenses and restructuring charges
related to Astral wind down.
"Although FOCF is likely to be negative in 2025, Centrient's
liquidity remains adequate, and we do not foresee a liquidity
event. As of September 2025, the company benefits from liquidity
sources totaling EUR123 million, comprising a EUR85 million fully
undrawn revolving credit facility (RCF), EUR26.7 million in cash on
the balance sheet, and local debt facilities. We estimate FOCF to
be about negative EUR5 million in 2025, down from positive EUR23.4
million in 2024, due to EBITDA contraction, higher growth capital
expenditure (capex) primarily linked to the Delft site separation,
and working capital being absorbed by temporarily higher
inventories as sales decline. This reflects the industry's long
inventory-conversion cycle of roughly nine months. For 2026, we
think FOCF will improve as working capital unwinds--reflecting the
lag from lower 2025 sales--and adjusted EBITDA recovers.
"We expect Centrient to continue shifting toward highly regulated
markets and diversifying its product portfolio to enhance cash
flows and stabilize margins. Geographically, the expansion plan is
focused on the U.S. and Europe, which are generally more stable
given higher barriers to entry, switching costs, and lower price
sensitivity. This strategic shift also supports Centrient's
transition to a more contract-based model, improving visibility and
procurement planning while reducing exposure to the inherent
volatility of less-regulated markets, which still account for about
30%-35% of sales. Over the coming years, we expect Centrient to
strengthen its position in regulated markets--currently about 35%
of gross profit--by using its competitive edge over chemical API
producers in Asia. In these markets, Centrient benefits from
greater pricing power due to heightened customer focus on supply
risk, product quality, and sustainability, as well as industry
trends such as premiumization, outsourcing, and nearshoring that
support its business model. We also note the relatively limited
antibiotics API capacity in Western Europe, which helps preserve
price stability even as commodity prices decline. That said,
less-regulated and semi-regulated markets continue to play a
critical role for Centrient, given that together they represent
about 80% of the global market and benefit from faster growth
driven by demographic trends and better access to health care.
Additionally, we expect Centrient to continue expanding its FDF
unit--which accounts for roughly 12% of sales--as part of its
strategy to diversify away from primary antibiotics APIs and toward
a more efficient vertically integrated model that enhances scale,
efficiency, and supply-chain control.
"The negative outlook reflects that we could lower our ratings on
Centrient over the next 12-18 months if the company fails to reduce
leverage to below 7x and improve FOCF in line with our base case.
"We could lower our ratings over the next 12 months if there are no
prospects of S&P Global Ratings-adjusted leverage improving to
below 7x and the company is unable to generate positive FOCF. This
could primarily stem from a further deterioration in the
competitive landscape for its SSP unit, with intensifying price
competition from Asian manufacturers further reducing volumes in
semi-regulated markets and lowering prices in less-regulated
markets. A downgrade could also result from additional operational
issues at its manufacturing sites, leading to sharply higher
exceptional costs, or from a more aggressive financial policy than
we currently expect.
"We could revise the outlook back to stable if Centrient's
operating performance improves, leading to adjusted debt to EBITDA
decreasing comfortably below 7x and FOCF returning to positive.
This could result from API competition stabilizing combined with
cost-saving initiatives taking effect and one-off events and
exceptional costs phasing out."
===========
N O R W A Y
===========
AXACTOR ASA: S&P Alters Outlook to Stable, Affirms 'B-' ICR
-----------------------------------------------------------
S&P Global Ratings revised the outlook on our ratings on
Norway-based distressed debt collector Axactor ASA (Axactor) to
stable from negative and affirmed its 'B-' long-term issuer credit
rating on Axactor and its 'B-' rating on its senior unsecured debt,
including its debt recovery ratings of '3' (60%).
The stable outlook reflects the absence of major debt maturities
within the next 12 months and our expectations that the company
will maintain collection levels more in line with its active
recovery forecast.
Recent refinancing efforts from Axactor has improved its capital
structure and diversified its maturity profile.
However, revenue will remain depressed, coming from a smaller
investment portfolio and the phasing out of positive effects from
last year's portfolio sales, and could therefore put some pressure
on debt covenants.
S&P revised the outlook on its ratings on Axactor to stable from
negative following the company's capital structure improving, which
decreased its refinancing risk. Following a complicated year,
marked by lower collections and constant pressures on debt
covenants that led to negative revaluations and portfolio sales,
the company decreased its investment targets for 2025 and shifted
its focus toward actively managing its increasing refinancing risk
as roughly 78% of its interest-bearing liabilities were due in
2026. In April 2025, the company announced the renewal of its
revolving credit facility (RCF) under the same terms until 2028 and
bought back approximately EUR40 million of its 2026 bonds, which
marked the first point of their refinancing plan and an increase in
investor confidence for the company. In June 2025, Axactor
successfully tapped into the market issuing a new series of
unsecured bonds for EUR125 million, which was used to reduce the
outstanding amount (of roughly EUR230 million) of its ACR03 bonds.
In September 2025, it reached an agreement with its RCF lenders to
be able to use the facility to repay the residual outstanding
balance of EUR65 million. After these refinancing efforts,
Axactor's maturity profile is now longer dated and more
diversified. The company no longer has any major maturities within
the next 12 to 18 months and has enough time to prepare for its
notes due 2027, although it only represents 22% of its debt stack,
which we consider manageable.
Axactor's revenue will remain depressed during the next 12 months.
A smaller loan portfolio following last year's sale and collection
slightly below its revised forecast during the third quarter,
resulted in a contraction of 9% year on year on Axactor's gross
revenue. Although overall collection during 2025 was 100% and in
line with the expected performance, it still falls short of initial
recovery values at the time of investment prior to Axactor
recognizing material negative revaluations in late 2024. S&P said,
"We consider some of the factors affecting Axactor's collection as
industry- and macro-related. However, we consider the impact on the
company to be greater compared to other rated peers within the
distressed debt purchasers industry that sustained collection
levels consistently above 100% with limited revaluations. Axactor's
3PC business has been growing and increasing its contribution to
the group's revenue, partially compensating these negative effects,
but still lacks materiality as it only represents around 20% of the
company's total revenue. We do not expect a major shift in revenue
contribution in the coming years despite headwinds in the
investment side of their business."
Reduced top line and the lack of accretive investments during 2025
will result in lower adjusted EBITDA and could renew pressure on
its debt covenants. Axactor has managed to maintain relatively
stable EBITDA margins, despite the decrease in its top line by
implementing efficient cost reductions. S&P said, "However,
Axactor's investments during 2025 decreased by nearly 48% if we
compare third quarter figures with the same period in 2024,
resulting in lower cash EBITDA while maintaining roughly the same
debt stack. Therefore, we forecast Axactor's financial leverage,
measured by S&P Global Ratings-adjusted debt to EBITDA, to increase
between 5.3x and 5.5x for the year, from 5.1x in 2024. We expect a
spike in reported leverage during the fourth quarter as the
positive effect coming from the portfolio sale in 2024 phases out
of pro forma metrics; however, in our adjusted metrics this is
already considered, so we are not expecting any major changed in
our adjusted leverage. We assume Axactor will be able to manage
that increase and remain compliant with its debt covenants but
under significant pressure. This is regardless of the potential
smaller sized back book sale the company announced in the third
quarter, which could provide some headroom if EBITDA metrics remain
depressed but are limited to already high loan-to-value (LTV)
levels."
S&P said, "The stable outlook on our ratings on Axactor reflect the
absence of major debt maturities within the next 12 months and our
expectations that the company will maintain stable adjusted EBITDA
levels from improving collection levels more in line with its
active recovery forecast.
"We could lower the ratings within the next 12 months if
collections are substantially weaker than the company's revised
forecast and have a negative effect on its adjusted EBITDA levels,
making it more complex for Axactor to refinance any upcoming
maturities. We could also lower the ratings if we see increased
risk of the company breaching its debt covenants once the cash
effects from 2024 portfolio sales wear off.
"Although unlikely within the next 12 months, we could raise the
ratings if we see enough evidence that collections improved, and
the company stabilized its revenue sources at a sustainable level
allowing the company to resume its business growth and gradually
improve its leverage profile sustainably below 5.0x. Any positive
rating action would also be dependent on Axactor's refinancing risk
and financial flexibility, including its ability to fully pay down
or roll over upcoming debt maturities in 2026 and 2027."
=====================
S W I T Z E R L A N D
=====================
SPORTRADAR GROUP: S&P Upgrades ICR to 'BB', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Sportradar
Group to 'BB' from 'BB-'.
The stable outlook indicates the expectation that Sportradar will
continue to deliver on its growth strategy, posting organic revenue
growth of about 15%-20% over 2025-2026, driven by the integration
of IMG Arena and increasing expansion in live betting in the U.S.
The outlook also reflects S&P's view that it has headroom under its
leverage metrics to incorporate new debt-financed acquisitions to
the extent that its S&P Global Ratings-adjusted debt to EBITDA
remains below 3x.
Sportradar maintains a conservative financial policy with no
financial debt, and it has proven its prudent financial discipline
through its recent acquisition of IMG Arena and shareholder
distributions, all completed without adding debt.
Sportradar's top line is supported by increased client spending,
strong performance in the U.S. market, and the contribution from
the IMG Arena acquisition. This translates into higher
profitability, reflecting the scalability of the business, and
supports free operating cash flow (FOCF) of around EUR165 million
in 2025.
Sportradar has demonstrated a prudent financial policy in 2025,
with no financial debt in its capital structure. This discipline
has been reaffirmed through recent strategic actions, including the
acquisition of IMG Arena, for which rather than paying a financial
consideration, Sportradar will receive approximately $225 million
in proceeds. Its shareholder distribution policy centered around
share buybacks, which increased by EUR100 million to EUR300 million
fully financed through internal cash flow generation. S&P said,
"While Sportradar maintains a conservative capital structure, our
rating continues to partially reflect the possibility of a
releveraging event through mergers and acquisitions (M&A) to
accelerate its growth. Nevertheless, we expect leverage to remain
at 0.2x over 2025-2026, down from 0.4x in 2024 and well below our
updated trigger for a lower rating set at 3.0x. In 2025, our debt
calculation includes about EUR50 million of lease liabilities,
EUR9.4 million in contingent considerations, and EUR1.2 million
related to pension liabilities, while for our EBITDA calculation we
deduct around EUR50 million of capitalized software development
costs and about EUR260 million related to the sport rights
licenses, and we add back about EUR40 million of share-based
compensation. We also include the impact of foreign exchange rates,
mainly on trade payables, which for 2025 we expect to result into a
gain of about EUR60 million (EUR82 million in the first nine months
of 2025)."
The IMG Arena acquisition broadens Sportradar's global sports
betting rights portfolio. In early November, Sportradar completed
the acquisition of IMG Arena from Endeavor Group Holdings through a
transaction, in which the group incurs no financial consideration.
Instead, Sportradar receives approximately $225 million in
proceeds, consisting of $103 million in cash paid directly to the
company over a two-year period and a $122 million cash pre-payment
made to certain sports rightsholders. This structure also ensures
that the licenses associated with IMG Arena do not generate
additional costs for Sportradar, as these will be funded through
the portion of proceeds paid directly to the leagues by the
previous owner. The acquisition significantly broadens Sportradar's
exposure across key sports, including soccer, basketball, and
tennis--contributing to an overall coverage for Sportradar of more
than one million matches annually and supporting the group's
top-line growth and EBITDA margin expansion.
S&P said, "We expect Sportradar to sustain 16%-22%annual growth in
2025 and 2026. The company delivered 15% year-on-year revenue
growth in the first nine months of 2025, driven by increased client
spending, robust performance in the U.S. market--which accounted
for 26% of revenue as of September 2025 and strong results from its
Managed Trading Services (MTS) platform, a fully managed trading
and risk-management solution that integrates Sportradar's odds
services with strategies, liability control, and platform setup and
support. As Sportradar continues to capitalize on its extensive
sport rights portfolio, expand in live betting, and benefit from
cross-selling and upselling opportunities--particularly within
MTS--we forecast revenue to reach EUR1.28 billion in 2025, a 16%
year-on-year growth and 22% in 2026." The increase in revenue in
2025 includes two months of contribution from the IMG Arena
acquisition, with the full financial impact expected to materialize
in 2026.
Business scalability allows for EBITDA margin expansion, expected
at around 22% over 2025-2026. As Sportradar continues to grow in
scale, S&P expects its profitability to structurally improve. The
group's hybrid revenue model consists of a fixed component
-long-term contracts with major sports leagues (68% of revenue as
of December 2024) and a variable component, which aligns
Sportradar's performance with that of its clients, allowing the
group to benefit directly from increasing betting volumes and
market growth, primarily in the U.S. Moreover, the group's
profitability is expected to benefit from the ongoing contribution
of the IMG Arena acquisition, which does not incur any additional
costs, as well as from the rising popularity of live betting. S&P
said, "Therefore, despite higher sports rights expenses, mainly
related to the continued success of Association of Tennis
Professionals (ATP) and the renewal of the Major League Baseball
(MLB) partnership, we expect the group to post S&P Global
Ratings-adjusted EBITDA margins of about 22% in 2025 from 12% in
2024. Our calculation accounts for volatility from foreign exchange
exposure, mainly on trade payables, which is expected to result in
a gain of around EUR60 million in 2025 compared with a EUR38
million loss in 2024. Excluding the foreign exchange gain, the
EBITDA margin would be at 18% in 2025 while it is expected to grow
at around 22% in 2026 (we did not include any impact from foreign
exchange effects for 2026 in our base case). We expect the higher
profitability to translate info growing FOCF generation of about
EUR165 million in 2025 andEUR218 million in 2026."
Sportradar's business is supported by its proprietary technology
and long-term contracts with major sports leagues. The company has
developed a well-invested proprietary streaming and live-event
platform, which allows it to deliver high-quality data and
actionable insights in real time. Although some substitution risk
in the market exists, mainly from established sports betting
operators, for a new entrant, replicating this infrastructure would
require significant investment in technology, data collection, and
operational capabilities, making market entry challenging. This
competitive advantage is further reinforced by Sportradar's
extensive historical data, accumulated over 21 years, and its
long-term partnerships with major sports leagues, which provide
exclusive rights to collect and distribute both data and
audiovisual content. These factors are reflected in the company's
strong customer retention metrics. The net retention rate of its
top 200 customers, which represent approximately 83% of total
revenue in 2024, was 127% in 2024 and 114% in September 2025,
highlighting the ability to upsell and expand within existing
accounts. Additionally, the company maintains a low churn rate of
around 2%, underscoring the stickiness of its offerings and the
loyalty of its customer base. S&P also acknowledges limited
concentration risk and long-term sports rights with a five-year
tenure on average, with the Union of European Football Associations
(UEFA) contract becoming due in 2027.
The stable outlook indicates the expectation that Sportradar will
continue to deliver on its growth strategy, posting organic revenue
growth of about 15%-20%, driven by the integration of IMG Arena and
increasing expansion in live betting in the U.S. The outlook also
reflects S&P's view that it has headroom under its leverage metrics
to incorporate new debt-financed acquisitions to the extent that
its S&P Global Ratings-adjusted debt to EBITDA remains below 3x.
S&P could take a negative rating action in the next 12 months if:
-- The group's operating margins are pressured by competitive
pricing to acquire new contents, sports, and data rights, leading
to leading to a reduction in FOCF after lease payments; or
-- A more aggressive financial policy leads to debt-funded M&A or
shareholder returns that would increase S&P Global Ratings-adjusted
debt to EBITDA above 3x for a sustained period.
S&P could raise its rating on Sportradar if the group:
-- Maintains a track record of revenue growth of 15%-20%, in line
with our expectations and improving S&P Global Ratings-adjusted
EBITDA margins structurally above 20% while successfully
integrating acquisitions and expanding its products line; or
-- Publicly commits to and maintains leverage sustainably below 2x
in the long term.
===========================
U N I T E D K I N G D O M
===========================
BELLIS FINCO: Fitch Lowers Long-Term IDR to 'B', Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has downgraded Bellis Finco plc (ASDA)'s Long-Term
Issuer Default Rating (IDR) to 'B' from 'B+'. The Outlook is
Negative.
The downgrade reflects Fitch's expectation that the pricing and
availability strategy introduced to regain market share, combined
with disruption from Project Future, will lead to a larger
contraction in 2025 EBITDA than initially estimated. Fitch also
expects that the just announced GBP568 million sales and leaseback
transaction, accompanied by increased capex, will increase leverage
and could bring free cash flow (FCF) generation down towards
neutral over 2026-2028. Fitch now anticipates EBITDAR leverage will
remain materially above 6x until 2028.
The Negative Outlook reflects the heightened execution risk and
potential further costs needed to sustain the strategy to deliver
EBITDA and market share recovery.
Key Rating Drivers
Sensitivity Breached in 2025-2027: Fitch forecasts EBITDAR leverage
for 2025 will increase to 6.9x from the 6.4x Fitch previously
expected and from 5.7x in 2024, due to anticipated profit
contraction. Fitch expects it may take several years before the
increase in like-for-like (LFL) sales compensates for the lower
gross margin, leading to EBITDAR leverage remaining materially
above 6x until 2027. Fitch expects EBITDAR gross leverage to return
to 6.2x by 2028 due to the potential for regaining LFL sales growth
through ASDA's strategy, albeit at a slower pace.
The GBP568 million sale and lease-back with the additional rent
payment, and the potential funding for additional capex investment
will reduce FCF to neutral over 2026-2028, in its view.
Pricing Strategy Execution Risk Rising: Fitch anticipates a sharper
decline in EBITDA to around GBP860 million for 2025, as ASDA
continues to execute its pricing and availability strategy
announced in March and addresses its market share decline.
Encouraging results in abating food LFL revenue decline rates to
June were briefly disrupted by availability issues brought about by
the IT conversion project. Consequently, ASDA's market share
declined further to 11.6% in November from 11.8% in July and 12.1%
in March.
Fitch expects the UK food retail market to remain highly
competitive in 2026 due to weak consumer sentiment. Pricing
competition could make ASDA's strategy to deliver material food
sales volume growth and increased footfall, which is key for its
non-food offering, more costly, leading to sharper margin
contraction, as signalled by the Negative Outlook.
Project Future 3Q Disruption: The IT system separation from Walmart
(Project Future) is near completion and conversion of all remaining
stores and depots was completed in 3Q25. This led to some momentary
availability issues, which affected July and August food sales
recovery, with a 1.6%-1.8% LFL revenue decrease. Negative LFL food
revenue growth in 2025 had been improving to -0.4% in June from
-4.4% in 4Q24. Fitch anticipates further improvement from 4Q25
following the 3Q disruption, but with positive LFL growth only in
2026.
Slower Profitability Recovery After 2025: Fitch assumes a gradual
rebound in EBITDA towards 2024's level by 2028 rather than
2026-2027 previously, as the return of positive LFL revenue growth
is delayed, and competition intensifies with the pre-Christmas
season. The success of the strategy is subject to execution risks.
Fitch expects a sharper 2025 EBITDA margin decline to 3.3%, and a
slower recovery, reflecting higher execution risk in ASDA's
strategy. Its forecast incorporates the targeted pricing strategy
and expected benefits from completing Project Future, and the
integration synergies from petrol stations and express stores
acquired in 2023-2024.
Large Business Scale: ASDA is larger and more diversified following
its 2023 and 2024 acquisitions. EBITDAR in 2024 was around GBP1.5
billion, which maps to a 'bbb' category score for scale under its
Food Retail Navigator. Its core large store food retail operations
are complemented by petrol filling stations, convenience food
retail and foodservice offer, and clothing, which commands a 9%
share of the UK apparel market by volume.
Resilient Food Retail Demand: ASDA has a strong business model in a
resilient but competitive UK food retail sector. It has a good
brand and is focused on value and investments in price. It holds
the number three position in online grocery sales in the UK,
accounting for 17.5% of its food and clothing sales in 2024.
Peer Analysis
Fitch rates ASDA using its global Food Retail Navigator. The
acquisition of EG Group's UK operations increased ASDA's scale,
broadened its diversification and improved its market position,
although it is still weaker than that of other large food retailers
in Europe, such as Tesco PLC (BBB/Stable) and Ahold Delhaize NV.
Fitch sees some broad comparability between ASDA's and Market
Holdco 3 Limited's (Morrisons; B/Positive) businesses and
competitive environment with operations focused in the UK, but the
EG business acquisition enhanced ASDA's scale and increased its
diversification compared with Morrisons, giving ASDA a comparably
stronger business profile. However, over the last 12 months ASDA
has experienced a 1% market share decline in a very competitive UK
grocery market, while Morrisons market share declined only slightly
by 0.2%.
Morrisons has stronger vertical integration, which supports
profitability, and a slightly higher portion of freehold assets. A
growing convenience channel presents execution risk for both
companies. ASDA benefits from a stronger online market share than
Morrisons.
ASDA's EBITDAR leverage was lower than Morrisons's in 2024, but
Fitch now expects around 0.7x higher leverage for ASDA in 2025
(6.9x vs 6.2x). This is meaningfully higher than Tesco's (2.4x net
at end-February 2026) and above its projection for smaller-scale WD
FF Limited (Iceland; B/Stable) of an expected leverage of 5.0x at
end-March 2026.
Key Assumptions
- 1.5% decline in LFL sales for non-fuel revenues in 2025, followed
by flat growth in 2026 and low single-digit growth in 2027 and
2028.
- Fuel revenue decline around 5% in 2025, reflecting a volume
decline coupled with softer pricing; fuel volume up on average 1% a
year in 2026-2028 reflecting improved footfall at larger stores.
- EBITDA margin decline to 3.3% in 2025 and trending back to the
2024 level by 2028 as volumes recover and cost-savings initiatives
help offset cost pressures while delivering synergies
- Capex at GBP465 million in 2025, followed by around GBP580
million a year in 2026 to 2028
- Working capital cash inflow of GBP320 million in 2025, followed
by GBP40 million annually in 2026 to 2028; mainly driven by payable
days improvement and return to LFL sales growth
- Exceptional cash costs of around GBP60 million in 2025 and GBP20
million in 2026
- No dividends or major M&A activity over the next four years
Recovery Analysis
According to its bespoke recovery analysis, higher recoveries would
be realised by liquidation in bankruptcy rather than reorganisation
as a going concern. This reflects ASDA's high portion of freehold
asset ownership.
The liquidation estimate reflects Fitch's view of the value of
balance-sheet assets that can be realised in a sale or liquidation
and distributed to creditors. Fitch has assumed a 10%
administrative claim.
ASDA's GBP793 million revolving credit facility (RCF) and GBP204
million standby and overdraft facilities are assumed to be fully
drawn on default. The RCF and standby and overdraft facilities rank
equally with the GBP5.2 billion senior secured debt, comprising
term loans, senior secured notes and private placement. However,
Fitch has treated as super senior ASDA's ground rent of GBP397
million, which is secured by specific fixed assets and unavailable
to cash-flow backed lenders in debt recovery.
Its waterfall analysis generated a ranked recovery for the senior
secured notes, term loans, RCF and private placement facility in
the 'RR2' band, indicating a 'BB-' instrument rating, two notches
higher than the IDR. The Walmart instrument is subordinated and
therefore does not affect the senior secured instrument
recoveries.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Weak operating performance leading to a sustained decline in
revenue and EBITDA
- Predominantly negative FCF
- EBITDAR gross leverage above 7.0x on a sustained basis
- EBITDAR fixed charge coverage below 1.5x on a sustained basis
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Evidence of market share stabilising or growing leading to
recovering revenue and EBITDA
- Sustained positive FCF
- EBITDAR gross leverage below 6.0x on a sustained basis
- EBITDAR fixed charge coverage above 1.7x on a sustained basis
Liquidity and Debt Structure
Liquidity is adequate, with around GBP1.2 billion cash on balance
sheet (after GBP190 million adjustment for working-capital
seasonality by Fitch) forecast after the sale lease back
transaction and an undrawn RCF of GBP0.8 billion at end-2025. Fitch
projects ASDA's cash balances will remain stable due to neutral FCF
generation.
ASDA's debt maturity profile is well spread, with a GBP162 million
term loan A due in 2028 and the Walmart GBP741 million (its
estimate of its value at February 2026) as the nearest maturity
remaining. Most of the debt consists of GBP2,434 million due
between 2029 and 2030 and EUR2,170 million due in 2031, while the
RCF matures in October 2028.
Fitch treats the original GBP500 million Walmart payment-in-kind
instrument as debt because its maturity of 2028 is before senior
secured debt. Walmart accrues payment-in-kind interest and under
the documentation, ASDA must pay at least GBP900 million, or an
estimated 10% of equity value on maturity unless ASDA is subject to
an IPO beforehand, under which Walmart would receive up to 10% of
diluted equity. Fitch also treats ASDA's GBP397 million ground rent
with long-dated maturities of 2068 and 2073 as debt.
Issuer Profile
ASDA is the third-largest supermarket chain in the UK, with around
12% market share in Great Britain. It employs about 140,000 people
and operated around 1,100 total stores as of August 2025.
Summary of Financial Adjustments
Fitch computes ASDA's lease liability by multiplying Fitch-defined
cash lease costs by 8x, reflecting the long-term nature of its rent
contracts and a discount rate typical for a developed European
country like the UK.
Fitch shifted from capitalising profit and loss-derived lease
expense to cash lease payments as Fitch considers these better
represent ASDA's ongoing lease burden. This change led to around
0.3x reduction in EBITDAR net leverage for fiscal 2024.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Bellis Finco plc LT IDR B Downgrade B+
Bellis Acquisition
Company Plc
senior secured LT BB- Downgrade RR2 BB
BOPARAN HOLDINGS: Moody's Ups CFR to B2, Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Ratings has upgraded Boparan Holdings Limited's (Boparan or
the company) long-term corporate family rating to B2 from B3 and
the probability of default rating to B2-PD from B3-PD.
Concurrently, Moody's have also upgraded the instrument rating for
the GBP390 million backed senior secured notes due 2029 issued by
Boparan Finance plc to B2 from B3. The outlook on both entities
changed to stable from positive.
RATINGS RATIONALE
The upgrade of Boparan's CFR to B2 from B3 follows continued
improvement in operating performance during the fiscal year ending
July 2025 (fiscal 2025), which led to a notable decrease in
Moody's-adjusted debt-to-EBITDA ratio to 3.1x from 3.7x the
previous year (pro forma for the current capital structure and the
disposal of the EU Poultry business). Additionally, interest
coverage remained strong, with Moody's-adjusted EBITDA-to-interest
expense maintained at 2.5x. The upgrade also reflects Moody's
expectations of sustained strong demand for higher welfare chicken
in the UK over the next 12 to 18 months, alongside supply
constraints as the market transitions to lower stock density.
Moody's therefore forecast that Boparan's revenue and EBITDA will
continue to rise during the outlook period, with Moody's-adjusted
EBITDA remaining above 7%. Furthermore, Moody's anticipates that
Moody's-adjusted free cash flow (FCF), after pension contributions,
will stay positive over the next 12 to 18 months, despite a
significant increase in capital expenditures driven by long-term
strategic investments.
Boparan's operating performance continued a positive trajectory in
fiscal 2025, with revenue and company-reported EBITDA (excluding
the EU Poultry business disposed last year) increasing by 9% and
22%, respectively. These results were underpinned by the supportive
demand environment for higher welfare chicken (which represented
about 80% of the group's poultry sales by the end of fiscal year
2025) and a market shortage of supply, resulting in higher volumes
and positive sales-mix effects. These positive effects were
partially mitigated by the pass through of lower feed costs. The
tightening of supply within the poultry retail market as the market
transitions to lower stock density also had a positive impact on
Boparan's profitability through additional improvements in carcass
balance and an increased proportion of sales to retail customers.
The strong performance in the poultry segment more than offset the
weakness in the Meals and Bakery segment caused by operational
inefficiencies and challenges, which affected servicing during the
peak volume period.
Moody's expects Boparan's operating performance and profitability
in the poultry segment to remain strong over the next 12 to 18
months as the company addresses operational challenges in its Meals
and Bakery divisions. On the debt front, Moody's anticipates a
slight decrease in Moody's-adjusted debt. This follows the recent
partial repayment of 10% of the original GBP390 million principal
on its outstanding backed senior secured notes, which will be
partially offset by increased finance leases related to capital
expenditures. Consequently, Moody's forecasts the company's
Moody's-adjusted debt-to-EBITDA ratio to remain around 3.0x, while
EBITDA-to-interest expense is expected to improve to levels above
3.0x. Moody's also projects Moody's-adjusted free cash flow, after
pension contributions, to stay positive at approximately GBP20
million in fiscal 2026. This is a reduction from GBP80 million in
fiscal 2025, primarily due to increased capital expenditures
focused on long-term strategic projects and higher pension
contributions in line with the new funding schedule agreed upon
with pension trustees.
The B2 CFR is also supported by the company's (i) leading position
in the UK poultry market; (ii) long-standing relationships with key
customers; and (iii) pass-through contract clauses of price changes
for the main feedstocks in the UK poultry business.
On the other hand, the B2 CFR is constrained by (i) the
vulnerability of the sector to external events, including avian flu
and food scares; (ii) Boparan's high geographical exposure to the
UK and customer concentration, with its top five customers
representing above 75% of sales; (iii) the company's low business
diversity with focus largely on poultry; and (iv) its low
profitability margins, with significant exposure to the poultry
industry cycles and commodity price volatility.
LIQUIDITY
Boparan's liquidity is good. Pro forma for the recent partial debt
repayment at the end of fiscal 2025, the company had around GBP65
million of cash on the balance sheet and access to a fully undrawn
GBP80 million super senior revolving credit facility (RCF) that
matures in April 2029. Additionally, Moody's forecasts that free
cash flow (after pension contributions) will be positive in fiscal
2026.
The RCF has a minimum EBITDA springing covenant of GBP75 million,
under which the company has adequate headroom.
ESG CONSIDERATIONS
Boparan's CIS-4 indicates the credit rating is lower than it would
have been if ESG risk exposures did not exist. The score reflects
exposure to environmental risks such as the industry's reliance on
natural capital in order to process chickens, as well as social
risks under responsible production, which relate to food safety and
quality measures in order to prevent recalls or contamination.
Boparan is also exposed to governance risks due to its concentrated
ownership, tolerance for high leverage and history of volatile
performance.
STRUCTURAL CONSIDERATIONS
The group's debt capital structure consists of its backed senior
secured notes due November 2029 and rated in line with the CFR at
B2, and the GBP80 million super senior RCF. Both instruments are
secured by a collateral package that includes share pledges, a
floating charge on the UK poultry business, and are guaranteed by
operating subsidiaries accounting in aggregate for 100% of EBITDA
as of the issuance date. However, the RCF benefits from a first
priority on enforcement pursuant to the intercreditor agreement and
hence are effectively senior to the senior secured notes. If the
relative weight of the super senior facilities on the company's
capital structure continues to increase, notching of the senior
secured notes may be introduced in the future.
OUTLOOK
The stable outlook reflects Moody's expectations that Boparan's
revenue and EBITDA will continue to increase over the next 12-18
months, while maintaining a Moody's-adjusted EBITDA margin of at
least 7%. The outlook also reflects Moody's expectations that free
cash flow after pension contributions over the period will remain
materially positive.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if (i) the company continues to
maintain its track record of profitability with Moody's-adjusted
EBITDA margin above 7% for a significant period of time; (ii)
Moody's-adjusted debt/EBITDA is maintained below 2.5x; (iii)
Moody's-adjusted EBITDA interest coverage approaches 3.5x; (iv) the
company continues to generate meaningful positive FCF after pension
contributions, with FCF/debt sustainably well above 10%; and (v)
the liquidity profile remains good.
The ratings could be downgraded if the company's operating
performance and profitability deteriorate materially and/or (i)
Moody's-adjusted debt/EBITDA rises sustainably above 4x; (ii)
Moody's-adjusted EBITDA/interest expense falls sustainably below
2.5x; (iii) free cash flow after pension contributions is not
meaningfully positive with FCF/debt sustainably below 5%; or (iv)
liquidity deteriorates.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Protein and
Agriculture published in October 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.
COMPANY PROFILE
Boparan Holdings Limited is the parent holding company of 2 Sisters
Food Group, one of the UK's largest food manufacturers with
operations in poultry and ready meals. The group supplies to major
UK retail grocers, and a number of food manufacturers, wholesalers
and food-service companies in the UK, Ireland and Europe. Ranjit
Boparan, who founded the group in 1993, and his wife own 100% of
the group. Boparan reported revenue within its continued operations
of GBP2.4 billion in the fiscal year that ended July 2025 (fiscal
2025).
BRACCAN MORTGAGE 2025-2: Moody's Assigns B1 Rating to Cl. X Notes
-----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to Notes issued by
Braccan Mortgage Funding 2025-2 plc:
GBP342.5M Class A Mortgage Backed Floating Rate Notes due January
2068, Definitive Rating Assigned Aaa (sf)
GBP22.2M Class B Mortgage Backed Floating Rate Notes due January
2068, Definitive Rating Assigned Aa1 (sf)
GBP13.5M Class C Mortgage Backed Floating Rate Notes due January
2068, Definitive Rating Assigned A1 (sf)
GBP8.3M Class D Mortgage Backed Floating Rate Notes due January
2068, Definitive Rating Assigned Baa1 (sf)
GBP7.7M Class X Floating Rate Notes due January 2068, Definitive
Rating Assigned B1 (sf)
Moody's have not assigned a rating to the GBP1.4M Class Z Notes due
January 2068.
RATINGS RATIONALE
Moody's upgraded the Class X Notes by one notch to B1 (sf) from the
provisional rating of (P)B2 (sf) due to improved available excess
spread in the first interest payment period.
The Notes are backed by a static portfolio of UK buy-to-let (76.9%)
and UK non-conforming (23.1%) residential mortgage loans originated
by Paratus AMC Limited ("Paratus", as originator and seller, NR).
The definitive portfolio consists of 1,807 mortgage loans with a
current balance of GBP387 million as of 31 October 2025 pool
cut-off date.
The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.
The transaction benefits from a non-amortising general reserve,
sized at 0.35% of the Classes A to D Notes, and a liquidity reserve
fund, which is equal to 1.00% of the outstanding balance of the
Class A and B Notes and will amortise together with the Class A and
B Notes. The general reserve fund will be part of available revenue
receipts, while the liquidity reserve fund will be available to
cover senior fees and costs and the Class A and B Notes' interest
(in respect of the latter, if it is the most senior class
outstanding and otherwise subject to a PDL condition).
Paratus is the servicer and US Bank Global Corporate Trust Limited
is the cash manager in the transaction. In order to mitigate the
operational risk, CSC Capital Markets UK Limited (Not rated) will
act as the back-up servicer facilitator. To ensure payment
continuity over the transaction's lifetime, the transaction
documents incorporate estimation language whereby the cash manager
can use the three most recent servicer reports to determine the
cash allocation in case no servicer report is available.
Additionally, there is an interest rate risk mismatch between the
98.8% of loans in the pool, that are fixed rate and revert to Bank
of England Base Rate (BBR) plus a margin, and the Notes which are
floating rate securities with reference to compounded daily SONIA.
To mitigate this mismatch, there will be a fixed-floating scheduled
amortisation swap provided by Lloyds Bank Corporate Markets plc
(A1(cr) / P-1(cr)). The swap framework is in accordance with
Moody's guidelines. The collateral trigger is set at loss of A3(cr)
and the transfer trigger at loss of Baa3(cr).
Moody's determined the portfolio lifetime expected loss of 1.2% and
MILAN Stressed Loss of 8.5% related to borrower receivables. The
expected loss captures Moody's expectations of performance
considering the current economic outlook, while the MILAN Stressed
Loss captures the loss Moody's expects the portfolio to suffer in
the event of a severe recession scenario. Expected losses and MILAN
Stressed Loss are parameters used by us to calibrate Moody's
lognormal portfolio loss distribution curve and to associate a
probability with each potential future loss scenario in the ABSROM
cash flow model to rate RMBS.
Portfolio expected loss of 1.2%: this is in line with the UK
buy-to-let RMBS sector average and is based on Moody's assessments
of the lifetime loss expectation for the pool taking into account:
(1) the portfolio characteristics, including a weighted-average
current LTV of 71.0%, (2) the good performance of the seller's
precedent transactions as well as the historical performance of the
seller's loan book, (3) benchmarking with comparable transactions
in the UK RMBS market, and (4) the current macroeconomic
environment in the UK.
MILAN Stressed Loss of 8.5%: this is lower than the UK buy-to-let
RMBS sector average and follows Moody's assessments of the
loan-by-loan information taking into account the following key
drivers: (1) the portfolio characteristics, including the
weighted-average current LTV of 71.0% for the pool, (2) 76.9% of
the portfolio has BTL loans and 23.1% of the portfolio has owner
occupied loans with 81.0% interest-only and 9.7% HMO/MUFB loans,
and (3) benchmarking with comparable transactions in the UK RMBS
market as well as with the previous transactions of Paratus.
The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations" published in October 2024.
The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors that may cause an upgrade of the ratings of the Notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of the Notes.
Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk leading to potential operational risk
of servicing or cash management interruptions, and (ii) economic
conditions being worse than forecast resulting in higher arrears
and losses.
CONTOURGLOBAL LIMITED: Fitch Affirms 'BB-' IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed ContourGlobal Limited's (CG) Long-Term
Issuer Default Rating (IDR) at 'BB-'. The Outlook on the IDR is
Stable. Fitch has also affirmed ContourGlobal Power Holdings S.A.'s
(CGPH) senior secured notes' rating at 'BB+' with a Recovery Rating
of 'RR2'.
CG's rating reflects the largely contracted cash flow profile and
the diversification of the asset base, which is gradually becoming
cleaner through lower emissions, but also the holding nature of the
company, which relies on dividends and upstreamed cash from opcos
to service its debt.
The Outlook reflects Fitch's view that CG's average holdco-only
funds from operations (FFO) leverage of 3.8x is comfortably placed
within the rating, despite some changes in the cash flow profile
and asset base. Fitch expects CG's holdco cash flow profile to be
more skewed towards minority asset sales, which increases execution
risk; at the same time, the company's asset quality is improving
and becoming cleaner.
Key Rating Drivers
Disposals Reduce Holdco Leverage: Fitch forecasts holdco-only FFO
leverage to average 3.8x over 2025-2028. However, this is reliant
on around USD400 million of proceeds from minority disposals of
renewable assets, which is subject to some execution risk. Fitch
has included these proceeds in its forecasts, as Fitch believes
execution risk is mitigated by the diversification of the minority
stakes to be sold across different geographies with different
support schemes.
Fitch expects combined cash flows from asset-level refinancing and
asset disposals to account for more than 40% of the cash flows
available for debt service (CFADS) before corporate overheads,
which is close to double the level prior to 2024. However, the
company has a long record of regularly extracting cash from
asset-level refinancings across its portfolio and good headroom at
the current rating.
Development Risk: CG's growing focus on asset development entails
heightened execution risk in its view, given the company's
ambitious growth targets of developing a renewable platform of
4GW-5GW on a global scale by the end of the decade. However,
execution risk is mitigated by co-development agreements, CG's
diversified geographical footprint, with growth mostly focused on
developed countries, and a growing record of in-house development.
Fitch assumes CG will use the healthy cash generated after debt
service to foster growth, resulting in broadly stable net debt at
holdco level.
Higher Proportionate Consolidated Leverage: Fitch expects CG's
proportionate consolidated leverage to increase to 6.0x-6.5x, as
its growth plans focus on contracted renewable assets, which
generally allow for higher non-recourse financing. This may boost
the initial cash upstreaming to the holdco while increasing the
risk of cash being trapped at opco level if the asset underperforms
and or leverage is high, reducing overall financial flexibility.
Renewable assets are contracted under power purchase agreements or
government support schemes that provide good cash flow visibility
and mitigate the risk of underperformance.
Improving Asset Base: CG continues to improve the quality of its
asset base through selective disposals of more polluting assets,
repowering of existing assets, using existing connections to deploy
multiple technologies, and acquisitions in strategic regions, such
as Italy and the US. The company no longer has meaningful exposure
to coal-fired thermal plants and will continue to focus its growth
on renewable technologies in OECD countries, which Fitch sees as
credit positive.
Unchanged Gas Concentration: The improvement of CG's asset base is
tempered by its reliance on existing gas-fired assets. Four large
gas-fired plants account for more than 40% of CFADS prior to asset
disposals in its forecasts. In total, Fitch expects gas-fired
assets to account for about 60% of CFADS before asset disposals
during the forecast horizon, although that could decrease over
time. CG's gas-fired assets play an important role in the energy
systems they are in and most of them are contracted with cost
pass-through mechanisms that limit commodity price risk.
Supportive Contracted Earnings: Close to 90% of 2024 EBITDA was
contracted, with an average residual contract life of seven years.
This share has decreased since the energy crisis, but is still very
high and supportive of the rating. Fitch expects the share of
contracted earnings to decrease marginally as the company retains
some merchant exposure in the new renewable assets.
Deconsolidated Approach: The main credit metric Fitch uses in its
analysis is holdco-only FFO leverage, which Fitch calculates as
CG's recourse debt (excluding project finance debt at subsidiaries
and midco financing) divided by holdco-only FFO before interest
paid (dividends from subsidiaries, less holdco operating expenses
and taxes). A material deviation from the current financing
structure, with a much higher share of holdco debt or inclusion of
cross-default clauses at the asset level, could lead to a change in
its methodology.
Peer Analysis
Fitch rates CG using a deconsolidated approach as the company's
operating assets are largely financed with non-recourse project
debt. CG's operating scale is comparable with that of TerraForm
Power Operating, LLC (TERPO; BB-/Stable), XPLR Infrastructure, LP
(BB+/Stable) and Atlantica Sustainable Infrastructure Group Plc
(BB-/Negative).
TERPO's and XPLR's US dollar-dominated portfolios of renewable
assets are superior to CG's. The latter is only 30% renewables,
with the remaining generation mainly thermal, and carries
re-contracting risk and political and regulatory risks in emerging
markets.
Fitch also views Atlantica's portfolio of assets as superior to
CG's, given its focus on renewables (largely solar, about 70% of
power-generation capacity), longer remaining contracted life and
better geographical split (largely North America and Europe). This
is only mitigated by the larger size of CG's portfolio. CG
therefore has lower debt capacity than these peers, while TERPO and
Atlantica have higher leverage. Fitch believes CG's asset quality
will improve over time, given the company's focus on cleaner
assets.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer
- Operational distributions from existing assets averaging USD260
million over 2025-2028, with distributions from new assets steadily
increasing towards USD30 million a year by 2028
- Cash extraction from refinancing averaging USD150 million a year
during 2025-2028
- Interest rates on holdco debt averaging 6%, with holdco debt
increasing towards USD1.8 billion, due to the forecast expansion
efforts
- Investments averaging over USD370 million a year
- No dividends
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Holdco-only FFO leverage above 4.5x on a sustained basis and FFO
interest coverage lower than 3x
- Proportionate consolidated EBITDA net leverage sustained above
6.0x
- Major power purchase agreements experiencing unexpected and
material price reduction or termination
- Material deterioration of the business profile, due to materially
worse re-contracting terms, major political interference,
significant investment overruns or financial stress at the asset
level, or more speculative investments leading to the share of
contracted operating cash flows falling below 70%
- A material increase in the super senior revolving credit facility
and equally ranking letters of credit facilities, or a material
increase in consolidated leverage, which could be negative for the
senior secured rating
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Holdco-only FFO leverage below 3.5x on a sustained basis and FFO
interest coverage higher than 5.0x
- Proportionate consolidated EBITDA net leverage sustainably below
5.2x
- Reduced reliance on top five projects/contributors to holdco cash
flow, leading to greater diversification
Liquidity and Debt Structure
CG benefits from a comfortable liquidity position in the absence of
significant maturities until 2028 and over EUR300 million in
undrawn committed lines as of September 2025. Fitch forecasts
neutral cumulative FCF after acquisitions and divestitures over
2025-2028, which further supports the company's liquidity
position.
Project finance debt maturities at operating subsidiaries, which
make up the majority of consolidated debt, are evenly balanced due
to debt amortisation.
Issuer Profile
CG is a holding company that operates 5.5GW of gross generation
capacity with about 155 thermal and renewable power generation
assets in operation across 18 countries and a construction pipeline
of over 13GW. Cash flows in project companies are supported by
long-term contracts, regulated capacity or regulated
cost-of-service payments.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
ContourGlobal Limited LT IDR BB- Affirmed BB-
ContourGlobal Power
Holdings S.A.
senior secured LT BB+ Affirmed RR2 BB+
GREAT HALL 2007-2: S&P Affirms 'BB+(sf)' Rating on Cl. Ea/Eb Notes
------------------------------------------------------------------
S&P Global Ratings raised to 'AA- (sf)' from 'A+ (sf)' its credit
ratings on the class Ba, Ca, Cb, Da, and Db notes in Great Hall
Mortgages No. 1 PLC's series 2007-2. At the same time, S&P affirmed
its 'BB+ (sf)' ratings on the class Ea and Eb notes.
S&P said, "The rating actions reflect our full analysis of the most
recent information we have received and the transactions' current
structural features. After applying our global RMBS criteria,
expected losses decreased due to reduced weighted-average loss
severity (WALS) assumptions while our weighted-average foreclosure
frequency (WAFF) assumptions increased due to higher arrears. This
is offset by our lower WALS assumptions, which decreased amid
favorable house price index trends and stronger real estate
valuation data."
Credit analysis results
Rating WAFF (%) WALS (%) Credit coverage (%)
AAA 39.11 17.03 6.66
AA 34.15 10.49 3.58
A 31.35 2.78 0.87
BBB 28.32 2.00 0.57
BB 24.85 2.00 0.50
B 23.97 2.00 0.48
According to the September 2025 investor report, total arrears have
increased to 21.8% from 19.7% at S&P's last review in June 2024.
Arrears in the 90+ days bucket increased to 16.9% from 14.3%.
Overall delinquencies exceed our U.K. BTL pre-2014 RMBS index.
S&P said, "Following the application of our revised counterparty
criteria, our ratings are no longer capped by the issuer credit
rating (ICR) on the guaranteed investment contract provider, Danske
Bank A/S (A+/Stable/A-1). Danske Bank attempted to replace itself
after being downgraded below the required level but was unable to
do so due to limited availability of eligible counterparties. In
line with our updated criteria, where remedial actions are pursued
but constrained by market availability, and given the transaction's
high credit enhancement, our ratings are no longer capped by the
ICR on Danske Bank.
"The collection account has no replacement language. However, under
our updated criteria, we no longer apply a commingling risk stress
during the notification period. With daily fund sweeps in place,
there is effectively no accumulation risk, and our cash flow
modelling now excludes commingling risk stresses.
"The transaction documentation does not contain strong replacement
language for the transaction account provider allowing for
termination without a mandatory replacement. As a result, the
ratings remain capped at the ICR on the transaction account
provider, The Bank of New York Mellon (AA-/Stable/A-1+). Similarly,
the swap provider, JPMorgan Chase Bank, N.A., remains non-compliant
under our updated criteria, reflecting ineligible collateral types,
insufficient haircuts, and low valuation buffers. Consequently, the
ratings continue to be capped at the ICR on BNY Mellon and the
resolution counterparty rating on JPMorgan Chase Bank ('AA-').
"Considering the results of our updated credit and cash flow
analysis, the available credit enhancement for the class Ba to Db
notes is sufficient to withstand stresses commensurate with a 'AAA'
rating level. However, we raised our ratings on these tranches to
'AA- (sf)' from 'A+ (sf)' because the abovementioned counterparty
caps constrain them at 'AA- (sf)'.
"Our 'BB+ (sf)' ratings on the class Ea and Eb notes reflect the
results of our cash flow analysis. Although the notes passed our
cash flow stresses at higher rating levels than those currently
assigned, we considered the transaction's deteriorating collateral
performance, and the tranches' junior position in the capital
structure, which heightens exposure to tail risk."
The notes are backed by pools of first-ranking mortgages secured
over properties in England and Wales. The transaction closed in
July 2007.
HOLBROOK MORTGAGE 2023-1: Moody's Affirms B2 Rating on Cl. F Notes
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 2 notes in Holbrook
Mortgage Transaction 2023-1 plc. The rating action reflects
increased levels of credit enhancement for the affected notes.
Moody's affirmed the ratings of the notes that had sufficient
credit enhancement to maintain their current ratings.
GBP596.3M Class A Notes, Affirmed Aaa (sf); previously on Jan 15,
2025 Affirmed Aaa (sf)
GBP40.7M Class B Notes, Affirmed Aaa (sf); previously on Jan 15,
2025 Upgraded to Aaa (sf)
GBP16.9M Class C Notes, Upgraded to Aa1 (sf); previously on Jan
15, 2025 Upgraded to Aa3 (sf)
GBP10.2M Class D Notes, Upgraded to A2 (sf); previously on Jan 15,
2025 Upgraded to Baa1 (sf)
GBP6.8M Class E Notes, Affirmed Ba1 (sf); previously on Jan 15,
2025 Affirmed Ba1 (sf)
GBP6.8M Class F Notes, Affirmed B2 (sf); previously on Jan 15,
2025 Affirmed B2 (sf)
RATINGS RATIONALE
The rating action is prompted by an increase in credit enhancement
for the affected tranches.
Increase in Available Credit Enhancement
Sequential amortization led to the increase in the credit
enhancement available in this transaction.
The credit enhancement for the tranches affected by the upgrade
increased to 8.72% from 6.19% and to 5.06% from 3.59% respectively
for Class C and D, since last rating acion.
Revision of Key Collateral Assumptions:
As part of the rating action, Moody's reassessed Moody's lifetime
loss expectation for the portfolio reflecting the collateral
performance to date.
The performance of the transaction has continued to be stable since
last rating action. 90 days plus arrears currently stand at 3.57%
of current pool balance showing a slight increasing trend over the
past year. Cumulative losses currently stand at 0% of original pool
balance unchanged from a year earlier.
The expected loss assumption for this transaction is 2.72% as a
percentage of current pool balance, which corresponds to 1.12% as a
percentage of original pool balance.
Moody's reassessed loan-by-loan information to estimate the loss
Moody's expects the portfolio to incur in a severe economic stress.
As a result, Moody's have maintained the MILAN Stressed Loss
assumption at 8.7%.
The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations" published in October 2024.
The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) an increase in available
credit enhancement and (3) improvements in the credit quality of
the transaction counterparties.
Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.
IMAGING TECHNOLOGIES: RSM UK Appointed as Administrators
--------------------------------------------------------
Imaging Technologies UK Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts of England and Wales, Court Number: CR-2025-008167, and
Gordon Thomson and James Woodhead of RSM UK Restructuring Advisory
LLP were appointed as administrators on Nov. 19, 2025.
Imaging Technologies UK Limited specialized in dental equipment
supply.
Its registered office is at Unit 1, 8a Wadsworth Road, Greenford,
UB6 7JD.
Its Principal trading address is at Suite 8, Beaufort House,
Beaufort Court, Sir Thomas Longley Road, Medway City Estate,
Rochester, Kent, ME2 4FB.
The administrators can be reached at:
Gordon Thomson
James Woodhead
RSM UK Restructuring Advisory LLP
Central Square, 5th Floor
29 Wellington Street
Leeds, LS1 4DL
Tel No: 0113 285 5000
Contact details of case manager:
Samir Akram
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Tel: 0203 201 8000
Further details contact:
Gordon Thomson
Tel: 020 3201 8000
or
James Woodhead
Tel: 0113 285 5000
KINGSWOOD ARTS: KRE Corporate Appointed as Administrators
---------------------------------------------------------
Kingswood Arts CiO was placed into administration proceedings in
the High Court of Justice, Court Number: CR-2025-008143, and Paul
Ellison and Chris Errington of KRE Corporate Recovery Limited were
appointed as administrators on Nov. 18, 2025.
Previously known as Kingswood Arts CiC, Kingswood Arts CiO
specialized in cultural education, performing arts, artistic
creation, and the operation of arts facilities.
Its registered office and principal trading address is at Kingswood
Arts, Seeley Drive, London, SE21 8QN.
The joint administrators can be reached at:
Paul Ellison
Chris Errington
KRE Corporate Recovery Limited
Unit 8, The Aquarium
1–7 King Street
Reading, RG1 2AN
Further details contact:
Chloe Brown
Tel No: 01189 479090
Email: chloe.brown@krecr.co.uk
MOBICO GROUP: Fitch Lowers Long-Term IDR to 'BB', Outlook Negative
------------------------------------------------------------------
Fitch Ratings has downgraded Mobico Group Plc's Long-Term Issuer
Default Rating (IDR) and senior unsecured ratings to 'BB' from
'BB+' and removed them from Rating Watch Negative (RWN). The
Outlook on the IDR is Negative.
The downgrade mainly reflects a change to Mobico's debt capacity,
driven by the weakening business profile and poor performance in
recent years. Mobico's businesses outside Automóviles Luarca, S.A.
(ALSA) have continued to underperform, resulting in overdependence
on ALSA profits.
The Negative Outlook reflects heightened execution risks across
divisions. Most of ALSA's Spanish contracts face concession renewal
in the next two to three years (although the company has a strong
renewal record), negotiations with German public transport
authorities on German Rail are ongoing, and profitability at
WeDriveU and UK Coach needs to recover. These factors could delay
sustained deleveraging to within the sensitivities for the 'BB'
rating.
Key Rating Drivers
Tighter Sensitivities, Higher Business Risk: Fitch has tightened
Mobico's EBITDAR net leverage threshold by about 1.0x to 3.2x-4.0x
for the 'BB' rating, due to the weakening business profile. The
company's geographical diversification (by EBIT) has reduced
consistently due to operational challenges in Germany and the UK,
and at WeDriveU in the US. Earnings are mainly derived from ALSA,
which is predominantly Spain-based and will contribute about 80% of
group's earnings during 2025-2028. Mobico's contracted revenue
frameworks have proved inadequate to ensure stable margins, which
was its assumption for the higher leverage tolerance.
Fitch forecasts Mobico's EBITDAR net leverage will be at the higher
end of the sensitivities for the 'BB' rating in 2025. Fitch expects
this metric to improve after 2025, but see risks across divisions
over the near to medium term, driving the Negative Outlook.
Evidence of sustained operational improvement resulting in EBITDAR
growth and positive free cash flow (FCF) could result in a revision
of the Outlook to Stable.
Robust ALSA Performance, Renewal Risks: Mobico's Spanish operations
at ALSA generate most earnings through long-haul, regional and
urban bus operations. Fitch expects earnings from ALSA to remain
stable at 2024 levels for the forecast horizon. Fitch expects the
discontinuation of the government-subsidised multi-voucher scheme
in 1H25 to be partly offset by other government-subsidised
discounted schemes, growth and diversification prospects and
cost-saving initiatives. Long-haul concessions, a key contributor
to ALSA's earnings, are expected to be renewed from 2027 subject to
approval of Spain's Sustainable Mobility Law, which is under
parliamentary review.
Fitch expects Mobico to retain most of the long-haul concessions
given its strong market share and close to 100% historical
retention rate in Spain. However, margins could decline
significantly, and Fitch assumes lower earnings by around 20% in
2028 than in 2024. The Sustainable Mobility Law, approved by
Congress in October 2025 and awaiting Senate ratification,
introduces a concession system with mandated fare reductions, which
will pressure margins on renewed contracts. The law's
implementation timeline and final regulatory framework remain
unclear.
WeDriveU Profitability Under Pressure: Mobico's US transit services
division, WeDriveU, is the second-largest contributor to group
earnings, accounting for around 15%. The division typically
generates stable revenue from nearly 100 long-term contracts.
However, it has faced profitability pressures from two loss-making
contracts, which are affecting earnings in 2025. Mobico's new
management is implementing remedial actions focused on these
problematic contracts, which could bring WeDriveU's margins close
to 2024 levels by 2027, in its view.
German Rail Settlement Progressing: Mobico continues to navigate
operational challenges with its Rhine-Ruhr Express contracts, which
run until 2033. The fixed-payment structure shields the company
from passenger revenue volatility, but it is still exposed to cost
inflation and operational risk. Mobico is advancing its
negotiations to restructure these loss-making contracts with German
public transport authorities. Management expects a settlement in
the coming weeks, which could materially reduce the onerous
contract provision burden, but Fitch believes it is unlikely to
significantly affect cash flow generation in the short term.
UK's Profitability Challenges: Structural profitability issues in
the UK division constrain its contribution to Mobico's earnings.
The shift of UK Bus to franchised bus operations in West Midlands
between 2027 and 2030 will lead to lower-margin gross cost
contracts with reduced operational control. Integrating the
loss-making UK Coach into ALSA by January 2026 could generate
operational synergies and cost savings. Fitch expects gradual
earnings improvement over the forecast period.
Potential Upside from Cost Savings: Mobico's broad cost-reduction
initiatives could enhance margins and support deleveraging.
Management targets operating expense reductions from efficiency
gains, UK Coach integration into ALSA and workforce optimisation.
Reduced capex and a focus on asset-light contract opportunities
should support positive FCF generation from 2026. Fitch has
included part of management's planned cost-savings in its forecast
and expect cumulative positive FCF of almost GBP200 million in
2026-2028, after negative FCF in 2025.
Hybrid Treatment Supports Leverage: Fitch retains the 50% equity
credit for Mobico's outstanding hybrid, as Fitch understands the
board and management view hybrids as a permanent part of capital
structure. Mobico's financial policy targets net debt/EBITDA of
1.5x-2.0x, with company-defined leverage of 2.5x expected by
end-2025. The hybrid is excluded from the company's covenant net
debt, so maintaining the hybrid in the capital structure will aid
the company in achieving its financial policy target.
Peer Analysis
Mobico's operational underperformance across Germany, UK and
WeDriveU has concentrated earnings in ALSA's Spanish operations,
creating geographic concentration of earnings and a business risk
profile closer to FirstGroup plc's (BBB/Stable), whose operations
are concentrated in the UK. Mobico's earnings in businesses outside
ALSA have been volatile and underperforming, while FirstGroup has
consistent operational performance and disciplined execution,
supporting stable earnings.
Mobico's financial profile remains materially weaker than
FirstGroup's, with EBITDAR net leverage averaging 3.3x during
2025-2028, compared with the latter's net leverage sustained below
2.0x.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer
- Revenue to grow 6% like-for-like in 2025 (excluding contributions
from North America School Bus
- EBITDAR margin of 13% over 2025-2028, also reflecting cost
efficiency efforts
- Working capital outflows of average GBP50 million annually during
2025-2028
- Total capex for maintenance and growth of around GBP520 million
during 2025-2028
- Cash proceeds of GBP235 million from the sale of NASB business in
2025, no earn-out payments
- Hybrid coupon step-up in 2026 and 50% equity credit retained
- No dividend payment until 2028 as net debt remains outside
management's target of 2x EBITDA
- Conservative estimate on claims related to the German rail
business
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDAR net leverage remaining above 4.0x
- EBITDAR fixed-charge cover consistently below 2.2x
- Sizeable loss of long-haul concessions contracts at ALSA during
renewal
- Negative FCF with continuous profitability issues in WeDriveU, UK
and German operations
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch could revise the Outlook to Stable on:
- EBITDAR net leverage sustained below 4.0x combined with EBITDAR
fixed-charge cover above 2.2x
- Evidence of some profitability improvements at WeDriveU, UK and
Germany
Fitch does not anticipate an upgrade given the Negative Outlook;
but factors that would lead to an upgrade include:
- EBITDAR net leverage sustained below 3.2x combined with EBITDAR
fixed-charge cover above 2.7x
- Sustained positive FCF and a strong business recovery, with
structural improvement of profitability in WeDriveU, UK and German
operations
Liquidity and Debt Structure
Liquidity was adequate at 30 June 2025 with GBP197.8 million of
readily available cash. This position is expected to be further
strengthened by GBP235 million of cash proceeds from the sale of
North America School Bus in July 2025. The company also had GBP600
million of undrawn facilities, with less than GBP50 million
maturing in 2028 and the remainder in 2029. This is sufficient
against GBP70 million short-term maturities and Fitch-estimated
negative FCF of about GBP120 million for 2025 and positive FCF of
GBP17 million in 2026. The next significant maturity is a GBP233.5
million private placement due in 2027.
Issuer Profile
Mobico is an international public transport operator providing bus,
rail, and scheduled and unscheduled coach services.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Mobico Group PLC LT IDR BB Downgrade BB+
senior unsecured LT BB Downgrade BB+
subordinated LT B+ Downgrade BB-
PEPCO GROUP: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
------------------------------------------------------------
S&P Global Ratings revised the outlook on Pepco Group to stable
from negative and affirmed its 'BB-' long-term issuer credit. S&P
then withdrew the 'BB-' rating at Pepco's request.
Pepco Group successfully refinanced its entire capital structure,
including the full redemption of its EUR375 million high yield bond
due 2028, extending its weighted average debt maturities and
strengthening liquidity.
The group also exited unprofitable segments and geographies
(including Poundland in the U.K.).
S&P anticipates that, over the next 12 months, the group will
maintain positive like-for-like revenue growth in its core markets,
S&P Global Ratings-adjusted debt to EBITDA of 2.2x-2.3x, and
generate free operating cash flow (FOCF) after leases of more than
EUR200 million annually.
The outlook revision to stable reflects Pepco's disposal of
Poundland and debt refinancing. This resulted in an improved
overall debt maturity profile and lower cost of debt supporting
cash generation and headroom over fixed cash charges. The new
capital structure comprises of a EUR235 million term loan A due
November 2028, a EUR300 million revolving credit facility due
November 2030, a EUR235 million term loan B (TLB) due November
2031, and Polish zloty 600 million floating notes, which will
replace the existing EUR375 million high yield bond due 2028 and
the existing EUR250 million TLB. This refinancing, combined with
lower lease costs (following the Poundland disposal), is expected
to significantly reduce the group's annual interest costs and lead
to an improvement in the adjusted EBITDAR ratio to 2.2x, versus the
previous 1.8x. S&P forecasts the group's annual FOCF after leases
of approximately £200 million.
S&P said, "When we withdrew the rating, the stable outlook
reflected our expectation that Pepco Group's earnings would
continue to improve on the back of positive like-for-like revenue
growth in its core markets and improvement in profitability
following the exit from the loss-making operations. While the
company has materially deleveraged in recent years, we considered
the rating to be constrained by the relatively low adjusted EBITDAR
to cash interest plus rents cover ratio and the material debt held
by the group's principal direct and indirect shareholders, Steenbok
Newco 3, Ibex RSA Holdco, and Ibex Topco B.V."
SAPIAT LTD: Kirker & Co Appointed as Administrator
--------------------------------------------------
Sapiat Ltd. was placed into administration proceedings in the High
Court of Justice, Business and Property Courts of England and
Wales, Insolvency & Companies List (ChD), Court Number:
CR-2025-007744, and Edwin D S Kirker of Kirker & Co was appointed
as administrator on Nov. 20, 2025.
Sapiat Ltd. offered financial data services.
Its registered office and principal trading address is at PO Box
4385, 11655357, Companies House Default Address, Cardiff, CF14
8LH.
The administrator can be reached at:
Edwin D S Kirker
Kirker & Co
Centre 645, 2 Old Brompton Road
London, SW7 3DQ
Further details contact:
Tel No: 020 7580 6030
Email: edwin@kirker.co.uk
SHERWOOD PARENTCO: S&P Alters Outlook on 'B' Notes Rating to Neg.
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Sherwood Parentco Ltd.
(Sherwood) to negative and affirmed its credit ratings on the group
and its senior secured notes (SSNs) at 'B'.
The negative outlook indicates that S&P will likely lower the
rating in the next 12 months if Sherwood does not reduce its
financial leverage with S&P Global Ratings-adjusted debt to EBITDA
below 7x.
The revision of the outlook to negative reflects a significant
increase of Sherwood's financial leverage in 2025 and risks for
deleveraging over the next two years. As of Sep. 30, 2025,
Sherwood's S&P Global Ratings-adjusted debt to EBITDA exceeded
10.0x compared with 6.5x at year-end 2024 and our previous
expectation of 6.5-7.5x due to a combination of weaker collections
and increased investment activity. Adjusted EBITDA to interest
coverage has deteriorated closer to 1.2x-1.3x from 1.8x. Asset
realizations this year were down for the first nine months of 2025
by 39% year over year to GBP181.4 million and led to the group's
adjusted EBITDA declining by 31% for the same period. The group's
realizations remain volatile due to Sherwood's focus on secured
distressed debt and real estate assets, increasing volatility of
the group's cash flows and leverage ratios. Meanwhile, the growth
of Sherwood's fund and asset management revenue for the first nine
months of 2025 by 18.8% to GBP229.6 million only partially offsets
the lower realizations this year.
Sherwood's significant investments in its managed funds should
support profitability and business stability over the long term.
Sherwood has increased co-investments in its funds by 31% year over
year to GBP174.9 million, with adjusted gross debt increasing by
GBP200 million to GBP1.61 billion (including leasing). S&P said,
"We think that the growth of Sherwood's fund management revenue,
which tends to be predictable and recurring in nature, could
potentially reduce volatility of its cash flows and support
deleveraging due to low capital intensity of the business. We
expect that the strong fundraising in 2025 with discretionary funds
under management growing to EUR9.0 billion as of Sep. 30, 2025,
from EUR5.9 billion in the beginning of the year, creates a solid
base for future growth of its fee-earning net asset value (NAV) and
fund-management fees. Demonstrating a long track record of
investments in secured distressed assets and real estate and good
investment performance of its existing funds, this year Sherwood
managed to secure additional commitments of EUR1.5 billion to its
newly launched real estate lending fund (ALO-1) and EUR2.7 billion
to its opportunistic credit strategy. With significant uncalled
capital commitments and further fundraising plans, we expect
Sherwood to deploy around EUR2.6 billion-EUR2.8 billion from its
funds this year and to increase deployments closer to EUR3.0
billion over 2026-2027, with fee-earning NAV growing closer to
EUR8.0 billion by the end of 2027 from EUR4.6 billion as of Sept.
30, 2025, and translating into growth of the group's fund
management revenue."
S&P said, "Despite higher expected realizations and fund management
revenue over 2026-2027, which should reduce Sherwood's leverage in
our base case, we see a few risk factors that could hamper the
group's deleveraging. We expect that higher balance-sheet
investments this year and greater expected realizations postponed
to next year should boost Sherwood's total realizations by 23%-27%
next year." Together with growing servicing and fund management
income by 13%-15%, which should improve S&P Global Ratings-adjusted
EBITDA closer to GBP210 million-GBP220 million. Meanwhile, lower
co-investment requirements for new funds (for example, just 6% for
ACO-3 fund versus 10% for ACO-2 fund) should keep the group's
balance sheet deployments lower than this year. At the same time,
Sherwood may use EUR110 million from the sale from its Italian
servicing platform Zenith Global SpA and higher free cash flow to
repay a small portion of its debt and reduce S&P Global
Ratings-adjusted debt to EBITDA to 6.6x-7.0x by the end of 2026
with some potential deleveraging in 2027.
However, the exposure to secured assets and real estate objects and
more uncertain timeline to realize the assets may lead to
lower-than-expected realizations in 2026 or 2027, especially if the
macroeconomic environment deteriorates. At the same time, the
group's significant appetite for rapid growth of its fund
management business may push Sherwood's new co-investments even
higher, hampering deleveraging prospects.
Sherwood's long term maturity profile and solid liquidity buffers
continue to support the rating. As of Sep. 30, 2025, Sherwood had
around GBP100 million of cash and around GBP217 million were
untapped of its GBP285 million revolving credit facility (RCF). The
group has also significantly reduced its refinancing risks after
last year's issuance of new SSNs with almost all its debt now
maturing in 2029. While the group still has time to further grow
its fund management franchise and to improve its financial risk
metrics, the failure to demonstrate sustainable deleveraging over
the next two years would materially increase its refinancing risks,
in S&P's view.
The negative outlook reflects Sherwood's uncertain deleveraging
prospects over the next 12 months, given its volatile collections
performance and continued expected investments in its funds.
S&P would lower the rating if Sherwood's financial risk metrics
didn't improve with S&P Global Ratings-adjusted debt to EBITDA
remaining substantially above 7x and its S&P Global
Ratings-adjusted EBITDA to interest expenses remaining below 1.5x.
This may be a result of weaker-than-expected realizations or
significantly higher new investments in Sherwood's fund management
business, which would require accretion of new debt.
S&P could revise the outlook to stable if the group delivers on its
plan to increase asset realizations, grow fund management and
servicing income, and repay some of its debt in 2026, supporting
the deleveraging with S&P Global Ratings-adjusted debt to EBITDA
falling below 7x.
SONDER EUROPE: RSM UK Appointed as Joint Administrators
-------------------------------------------------------
Sonder Europe Ltd was placed into administration proceedings in the
High Court of Justice, Business and Property Courts in Manchester,
Insolvency & Companies List (ChD), Court Number: CR-2025-001606,
and Gordon Thomson and Matthew Haw of RSM UK Restructuring Advisory
LLP were appointed as joint administrators on Nov. 19, 2025.
Sonder Europe Ltd specialized in holiday and collective
accommodation services.
Its registered office is at c/o RSM UK Restructuring Advisory LLP,
25 Farringdon Street, London, EC4A 4AB.
Its principal trading address at c/o CSC CLS (UK) Limited, 5
Churchill Place, 10th Floor, London, E14 5HU.
The joint administrators can be reached at:
Gordon Thomson
Matthew Haw
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Contact details of case manager:
Matthew Foy
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Tel: 020 3201 8000
Further details contact:
The Joint Administrators
Tel: 0203 201 8000
SONDER HOSPITALITY UK: RSM UK Appointed as Administrators
---------------------------------------------------------
Sonder Hospitality UK Ltd was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts in Manchester, Insolvency & Companies List (ChD), Court
Number: CR-2025-001607, and Gordon Thomson and Matthew Haw of RSM
UK Restructuring Advisory LLP were appointed as administrators on
Nov. 19, 2025.
Sonder Hospitality UK Ltd specialized in holiday and collective
accommodation services.
Its registered office is at c/o 25 Farringdon Street, London, EC4A
4AB.
Its principal trading address is at c/o CSC CLS (UK) Limited, 5
Churchill Place, 10th Floor, London, E14 5HU.
The joint administrators can be reached at:
Gordon Thomson
Matthew Haw
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Contact details of case manager:
Matthew Foy
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Tel: 020 3201 8000
Further details contact:
The Joint Administrators
Tel: 0203 201 8000
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
Copyright 2025. All rights reserved. ISSN 1529-2754.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.
Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.
The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail. Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each. For subscription information,
contact Peter Chapman at 215-945-7000.
* * * End of Transmission * * *