260123.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
Friday, January 23, 2026, Vol. 27, No. 17
Headlines
F R A N C E
BETCLIC EVEREST: Moody's Rates New EUR750MM Secured Notes 'Ba3'
QUESTEL UNITE: S&P Affirms 'B' ICR & Alters Outlook to Negative
I R E L A N D
ADAGIO EUR IX: Moody's Cuts Rating on EUR11MM Cl. F Notes to Caa1
AESIR (EUROPEAN LOAN 41): S&P Gives Prelim. BB+ Rating on E Notes
ALKERMES PLC: S&P Affirms 'BB' Issuer Credit Rating, Outlook Stable
CARLYLE EURO 2025-3: S&P Assigns B-(sf) Rating on Class E Notes
VENDOME FUNDING 2020-1: S&P Assigns B-(sf) Rating on Cl F-R Notes
L U X E M B O U R G
AI MONET: Moody's Upgrades CFR to B2 & Alters Outlook to Stable
U N I T E D K I N G D O M
JIMMY'S RESTAURANT: Sanderlings Appointed as Administrators
PHARMANOVIA BIDCO: S&P Lowers ICR to 'CCC+', On Watch Negative
PLATFORM BIDCO: Moody's Affirms 'B3' CFR, Outlook Remains Stable
THOMAS STOREY: KBL Advisory Appointed as Administrators
WAGAMAMA (HOLDINGS): Moody's Alters Outlook on B2 CFR to Negative
ZENITH PEOPLE: Leonard Curtis Appointed as Administrators
X X X X X X X X
[] BOOK REVIEW: PANIC ON WALL STREET
- - - - -
===========
F R A N C E
===========
BETCLIC EVEREST: Moody's Rates New EUR750MM Secured Notes 'Ba3'
---------------------------------------------------------------
Moody's Ratings has assigned a Ba3 rating to leading French online
sports-betting operator Betclic Everest Group S.A.S.'s (Betclic or
the company) proposed issuance of EUR750 million senior secured
notes. All other ratings of the company and its stable outlook
remain unchanged.
The EUR750 million issuance will be part of the EUR3.0 billion
senior secured debt package used to finance the acquisition of
Tackle Group S.a r.l. (Tipico, B2 RUR), and partially repay
existing debt.
RATINGS RATIONALE
Betclic's Ba3 rating reflects its leading positions in high growth
online gambling markets, particularly in French and Portuguese
sports-betting where it is a leader. The company benefits from
stable and predictable cash flows due to having good visibility on
customer numbers and sporting events which are planned well in the
future, as well as low fixed costs and capital expenditure.
Customer acquisition and retention is dependent on providing a high
quality and user-friendly experience which Betclic will need to
maintain, potentially incurring additional costs on content and
technology in the future. The rating also benefits from the
positive considerations the acquisition of Tipico brings. The
business combination increases Betclic's revenue to over EUR3
billion from EUR1.6 billion, and more than doubles EBITDA to around
EUR900 million (2025 PF). It also enhances Betclic's business
profile by creating a more diverse European sports betting and
online gaming company.
Although gaming regulation is a significant risk for the sector,
Betclic's risk is mitigated because it operates in markets where
regulation is protective of existing players, stable and
restrictive with no materially negative changes expected in the
medium term. The tough regimes, combined with high taxes, act as
barriers to entry. Sports betting results are volatile, and Betclic
manages this risk through sophisticated trading models and a
low-aggression odds strategy plus hedging. Moody's expects the
combined group to adhere to Betclic's current low risk strategy and
Moody's do not expect the addition of German and Austrian regulated
markets to materially impact regulatory and tax risk.
Betclic's Moody's-adjusted gross leverage will increase to around
4.6x pro forma (PF) for the Tipico transaction, however, Moody's
expects leverage to decrease relatively quickly to below 4.0x in
the next 12-18 months (prior to the realization of synergies).
LIQUIDITY
Moody's expects Betclic's liquidity profile to be good over the
next 12-18 months supported by unrestricted cash balances of around
EUR187 million PF for the closing of the Tipico transaction.
Further liquidity will be provided by access to a revolving credit
facility (RCF) of EUR130 million due in 2031 (to be increased from
EUR60 million as part of this transaction). The RCF documentation
contains a springing financial covenant based on senior secured net
leverage set at 6.0x and tested when the RCF is drawn by more than
40%. Moody's expects that Betclic will maintain good headroom under
this covenant if it is tested.
Moody's expects Betclic to generate a healthy free cash flow of
over EUR100 million over the next 12-18 months after dividends of
up to around EUR400 million per year. The company's liquidity
sources can accommodate smaller bolt-on acquisitions, and there are
no significant debt maturities before the senior secured bank debt
matures in 2031.
STRUCTURAL CONSIDERATIONS
Betclic's probability of default rating (Ba3-PD), in line with its
CFR, reflects Moody's assumptions of a 50% family recovery rate, as
is typical for capital structures with bank debt, notes and a
covenant-lite structure. The existing senior secured TLB and
proposed additional facilities B2, B3, RCF and proposed notes are
rated in line with the company's CFR, reflecting their pari passu
ranking. The TLBs and RCF are supported by upstream guarantees
amounting to 75% of group EBITDA.
RATIONALE FOR THE STABLE OUTLOOK
The stable outlook reflects Moody's expectations of moderate growth
in revenue and EBITDA over the next 12-18 months. It assumes that
the regulatory environment will remain stable and that the company
will adhere to its plan for a conservative financial policy going
forward, quickly reducing leverage to achieve its maximum net
reported leverage target of 3.0x following the transaction.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Upward pressure on the ratings could materialize if the company
demonstrates that it is able to maintain Moody's-adjusted leverage
below 3.5x on a sustainable basis, with a clear commitment to
maintain leverage at such a level, and increases its
Moody's-adjusted EBIT margin above 20% while exhibiting good
liquidity and generating strong positive free cash flow.
Negative pressure on the ratings could occur if Betclic's operating
performance weakens or is hurt by a changing regulatory and fiscal
regime, or if the company's financial profile weakens such that
Moody's-adjusted leverage increases sustainably to 4.5x, free cash
flow remains negative or weak and liquidity deteriorates, or the
company engages in large transformative acquisitions or shareholder
distributions that could lead to integration risk and/or a material
increase in leverage beyond the company's self-imposed maximum
leverage target.
The principal methodology used in this rating was Gaming published
in September 2025.
COMPANY PROFILE
Betclic, headquartered in France, is an online sports betting and
gaming operator. The group operates sports betting, online casino,
and poker, mainly in France, its primary market, but also in
Portugal, Poland and Côte d'Ivoire. As of December 2024, Betclic
is the clear market leader in online sports betting in France and
Portugal. It is also well-positioned with strong market shares in
online poker in France and online sports-betting in Poland.
In LTM 2025, the company generated EUR1.5 billion of revenues and
EUR415 million of company-adjusted EBITDA. The company is 94.6%
owned by Banijay Group N.V. which is the owner of Banijay S.A.S.
Banijay Group N.V. is listed on Euronext.
Headquartered in Malta, Tipico offers sports betting and online
gaming in Germany and Austria via over 1,200 outlets (most in
franchises), dedicated websites and applications. In 2024. In 2024,
the company reported a net gaming revenue (NGR) after gaming taxes
of around EUR1 billion and a company-adjusted EBITDA of EUR421
million.
QUESTEL UNITE: S&P Affirms 'B' ICR & Alters Outlook to Negative
---------------------------------------------------------------
S&P Global Ratings revised its outlook on France-based intellectual
property (IP) management software and services provider Questel
Unite SAS (Questel) to negative and affirmed its long-term issuer
credit rating. S&P also affirmed its 'B' issue rating on the
group's senior secured debt. S&P's '3' recovery rating on the
senior secured debt remains unchanged, indicating its expectation
of meaningful recovery of about 55% in a simulated default
scenario.
The negative outlook reflects that S&P could lower the rating in
the next 12 months if Questel continues to underperform and does
not show a deleveraging trend compared with the high opening
leverage of above 9x.
Questel's operating performance was affected by uncertain
macroeconomic conditions in 2025. Although demand is slowly picking
up, its clients' cautious approach will result in slower growth.
S&P anticipates revenue will remain flat in 2025 and forecast
modest revenue growth of 2% in 2026.
S&P expects Questel's S&P Global Ratings-adjusted debt to EBITDA
will remain elevated at about 9x or above in 2025 and 2026 due to
weaker earnings, combined with the increasing debt burden due to
the payment-in-kind (PIK) portion of debt.
However, excluding EUR16 million of transaction costs in 2025, the
company continues to generate positive free operating cash flow
(FOCF) while maintaining funds from operations (FFO) cash interest
coverage of about 2x.
S&P said, "We have revised down our forecast due to weakness in IP
volumes underpinned by uncertain macroeconomic conditions. We
nevertheless expect an improvement in 2026. In 2025, we expect the
revenue will remain almost flat, compared with our previous
expectation of 5.6% revenue growth. For the first nine months of
2025, Questel reported year-on-year revenue growth of 0.8% driven
by uncertainties regarding U.S. tariffs and the impact on other
economies. The company witnessed weakness in its translation
business (minus EUR4.1 million). This owed to the loss of two
clients and weaker volumes from a few other major clients due to
fewer protected countries, reduced length of patents, and one large
client facing a lower patent cycle (relatively weaker volumes in
comparison with extraordinary volumes in 2024). This was tempered
by new client acquisitions and cross-selling in patents' IP asset
management (IPMS) and annuities business, a strong momentum in
Qthena (an relatively small AI-based patent preparation and
prosecution software acquired in July 2025) and timing of renewals
(more renewals falling in 2025) in almost all sub-segments of
trademarks. In 2026, we forecast modest revenue growth of about 2%,
mainly driven by trademarks and some recovery in patents business.
We expect weakness in the translation business to be more than
offset by growth in IPMS, annuities, and Qthena.
"We anticipate S&P Global Ratings-adjusted EBITDA of EUR74.2
million (minus 9.5% year over year) and EBITDA margin declining to
23.7% in 2025 compared with 26.1% in 2024. The decline is mainly
due to increased staff costs as the company strengthened
IPMS-related staff and IT teams, and investments in technology,
including acquisitions of software and AI training. The decline is
also linked to a large new client gain in non-IP translation
projects at a slightly lower margin. For 2026, we expect 40 basis
points (bps) to 60 bps expansion in the EBITDA margin, as the
company slows the investment in staff, benefits from various cost
saving initiatives, and grows its higher margin businesses like
annuities and IP business intelligence (IPBI).
"We expect leverage will remain elevated at above 9x in 2025-2026
and forecast a significantly slower pace of deleveraging. Based on
our revised base case, which we believe is prudent, we expect
adjusted leverage of 9.3x in 2025 (7.0x excluding PIK debt), versus
our previous forecast of 7.8x (5.7x excluding PIK debt) due to
downward revision of expected revenue and EBITDA. We anticipate
leverage will only moderately decline in 2026 and 2027, to 9.1x and
8.7x, as the expansion in EBITDA is tempered by increasing PIK debt
balance.
"Despite weaker earnings, we forecast positive FOCF and solid FFO
cash interest coverage, which supports the rating. Despite capex of
EUR17 million-EUR19 million (5.5%-6.0% of revenue) in 2025 and
2026, including capitalized development costs, we expect positive
FOCF, thanks to limited normal working capital (2025 was impacted
by delayed payment of value-added tax [VAT] from 2024) requirements
of about EUR3.0 million-EUR4.0 million and cash preserving nature
of PIK debt. We expect FOCF of EUR9.2 million (excluding EUR16
million transaction costs) in 2025, increasing to about EUR24
million in 2026. We also expect FFO cash interest of 1.8x in 2025
improving to 2.2x in 2026.
"The negative outlook reflects our expectation that Questel might
not deleverage in the absence of a strong positive momentum of
volumes and expansion of the EBITDA margin."
S&P could lower the rating in the next 12 months if:
-- S&P does not see a trend of reducing leverage. This could occur
if weak macroeconomic conditions continue to hamper Questel's
operating performance, increased competition, or operational
missteps.
-- Questel's FOCF after leases turns negative or if FFO cash
interest coverage declines below 2.0x on a sustained basis.
S&P said, "We could also lower the ratings if Questel's financial
policy prevents deleveraging below 7.5x over time.
"We could revise the outlook to stable if Questel shows a clear and
sustained uptick in operating performance, such that it reduces
leverage while maintaining FFO interest coverage of above 2.0x, and
positive FOCF. The outlook revision would also hinge on our view
that Questel's financial policy would not prevent deleveraging
below 7.5x over time."
=============
I R E L A N D
=============
ADAGIO EUR IX: Moody's Cuts Rating on EUR11MM Cl. F Notes to Caa1
-----------------------------------------------------------------
Moody's Ratings has taken a variety of rating actions on the
following notes issued by Adagio IX EUR CLO Designated Activity
Company:
EUR23,300,000 Class B-1 Senior Secured Floating Rate Notes due
2034, Upgraded to Aa1 (sf); previously on Sep 2, 2021 Definitive
Rating Assigned Aa2 (sf)
EUR13,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2034,
Upgraded to Aa1 (sf); previously on Sep 2, 2021 Definitive Rating
Assigned Aa2 (sf)
EUR11,000,000 Class F Deferrable Junior Floating Rate Notes due
2034, Downgraded to Caa1 (sf); previously on Sep 2, 2021 Definitive
Rating Assigned B3 (sf)
Moody's have also affirmed the ratings on the following notes:
EUR248,000,000 Class A Senior Secured Floating Rate Notes due
2034, Affirmed Aaa (sf); previously on Sep 2, 2021 Definitive
Rating Assigned Aaa (sf)
EUR25,000,000 Class C Deferrable Mezzanine Floating Rate Notes due
2034, Affirmed A2 (sf); previously on Sep 2, 2021 Definitive Rating
Assigned A2 (sf)
EUR28,000,000 Class D Deferrable Mezzanine Floating Rate Notes due
2034, Affirmed Baa3 (sf); previously on Sep 2, 2021 Definitive
Rating Assigned Baa3 (sf)
EUR23,500,000 Class E Deferrable Junior Floating Rate Notes due
2034, Affirmed Ba3 (sf); previously on Sep 2, 2021 Definitive
Rating Assigned Ba3 (sf)
Adagio IX EUR CLO Designated Activity Company, issued in September
2021, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans. The
portfolio is managed by AXA Investment Managers US Inc. The
transaction's reinvestment period will end in March 2026.
RATINGS RATIONALE
The rating upgrades on the Class B-1 and Class B-2 notes are
primarily a result of the benefit of the shorter period of time
remaining before the end of the reinvestment period in March 2026.
The rating downgrade on the Class F notes is primarily due to par
loss linked to defaults and trading, leading to the deterioration
in the Class F over-collateralisation ratio. According to the
trustee report dated November 2025[1], the Class A/B, Class C,
Class D, Class E and Class F OC ratios are reported at 136.27%,
125.26%, 114.86%, 107.38% and 104.20% compared to November 2024[2]
levels of 138.39%, 127.20%, 116.64%, 109.04% and 105.82%,
respectively.
The affirmations on the ratings on the Class A, Class C, Class D
and Class E notes are primarily a result of the expected losses on
the notes remaining consistent with their current rating levels,
after taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation ratios.
In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements.
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In its base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR387,427,048
Defaulted Securities: EUR1,290,330
Diversity Score: 64
Weighted Average Rating Factor (WARF): 2988
Weighted Average Life (WAL): 4.59 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.56%
Weighted Average Coupon (WAC): 3.32%
Weighted Average Recovery Rate (WARR): 44.17%
Par haircut in OC tests and interest diversion test: 0.0%
The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Collateralized
Loan Obligations" published in October 2025.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, such as the account bank, using the
methodology "Structured Finance Counterparty Risks" published in
May 2025. Moody's concluded the ratings of the notes are not
constrained by these risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
Collateral administrator-reported defaulted assets and those
Moody's assumes have defaulted can result in volatility in the
deal's over-collateralisation levels. Further, the timing of
recoveries and the manager's decision whether to work out or sell
defaulted assets can also result in additional uncertainty.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
AESIR (EUROPEAN LOAN 41): S&P Gives Prelim. BB+ Rating on E Notes
-----------------------------------------------------------------
S&P Global Ratings has assigned its preliminary credit ratings to
Aesir (European Loan Conduit No. 41) DAC's class A, B, C, D, and E
notes. At closing, the issuer will also issue unrated class X1 and
X2 notes.
The transaction is backed by one senior loan, which Morgan Stanley
Bank, N.A. will advance at or prior to closing to the borrowers as
part of their refinancing of 20 logistics assets (19 in the U.K.
and one in Ireland).
The senior loan will consist of a GBP281.8 million loan comprising
facility A and facility B1 (together, the securitized loan), and
EUR19.0 million facility B2 held outside the transaction. The
issuer will purchase the securitized loan from the loan seller on
the closing date. Prior to closing, Morgan Stanley Bank, N.A. will
assign the securitized loan to Morgan Stanley Principal Funding,
Inc. (MSPFI), and MSPFI will assign the securitized loan to the
issuer on the closing date pursuant to the loan sale documents.
Morgan Stanley Bank, N.A. will remain lender under facility B2.
The senior loan has an initial term of three years with two
one-year extension options, subject to the satisfaction of certain
conditions being met. Payments due under the loan facilities
agreement will primarily fund the issuer's interest and principal
payments due under the notes.
Under EU, U.K., and U.S. risk retention requirements, the issuer
and the issuer lender (Morgan Stanley Bank, N.A.) will also enter
into a GBP15.0 million issuer loan agreement (representing 5% of
the securitized senior loan plus the issuer loan share of the
issuer reserve), which ranks pari passu to the notes. The issuer
lender will advance the issuer loan to the issuer on the closing
date. The issuer will apply the proceeds of this loan as partial
consideration for the purchase of the securitized loan from the
loan seller.
The appraiser--Savills--valued the U.K. assets in October 2025 at
GBP417.5 million and the Irish asset at EUR28.2 million, and the
current loan-to-value (LTV) ratio is 67.5%. The appraiser also
valued the U.K. assets at GBP437.6 million and the Irish asset at
EUR30.0 million, assuming a corporate sale. The senior loan does
not include amortization or default covenants. Instead, there are
cash trap mechanisms set at 72.5% LTV or if the debt yield is less
than 8.1%.
S&P said, "Our preliminary ratings address the issuer's ability to
meet timely interest payments and principal repayment no later than
the legal final maturity in January 2036. Our preliminary ratings
reflect our assessment of the underlying loan's credit, cash flow,
and legal characteristics, and an analysis of the transaction's
counterparty and operational risks."
Preliminary ratings
Prelim amount
Class Prelim rating* (mil. GBP)
A AAA (sf) 174.4§
X1 NR 0.1
X2 NR 0.1
B AA (sf) 24.9
C A (sf) 27.8
D BBB- (sf) 45.8
E BB+ (sf) 11.9
*S&P's ratings address timely payment of interest and payment of
principal not later than the legal final maturity.
§Includes amounts to fund the issuer liquidity reserve.
NR--Not rated.
ALKERMES PLC: S&P Affirms 'BB' Issuer Credit Rating, Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating and
stable outlook on Ireland-based biopharmaceutical company Alkermes
PLC.
S&P said, "At the same time, we assigned our 'BB' issue-level
rating and '3' recovery rating to the company's proposed term loans
due 2031. The '3' recovery rating indicates our expectation for
meaningful (50%-70%; rounded estimate: 65%) recovery in the event
of a payment default.
"The stable outlook reflects our expectation that while its
leverage will spike above 3x due to the acquisition of Avadel
Pharmaceuticals, the company will remain committed to using excess
cash flow to repay debt and leverage will decrease to under 3x by
2027 and remain below this threshold in the years to follow."
Alkermes PLC plans to issue a new $750 million term loan A and $775
million term loan B, using the proceeds and cash on hand to fund
its acquisition of Avadel Pharmaceuticals.
Although the transaction increases leverage, S&P expects it to
deleverage below our downgrade threshold of 3x by 2027.
S&P said, "The proposed transaction will increase Alkermes'
leverage in the near term; however, we anticipate it will decline
to below 3x by 2027. We expect its leverage will rise to about 3.8x
at transaction close and may remain elevated through 2026 due to
integration costs and potential margin compression following the
acquisition. Nevertheless, we believe Alkermes' strong cash flow
generation, supported by EBITDA contribution from Avadel, will
enable the company to return its leverage below our downgrade
threshold of 3x by year-end 2027.
"Additionally, Alkermes has demonstrated a commitment to
deleveraging by previously utilizing its excess cash flows to repay
all its rated debt, and we expect this to remain the company's
capital allocation priority in the coming years. With the
acquisition of Avadel and addition of LUMRYZ to Alkermes'
proprietary portfolio, along with the continuing internal
development of alixorexton, the company is likely to focus its
resources on integrating Avadel, bringing alixorexton to market,
and reducing leverage.
"Given these priorities, we do not expect Alkermes to pursue any
additional transactions in the near term. Consequently, we expect
the company to fully pay down the debt associated with this
issuance in advance of its maturity in 2031, demonstrating a
continued commitment to its conservative financial policy.
"The addition of LUMRYZ to Alkermes' portfolio will help offset
declining revenue from VIVITROL and the company's manufacturing and
royalty business. With the loss of exclusivity on VIVITROL,
Alkermes' highest grossing product, in 2027, and a manufacturing
and royalty portfolio that continues to decrease in size, we
forecast organic revenue declines through the expected launch of
alixorexton in 2028. As such, the addition of LUMRYZ, which is
expected to surpass annual sales of $350 million in 2026 and $450
million by 2028, will supplement the company's revenue growth
profile in the near term."
LUMRYZ (sodium oxybate) is the first and only U.S. Food and Drug
Administration (FDA)-approved, once-nightly oxybate treatment for
cataplexy or excessive daytime sleepiness. While other sodium
oxybate medications require patients to take a second dose in the
middle of the night, LUMRYZ's extended-release formulation allows
for uninterrupted sleep, providing it with a competitive
advantage.
Furthermore, the acquisition of LUMRYZ provides a strong foundation
for the future launch of alixorexton. With competitor Takeda
expected to enter the orexin market for narcolepsy type 1 (NT1)
ahead of Alkermes, likely in 2026, S&P believes early commercial
entry into the sleep medicine market through LUMRYZ and the
expected sales force synergies between the two companies will
accelerate the growth trajectory for alixorexton.
S&P said, "We expect Alkermes' margins will be pressured in 2026
due to higher research and development (R&D) costs and transaction
expenses related to the Avadel Pharmaceuticals acquisition.
Alixorexton for the treatment of NT1 and NT2 is expected to
initiate Phase 3 trials in early 2026, and Phase 2 data is expected
from idiopathic hypersomnia (IH) trials in late 2026. Though
alixorexton for the treatment of NT1 was recently granted
“Breakthrough Therapy” designation by the FDA, it's unclear how
that impact will materialize in terms of development timeline.
"Given the ongoing development, however, we expect an increased
rate of R&D expenses, about 23% of revenue, to persist through the
launch of the drug. This is elevated compared with close to 22%
expected in 2025 and just under 16% in 2024. Additionally, one-time
transaction and restructuring expenses related to the acquisition
and integration of Avadel will further pressure profitability, with
S&P Global Ratings-adjusted EBITDA margins expected to decline to
approximately 23% in 2026 and remain flat in 2027, after peaking at
over 35% in 2024. The increasing proportion of proprietary product
revenue relative to manufacturing and royalty revenue has
exacerbated this margin pressure, and we expect this trend to
continue as the portfolio transitions away from manufacturing and
royalties.
"The stable outlook reflects our expectation that while leverage
will spike above 3x due to the acquisition of Avadel
Pharmaceuticals, the company will remain committed to using excess
cash flow to repay debt and leverage will decrease to under 3x by
2027 and remain below this threshold in the years to follow."
S&P could lower its rating on Alkermes if S&P expects it to sustain
S&P Global Ratings-adjusted debt to EBITDA above 3x beyond 2027.
This could occur if the company:
-- Allocates excess cash flow to initiatives other than debt
paydown, such as share repurchases or additional acquisitions; or
-- Underperforms S&P's growth and profitability expectations; for
example, if the company faces unexpected integration challenges
with Avadel, LYBALVI does not grow as quickly as it anticipates, or
VIVITROL revenue declines faster than it expects.
Although unlikely within the next year or two due in large part to
its high product concentration, S&P could raise the rating on
Alkermes if the company significantly diversifies its portfolio
within and/or beyond the central nervous system therapeutic area.
CARLYLE EURO 2025-3: S&P Assigns B-(sf) Rating on Class E Notes
---------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Carlyle Euro CLO
2025-3 DAC's class A-1, A-2, B, C, D, and E notes. At closing, the
issuer also issued EUR34.00 million unrated subordinated notes.
Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payment.
This transaction has a two-year noncall period and the portfolio's
reinvestment period will end approximately five years after
closing.
The ratings reflect S&P's assessment of:
-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds 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 2,762.42
Default rate dispersion 472.19
Portfolio weighted-average life (years) 4.99
Weighted-average life extended to cover
the length of the reinvestment period (years) 5.00
Obligor diversity measure 125.45
Industry diversity measure 21.19
Regional diversity measure 1.40
Transaction key metrics
Total par amount (mil. EUR) 400.00
Defaulted assets (mil. EUR) 0.00
Number of performing obligors 137
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 0.00
'AAA' target portfolio weighted-average recovery (%) 35.52
Target weighted-average spread (net of floors, %) 3.63
Target weighted-average coupon (%) 3.65
Rating rationale
S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. The portfolio is well-diversified at closing, primarily
comprising broadly syndicated speculative-grade senior secured term
loans and senior secured bonds. Therefore, we conducted our credit
and cash flow analysis by applying our criteria for corporate cash
flow CDOs.
"In our cash flow analysis, we modelled the EUR400 million par
amount, the target weighted-average spread of 3.63%, the target
weighted-average coupon of 3.65%, 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.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our counterparty criteria.
"Following the application of our structured finance sovereign risk
criteria, we consider the transaction's exposure to country risk
limited at the assigned ratings, as the exposure to individual
sovereigns does not exceed the diversification thresholds outlined
in our criteria.
"Until the end of the reinvestment period on Jan. 20, 2031, 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, if the initial ratings are
maintained.
"The transaction's legal structure is bankruptcy remote, in line
with our legal criteria.
The operational risk associated with key transaction parties (such
as the collateral manager) that provide an essential service to the
issuer is in line with our operational risk criteria.
"Our credit and cash flow analysis indicates that the available
credit enhancement for the class A-2 to D notes could withstand
stresses commensurate with higher ratings than those we have
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we capped our assigned ratings on these notes. The
class A-1 notes can withstand stresses commensurate with the
assigned rating.
"The class E notes' current break-even default rate (BDR) cushion
is negative at the 'B-' rating level. Based on the portfolio's
actual characteristics and additional overlaying factors, including
our long-term corporate default rates and recent economic outlook,
we believe this class is able to sustain a steady-state scenario,
in accordance with our criteria."
S&P's analysis reflects several factors, including:
-- The class E notes' available credit enhancement is in the same
range as that of other CLOs S&P has rated and that has recently
been issued in Europe.
-- S&P's BDR at the 'B-' rating level is 25.40% versus a portfolio
default rate of 16.00% if it was to consider a long-term
sustainable default rate of 3.2% for a portfolio with a
weighted-average life of 5.00 years.
-- Whether the tranche is vulnerable to non-payment in the near
future.
-- If there is a one-in-two chance for this note to default.
-- If S&P envisions this tranche to default in the next 12-18
months.
S&P said, "Following this analysis, we consider that the available
credit enhancement for the class E notes is commensurate with a 'B-
(sf)' rating.
"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-1 to D 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 E 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 assets from being related
to certain industries. Accordingly, 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."
Carlyle Euro CLO 2025-3 DAC is a European cash flow CLO
securitization of a revolving pool, comprising euro-denominated
senior secured loans and bonds issued by speculative-grade
borrowers. Carlyle CLO Management Europe LLC manages the
transaction.
Ratings
Amount Credit
Class Rating* (mil. EUR) enhancement (%) Interest rate§
A-1 AAA (sf) 248.00 38.00 Three/six-month EURIBOR
plus 1.31%
A-2 AA (sf) 44.00 27.00 Three/six-month EURIBOR
plus 2.00%
B A (sf) 24.00 21.00 Three/six-month EURIBOR
plus 2.30%
C BBB- (sf) 28.00 14.00 Three/six-month EURIBOR
plus 3.00%
D BB- (sf) 18.00 9.50 Three/six-month EURIBOR
plus 5.55%
E B- (sf) 12.00 6.50 Three/six-month EURIBOR
plus 8.75%
Sub. Notes NR 34.00 N/A N/A
*S&P's ratings on the class A-1 and A-2 notes address timely
interest and ultimate principal payments. Its ratings on the class
B, C, D, and E notes address ultimate interest and principal
payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
Sub. notes--Subordinated notes.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
VENDOME FUNDING 2020-1: S&P Assigns B-(sf) Rating on Cl F-R Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Vendome Funding
CLO 2020-1 DAC's class X, A-R, B-R, C-R, D-R, E-R, and F-R notes.
At closing, the issuer had EUR37.20 million of unrated subordinated
notes outstanding from the existing transaction and also issued
EUR47.30 million of additional subordinated notes.
This transaction is a reset of the already existing transaction
that closed in July 2021.The issuance proceeds of the refinancing
notes were used to redeem the refinanced notes, and pay fees and
expenses incurred in connection with the reset. S&P has withdrawn
its ratings on the original notes.
Under the transaction documents, the rated notes will pay quarterly
interest, unless a frequency switch event occurs. Following such an
event, the notes would permanently switch to semiannual payments.
The portfolio's reinvestment period will end 4.5 years after
closing; while the noncall period will end 1.5 years after
closing.
The ratings assigned to the reset notes reflect S&P's assessment
of:
-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.
-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.
-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.
-- The transaction's legal structure, which is bankruptcy remote.
-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.
Portfolio benchmarks
S&P Global Ratings' weighted-average rating factor 2,764.89
Default rate dispersion 548.17
Weighted-average life (years) 4.43
Weighted-average life (years) extended
to cover the length of the reinvestment period 4.50
Obligor diversity measure 141.54
Industry diversity measure 21.86
Regional diversity measure 1.34
Transaction key metrics
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
Portfolio target par (mil. EUR) 400.01
'CCC' category rated assets (%) 2.60
Target 'AAA' weighted-average recovery (%) 35.55
Target weighted-average spread (%) 3.66
Target weighted-average coupon (%) 3.93
Rating rationale
The portfolio is well-diversified at closing, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, S&P has conducted its credit and
cash flow analysis by applying its criteria for corporate cash flow
CDOs.
S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, the actual weighted-average spread (3.66%), and
the actual weighted-average coupon (3.93%). We assumed the actual
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."
Until July 20, 2030, when the reinvestment period ends, the
collateral manager may substitute the assets in the portfolio, if
the CDO Monitor test is maintained or improved in relation to the
initial ratings on the notes. This test looks at the total amount
of losses that the transaction can sustain, as established by the
initial cash flows for each rating, and compares that with the
current portfolio's default potential, plus par losses to date. As
a result, until the end of the reinvestment period, the collateral
manager may, through trading, cause the transaction's credit risk
profile to deteriorate.
S&P said, "Under our structured finance sovereign risk criteria,
the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.
"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.
"Our credit and cash flow analysis indicates that the available
credit enhancement for class B-R to D-R notes could withstand
stresses commensurate with higher ratings than those assigned.
However, as the CLO is in its reinvestment period until July 20,
2030, during which the transaction's credit risk profile could
deteriorate, we have capped the assigned ratings.
"For the class F-R notes, our credit and cash flow analysis
indicate that the available credit enhancement could withstand
stresses commensurate with a lower rating. However, we have applied
our 'CCC' rating criteria, resulting in a 'B- (sf)' rating on this
class of notes." The ratings uplift for this class of notes
reflects several key factors, including:
-- Their 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 24.18% (for a portfolio with a weighted-average
life of 4.50 years), versus if we were to consider a long-term
sustainable default rate of 3.2% for 4.50 years, which would result
in a target default rate of 14.40%.
-- S&P does not believe that there is a one-in-two chance of this
tranche defaulting.
-- S&P does not envision this tranche defaulting in the next 12-18
months.
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.
"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 X
to F-R notes.
"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we also assessed the
sensitivity of our ratings on the class X to E-R notes, based on
four hypothetical scenarios.
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 assets from being related
to certain industries. Accordingly, 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
Balance Credit
Class Rating* (mil. EUR) enhancement (%) Interest rate§
X AAA (sf) 4.00 N/A Three/six-month EURIBOR
plus 1.00%
A-R AAA (sf) 242.00 39.50 Three/six-month EURIBOR
plus 1.32%
B-R AA (sf) 47.80 27.55 Three/six-month EURIBOR
plus 2.00%
C-R A (sf) 25.40 21.20 Three/six-month EURIBOR
plus 2.50%
D-R BBB- (sf) 27.80 14.25 Three/six-month EURIBOR
plus 3.50%
E-R BB- (sf) 19.00 9.50 Three/six-month EURIBOR
plus 6.20%
F-R B- (sf) 12.00 6.50 Three/six-month EURIBOR
plus 8.37%
Old sub notes NR 37.20 N/A N/A
New sub notes NR 47.30 N/A N/A
*S&P's ratings on the class X, A-R, and B-R notes address timely
interest and ultimate principal payments. Its ratings on the class
C-R, D-R, E-R, and F-R notes address ultimate interest and
principal repayments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
===================
L U X E M B O U R G
===================
AI MONET: Moody's Upgrades CFR to B2 & Alters Outlook to Stable
---------------------------------------------------------------
Moody's Ratings has upgraded AI Monet (Luxembourg) ParentCo
S.a.r.l's (Deutsche Fachpflege or the company) corporate family
rating to B2 from B3 and its probability of default rating to B2-PD
from B3-PD. Moody's have upgraded to B2 from B3 the instrument
ratings on the EUR90 million senior secured revolving credit
facility (RCF) and the EUR440 million senior secured term loan B.
The outlook has changed to stable from positive.
RATINGS RATIONALE
The upgrade reflects the company's improved credit profile,
supported by stronger operating performance and sustained progress
on key financial metrics, despite some metrics - such as adjusted
EBITA to interest expense and free cash flow generation—remaining
below expectations and guidance for a solid B2 positioning. For
2025, Moody's forecasts an adjusted gross debt to EBITDA ratio of
5.8x, adjusted EBITA to interest expense of 1.8x, and approximately
EUR30 million of positive free cash flow. Moody's projects that the
adjusted gross debt to EBITDA ratio will improve to 5.3x in 2026,
and the adjusted EBITA to interest expense ratio will reach 2.0x,
in line with expectations for a B2 rating. The upgrade is also
underpinned by sound market fundamentals, including steady
underlying growth in outpatient care demand and a supportive
regulatory framework that enables pass through of wage inflation to
reimbursement rates.
While audited 2025 audited results are pending, Moody's expects
solid revenue growth and EBITDA improvement. Year-to-date revenue
as of September 30, 2025, increased by 12%, while reported EBITDA
grew by 14.6%. Operational efficiencies, including streamlined rate
negotiations and enhanced invoicing processes, have contributed to
a meaningful improvement in receivables collection compared with
2024. As a result, the company generated a positive change in
working capital and positive free cash flow in 2025. Looking ahead,
Moody's expects a similar trend, with further improvements in
working capital dynamics supporting continued positive free cash
flow generation. At the same time, Moody's recognizes that working
capital movements may still experience some timing related swings,
particularly around the negotiation and implementation of
reimbursement adjustments with payors, even if not to the extent
seen in prior periods.
More generally, the B2 ratings reflect (1) its leading role in
Germany's (Aaa stable) outpatient care sector, particularly in
intensive care; (2) the stable regulatory environment that favors
outpatient services to alleviate hospital and in-clinic treatment
pressures; and (3) the company's good reputation for high-quality
care and effective patient referral management system, crucial for
expanding its patient base.
Conversely, the ratings are constrained by (1) the highly leveraged
financial profile, with a Moody's-adjusted debt to EBITDA ratio of
5.8x for the twelve-month period ending in September 2025; (2) the
concentration in Germany, making it vulnerable to potential
regulatory shifts; and (3) the risk of nursing staff shortage in
Germany that could challenge Deutsche Fachpflege's operational
efficiency, albeit mitigated by good reputation and staff retention
rates.
LIQUIDITY
Deutsche Fachpflege's liquidity is adequate. As of September 30,
2025, it had EUR3 million of cash and EUR83 million of undrawn
senior secured revolving credit facility (RCF) maturing in August
2030. In 2026, Moody's forecasts positive free cash flow generation
of EUR10-15 million. Its capital structure is composed of a senior
secured term loan B of EUR440 million maturing in March 2031. The
RCF includes a springing senior secured net leverage covenant set
at 8.5x, tested only when the facility is drawn above 40%.
STRUCTURAL CONSIDERATIONS
The B2 rating of the senior secured term loan B and the RCF, in
line with the corporate family rating (CFR), reflects the pari
passu ranking in the capital structure and the upstream guarantees
from material subsidiaries of the company. The B2-PD probability of
default rating, in line with the CFR, reflects Moody's assumptions
of a 50% family recovery rate, typical for bank debt structures
with a limited or loose set of financial covenants. The security
package includes shares of material subsidiaries, certain material
bank accounts, and certain material intercompany loans and
guarantor packages that represent material subsidiaries
(contributing 5% or more of consolidated EBITDA) and an 80%
guarantor coverage test (obligors representing at least 80% of
consolidated EBITDA).
As of September 30, 2025, AI Monet (Luxembourg) ParentCo S.a.r.l
had issued preferred equity certificates with an outstanding
balance of EUR152 million, inclusive of capitalized interest, all
of which are held by AI Monet (Luxembourg) Midco B S.à r.l.
While the preferred equity certificates themselves sit outside the
restricted group, they are reflected within the restricted group as
a deeply subordinated shareholder loan, which meets Moody's
criteria for 100% equity treatment.
RATING OUTLOOK
The stable outlook reflects Moody's expectations that Deutsche
Fachpflege's adjusted credit metrics will be largely within the
rating guidance in the next 12-18 months. It also incorporates
Moody's expectations that working capital movements, while still
subject to some intra-year related swings, will not exhibit the
large negative volatility seen in past periods linked to
reimbursement delays. It also assumes that the company will refrain
from significant debt-financed acquisitions or large shareholder
payouts.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The rating could be upgraded if Moody's-adjusted debt to EBITDA
ratio declines below 5x; Moody's-adjusted free cash flow to debt
ratio remains solidly above 5%; and Moody's-adjusted EBITA to
interest expense ratio increases above 2.5x - all on a sustained
basis. For an upgrade, Moody's would also expect evidence of
sustainably improved working-capital dynamics and the maintenance
of a healthy liquidity profile.
Conversely, the rating could be downgraded if the company's
operating performance deteriorates, leading to a Moody's-adjusted
debt to EBITDA ratio remaining above 6x; Moody's-adjusted free cash
flow deteriorating toward low single digit level; Moody's-adjusted
EBITA ratio to interest expense declines towards 1.5x - all on a
sustained basis - or if liquidity were to weaken. A negative rating
action could also occur if the company were to engage in
significant debt financed acquisitions or large shareholder
distributions that materially weaken the company's credit metrics
or financial flexibility.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Deutsche Fachpflege is a leader in Germany's outpatient intensive
care sector, specializing in intensive care services. With a broad
network of 200 sites, it serves over 8,700 clients nationwide. The
company has been owned by Advent International since 2018.
===========================
U N I T E D K I N G D O M
===========================
JIMMY'S RESTAURANT: Sanderlings Appointed as Administrators
-----------------------------------------------------------
Jimmy's Restaurant and Bar Mediterranean Limited was placed into
administration in the High Court of Justice, Birmingham Business
and Property Courts, under Court Number CR-2026-BHM-000017. Sandra
Fender of Sanderlings LLP was appointed as administrator on January
14, 2026.
The company trades as Regina's Bar & Restaurant and Noel's Bar and
Restaurant and operates licensed restaurants.
The company's registered office is at 22 Waterfront Walk,
Birmingham, B1 1SN.
The company's principal trading address is at 11 Newhall Street,
Birmingham, B3 3NY and 22 Waterfront Walk, Birmingham, B1 1SN.
The administrator can be reached at:
Sandra Fender
Sanderlings LLP
Sanderlings, Becketts Farm
Alcester Road
Birmingham B47 6AJ
For further details, contact:
Oliver Fender
Email: info@sanderlings.co.uk
Tel: 01564 700 052
PHARMANOVIA BIDCO: S&P Lowers ICR to 'CCC+', On Watch Negative
--------------------------------------------------------------
S&P Global Ratings lowered its ratings on Pharmanovia Bidco Ltd.
and its senior term loan to 'CCC+' from 'B-'. S&P also placed the
ratings on CreditWatch with negative implications.
The CreditWatch placement reflects the high degree of uncertainty
regarding Pharmanovia's capital structure. This includes the
uncertainty around the likely use of proceeds from the disposal,
which S&P understands could be used to buy back debt at below par,
and the group's liquidity position.
Pharmanovia Bidco Ltd., a specialty pharmaceutical company,
recently announced it had disposed the majority of the bone health
business in mainland China, Hong Kong, Taiwan, and Macao, which was
completed in December 2025.
S&P said, "In our view, applying immediate proceeds to reduce debt
is unlikely to fully offset the EBITDA loss from the business'
disposal, therefore likely to dilute the leverage position. Given
the elevated adjusted leverage position, with S&P Global
Ratings-adjusted debt to EBITDA forecast at substantially above 10x
in fiscal 2026 (year ending March 31), we currently view the
capital structure as unsustainable in the long term.
"In our view, the capital structure might be unsustainable in the
long term following the disposal of the business in China.
Pharmanovia announced the disposal of majority of the bone health
business in mainland China, Hong Kong, Taiwan, and Macao, which was
completed in December 2025. We understand that some of the
immediate proceeds will likely be applied to reduce the EUR980
million senior term loan outstanding maturing in February 2030.
Given the Chinese business' operating deterioration before the
disposal, we think applying the proceeds to debt reduction would
likely not materially offset the EBITDA contribution from the
business in our previous base-case scenario. At the same time,
group-adjusted EBITDA has contracted, not least because of the
ongoing realignment of selling into and out of the distribution
channels, which further elevates leverage. We anticipate this will
be largely completed by fiscal year-end 2026. While Pharmanovia is
ramping up the specialty product pipeline, with recent launches
such as Korjuny in Germany, we think the extent of recovery will be
gradual and more in the medium term rather than immediate.
Therefore, we think that for now, any debt reduction would dilute
the already-elevated leverage position, with S&P Global
Ratings-adjusted debt to EBITDA forecast to substantially above 10x
in fiscal 2026.
"The CreditWatch placement reflects our view that there is a high
degree of uncertainty regarding the application of disposal
proceeds, which we think could involve the buyback of debt at
below-par levels. We would likely view this as distressed as any
transaction that results in investors receiving less value than
originally promised might be considered tantamount to a default
under our criteria.
"Pharmanovia's liquidity position has tightened significantly such
that we now assess the liquidity position as less than adequate. At
second-quarter end (Sept. 30, 2025), the group had EUR19 million of
cash on the balance sheet and EUR97 million drawing under the
EUR203 million revolving credit facility (RCF) maturing August
2029. We forecast current sources will likely be under 1.2x uses
over the next 12 months, given our forecast of negative operating
cash flow. In addition, the company's RCF has a springing covenant
at 40% drawing, which we believe might constrain the company's
liquidity position over the next 12 months based on uncertainty
around free operating cash flow.
"The CreditWatch negative placement reflects the high degree of
uncertainty regarding Pharmanovia's capital structure. We expect to
resolve the CreditWatch once we have more clarity on the use of
proceeds from the disposal and the group's ongoing liquidity
position. We would likely lower the rating on Pharmanovia to 'SD'
(selective default) if we deem any debt repurchase transaction as
tantamount of a default, according to our criteria. If the group
uses proceeds that under our criteria, we do not deem distressed or
falling short of the original promise, we will likely affirm the
'CCC+' rating on Pharmanovia."
PLATFORM BIDCO: Moody's Affirms 'B3' CFR, Outlook Remains Stable
----------------------------------------------------------------
Moody's Ratings has affirmed the B3 long-term corporate family
rating and the B3-PD probability of default rating of PLATFORM
BIDCO LIMITED (Valeo Foods, Platform Bidco, or the company), the
parent company of Valeo Foods, a producer and distributor of
branded and non-branded ambient food products across Europe & North
America.
Concurrently, Moody's have assigned B3 ratings to the amended and
extended EUR1.6 billion equivalent senior secured first-lien term
loans B (TLB) due 2031 borrowed by Platform Bidco. At the same
time, Moody's have downgraded the existing EUR1.6 billion
equivalent senior secured first-lien term loans B maturing in 2028
and the EUR180 million senior secured multi-currency revolving
credit facility (RCF) maturing in 2028 to B3 from B2. Upon close of
the transaction, the ratings on the existing EUR1.6 billion
equivalent senior secured first lien term loan B due in 2028, will
be withdrawn, as these instruments will be no longer outstanding.
The outlook remains stable.
"The rating action follows the company's amend and extend
transaction of its credit facilities, which while neutral on the
group's debt quantum will allow to extend the maturity of its debt
from 2028 to 2031, allowing management to focus on executing its
strategy", says Valentino Balletta, a Moody's Ratings AVP-Analyst
and lead analyst for Valeo Foods.
Valeo Foods's CFR affirmation reflects the company's ongoing slight
improvement in performance, although at the weak end of Moody's
expectations, and the prospect for improving free cash flow (FCF)
generation and further deleveraging over the next 12 to 18 months.
However, the downgrade of the senior secured ratings reflect the
reduction in the junior part of the capital structure with a
maturity in 2030, which previously allowed for a rating uplift of
the senior debt rating compared to the CFR. The reduction in the
loss absorption protection offered by the senior unsecured debt,
i.e., the junior debt, results in an alignment between the CFR and
the senior secured rating.
RATINGS RATIONALE
--- RATIONALE FOR B3 CFR AFFIRMATION --
The affirmation of the corporate family rating at B3 reflects Valeo
Foods' slight improvement in operating performance, although it
remains at the lower end of expectations. Despite volatility in
input costs like cocoa, eggs, and dairy, and delayed pricing
adjustments in Southern and Western Europe, the company achieved
year-on-year growth in both top line and EBITDA by 4% over the last
twelve months.
As of December 2025, company's adjusted EBITDA increased to EUR240
million from EUR231 million on a last twelve-month basis, driven by
strategic initiatives focused on productivity improvements and M&A
synergies. Despite declines in the UK and Ireland, where Ireland
struggled with challenging trading conditions and loss of brand
partners, and the UK saw volume drops due to aggressive competitor
promotions in confectionery, these challenges were offset by strong
performance in North America and key brands in Central and Eastern
Europe, as well as in other categories, such as snacking and
naturally sweet in the UK.
Valeo Foods' leverage remains high, with Moody's-adjusted gross
debt-to-EBITDA expected to be just over 9.0x in fiscal 2026, which
positions the company weakly in the rating category. However,
Moody's anticipates gross leverage will decrease towards 8.0x in
fiscal 2027, with Moody's-adjusted EBITA interest coverage at about
1.3x. The high leverage is partially mitigated by the company's
adequate liquidity and the expectation that free cash flow will
turn positive in the next fiscal year. Additionally, an extended
maturity profile supports the rating and allows management to
concentrate on executing its strategy.
The B3 CFR continues to be supported by Valeo Foods' leading
position in the Irish ambient grocery market and the UK honey and
hand-cooked potato crisps in the UK; its pan-European presence; its
portfolio of well-recognised brands across different categories and
that of products diversified between brand and private label, which
mitigates the potential volatility in demand.
--- RATIONALE FOR DOWNGRADE OF SENIOR SECURED DEBT TO B3 FROM B2
The downgrade of the senior secured debt rating to B3 from B2
reflects the further repayment of junior debt, including the EUR40
million repayment of the second lien in December 2025, resulting in
a weakened position for senior debtholders within the capital
structure due to the lower loss absorption protection offered by
the shrinking junior debt. As highlighted last year, the
continuation of additional switches from junior to senior debt or
failure to strongly improve the company's credit quality could have
led to the senior debt losing the rating uplift compared to the
CFR.
LIQUIDITY
Pro forma for the amend and extend transaction, Valeo Foods has
adequate liquidity, supported by around EUR160 million cash on
balance sheet at closing and a EUR180 million committed senior
secured multi-currency revolving credit facility due in March 2028,
which is likely to remain undrawn over the next 12-18 months. The
company's available liquidity includes about EUR50 million in
committed asset-based lending facilities, which are currently
undrawn. These facilities can be used to manage the business'
seasonality and are set to mature in 2028.
Moody's projects Moody's-adjusted free cash flow to be slightly
negative by around EUR10 million in fiscal 2026, primarily due to
increased investment in project-based capital expenditures to
support growth and enhance organizational capabilities. In fiscal
2027, Moody's anticipates FCF will turn positive, reaching
approximately EUR15 million, driven by improved earnings, synergies
from acquisitions, and reduced capital spending on projects. These
liquidity sources are expected to cover deferred payments for
acquired businesses, with any excess cash potentially being used
for accretive bolt-on acquisitions or for partial debt reduction.
The company also has access to a EUR180 million receivables
factoring program, of which around EUR154 million was used as of
December 2025.
The RCF contains one financial covenant, tested only when the RCF
is drawn by more than 40%, with a maximum net senior secured
leverage covenant of 10.0x, against the current 5.3x. Moody's
expects the capacity to remain more than 40%.
STRUCTURAL CONSIDERATIONS
Valeo Foods' B3-PD probability of default rating is in line with
its CFR and reflects the use of a 50% family recovery rate,
consistent with an all-loan debt structure with a springing
covenant. The B3 ratings of the term loans and the RCF reflect the
first-lien nature of these facilities with no structural
subordination because of the guarantee structure and the fact that
these instruments represent most of the debt of the group.
All facilities benefit from the same guarantee and security
packages, although with a different priority of claim. The security
package includes a floating charge on the assets of the UK and
Irish subsidiaries, and facilities are guaranteed by subsidiaries
accounting for at least 80% of the group's EBITDA.
RATIONALE FOR STABLE OUTLOOK
Valeo Foods remains weakly positioned in the B3 rating category,
and there is limited capacity for any deviation in operating
performance or any large debt-financed acquisition compared with
Moody's expectations.
The stable outlook reflects Moody's expectations that earnings and
credit metrics will continue to improve, supported by both cost and
commercial synergies, and that the company will maintain at least
adequate liquidity over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Positive rating pressure could materialize over time if Valeo Foods
demonstrates consistent profit growth, leading to a reduction in
leverage well below 7.0x on a sustained basis; and the company has
the ability to significantly improve and maintain positive FCF and
good liquidity.
Negative rating pressure could develop if Valeo Foods fails to
continue to increase its earnings and reduce its Moody's-adjusted
gross debt/EBITDA towards 8.0x on a sustained basis; its FCF turns
negative for a prolonged period of time, resulting in a weakening
in its liquidity, including a potential reduction in headroom under
financial covenants; its Moody's-adjusted EBITA interest coverage
ratio falls below 1.0x; or it pursues an aggressive financial
policy or a large debt-funded acquisition before its credit metrics
recover.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Consumer
Packaged Goods published in June 2022.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Valeo Foods is a leading producer and distributor of branded and
non-branded ambient food products. The group operates primarily in
Ireland, the UK, Italy, Slovakia, the Czech Republic, North America
and Germany, and owns well-recognized local brands, including
Jacob's, Rowse, Batchelors, Odlums, Kettle Chips, Chef, Balconi,
Barratt, and Horalky, which hold leading market shares within their
respective product categories. In the last twelve months as of
December 2025, the company reported net revenue of around EUR1.8
billion and company-adjusted EBITDA of around EUR240 million. Valeo
Foods has been owned by Bain Capital since 2021.
THOMAS STOREY: KBL Advisory Appointed as Administrators
-------------------------------------------------------
Thomas Storey Fabrication Limited was placed into administration in
the High Court of Justice, Business and Property Courts in
Manchester, Insolvency & Companies List (ChD), under Court Number
CR-2026-000053. Richard Cole and Steve Kenny of KBL Advisory Ltd
were appointed as joint administrators on January 14, 2026.
The company specialized in the manufacture of metal structures and
parts of structures and was previously known as Heywood
Distribution Ltd.
The company's registered office and principal trading address is at
Thomas Storey Fabrications Limited, Stainburn Road, Openshaw,
Manchester, M11 2EB
The joint administrators can be reached at:
Richard Cole
Steve Kenny
KBL Advisory Ltd
Stamford House
Northenden Road
Sale, Cheshire M33 2DH
For further details, contact:
Numaan Yousaf
Email: Numaan.yousaf@kbl-advisory.com
Tel No: 0161 637 8100
WAGAMAMA (HOLDINGS): Moody's Alters Outlook on B2 CFR to Negative
-----------------------------------------------------------------
Moody's Ratings has affirmed the B2 long-term corporate family
rating and B2-PD probability of default rating of Wagamama
(Holdings) Limited (Wagamama or the company). Moody's have also
affirmed the B2 rating of the GBP330 million backed senior secured
notes due in 2030 issued by the company's subsidiary, Waga Bondco
Limited. The outlook for both entities has been changed to negative
from stable.
The rating action reflects:
-- Weaker-than-expected operating performance in 2025, driven
by difficult demand conditions and material cost increases;
and
-- Moody's expectations that operating conditions for UK casual
dining operators will remain difficult, limiting prospects
for a swift recovery.
RATINGS RATIONALE
Wagamama's divisional EBITDA for the year-to-date to September 2025
was GBP47 million, well below prior expectations, reflecting weak
demand, rising costs and the impact of investment in value-led
initiatives, which weighed on spend per head. Like-for-like sales
declined by 1.1%, in line with sector weakness, as subdued consumer
sentiment and competitive pressures weighed on performance,
although the third quarter showed a slight improvement compared
with the first half. Labour costs also increased materially
following changes to National Insurance and the National Living
Wage, further pressuring margins. As a result, Moody's-adjusted
debt/EBITDA stood at 6.6x and EBIT/interest expense at 1.2x for the
last 12 months (LTM) to September 2025.
Moody's expects operating conditions for UK casual dining operators
to remain challenging, limiting prospects for a swift recovery.
Structural headwinds, including discounting pressure and
competition from quick-service restaurants, persist. Wagamama's
promotional and menu initiatives should support like-for-like sales
growth in 2026, while cost-saving measures of GBP8 million are
expected to benefit earnings from the second half of 2026. However,
visibility on the pace of recovery remains limited.
Moody's currently forecast a gradual improvement in credit metrics,
with debt/EBITDA at 5.9x and EBIT/interest expense at 1.3x in
fiscal 2026, although these remain outside of Moody's guidance for
the B2 rating. Downside risks persist if price increases harm
volumes or if Wagamama fails to fully capture the benefit of its
value initiatives.
ENVIRONMENTAL, SOCIAL, AND GOVERNANCE CONSIDERATIONS
Governance considerations are relevant to Wagamama's credit
quality. The company, ultimately owned and controlled by the
private equity firm Apollo Global Management, Inc. (Apollo), has a
concentrated ownership and high leverage. However, Moody's
currently do not anticipate shareholder distributions.
LIQUIDITY
Moody's considers Wagamama's liquidity to be adequate. As of
September 2025, the company held GBP20 million in cash and had full
availability under its GBP55 million revolving credit facility
(RCF), which matures in 2030. Moody's anticipates that Wagamama
will continue to rely on its RCF for seasonal working capital
movements. Liquidity will remain supported by positive, albeit
modest, free cash flow generation over the next 12-18 months and
the absence of debt maturities until 2030.
The RCF is subject to a springing senior secured net leverage
covenant of 8.3x, tested only when utilisation exceeds 40%. Moody's
expects the company to maintain significant headroom under this
covenant.
STRUCTURAL CONSIDERATIONS
Wagamama's capital structure consists of GBP330 million backed
senior secured notes issued by Waga Bondco Limited and a GBP55
million backed super senior RCF. The RCF has a priority right of
repayment in the event of a default, but given its relatively
modest size, it does not result in notching for the senior secured
notes.
The B2-PD PDR is at the same level as the CFR, reflecting the use
of a standard 50% recovery rate, as is customary for capital
structures with at least two levels of seniority among the tranches
of funded debt.
The backed senior secured notes and super senior RCF benefit from
guarantees from Wagamama (Holdings) Limited and the group's
restricted subsidiary Wagamama Limited and are secured by
intercompany receivables, bank accounts and share pledges.
RATIONALE FOR THE NEGATIVE OUTLOOK
The negative outlook reflects the risk that credit metrics will
remain outside of the guidance indicated for the B2 rating for an
extended period of time. This is primarily due to Moody's
expectations that Wagamama's EBITDA growth will remain subdued due
to the highly competitive environment for casual dining operators
and persistently weak consumer sentiment.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if: Moody's-adjusted debt/EBITDA
sustainably declines below 4.5x; Moody's-adjusted EBIT/interest
expense rises above 2.0x; free cash flow significantly improves
while liquidity remains good; and there is a commitment to a
conservative financial policy.
The ratings could be downgraded if: operating performance fails to
improve as a consequence of volume declines or further cost
increases; Moody's-adjusted debt/EBITDA remains above 5.5x;
Moody's-adjusted EBIT/interest expense remains below 1.5x on a
sustained basis; or liquidity weakens, with prolonged weak or
negative free cash flow. A more aggressive financial policy, such
as embarking on significant debt-funded growth or shareholder
distributions, could also result in downward pressure on the
ratings.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Restaurants
published in September 2025.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
CORPORATE PROFILE
Wagamama, headquartered in the UK, is the largest pan-Asian
operator in the UK branded restaurant industry. The company's menu
features a wide variety of noodle and rice dishes, as well as
salads, side dishes, hot drinks, wine, sake and Asian beers. The
company operates 165 sites in the UK, along with 52 international
restaurants under a franchise model and seven sites in the US.
Wagamama is part of The Restaurant Group Limited (TRG), which has
been owned by Apollo since December 2023.
The company generated revenue of GBP490 million in the LTM to
September 2025, with company-adjusted EBITDA (pre-IFRS 16) of GBP67
million.
ZENITH PEOPLE: Leonard Curtis Appointed as Administrators
---------------------------------------------------------
Zenith People Limited was placed into administration in the High
Court of Justice, Business and Property Courts in
Newcastle-upon-Tyne, Insolvency & Companies List (ChD), under Court
Number CR-2026-NCL-000002, and Iain Nairn and Sean Williams of
Leonard Curtis were appointed as joint administrators on January 8
2026.
Zenith People engaged in temporary employment agency activities.
The Company's registered office and principal trading address is at
8 Merchant Court, Monkton Business Park South, Hebburn, Tyne And
Wear, NE31 2EX (to be changed to Unit 13, Kingsway House, Kingsway,
Team Valley Trading Estate, Gateshead, NE11 0HW).
The joint administrators can be reached at:
Iain Nairn
Sean Williams
Leonard Curtis
Unit 13, Kingsway House
Kingsway, Team Valley Trading Estate
Gateshead NE11 0HW
For further details, contact:
The Joint Administrators
Alternative contact: Timothy Kendrick
Email: recovery@leonardcurtis.co.uk
Tel: 0191 933 1560
===============
X X X X X X X X
===============
[] BOOK REVIEW: PANIC ON WALL STREET
------------------------------------
Author: Robert Sobel
Publisher: Beard Books
Softcover: 469 Pages
List Price: $34.95
Review by: Gail Owens Hoelscher
http://www.beardbooks.com/beardbooks/panic_on_wall_street.html
"Mere anarchy is loosed upon the world, the blood-dimmed tide is
loosed, and everywhere the ceremony of innocence is drowned; the
best lack all conviction, while the worst are full of passionate
intensity."
What a terrific quote to find at the beginning of a book on a
financial catastrophe! First published in 1968. Panic on Wall
Street covers 12 of the most painful episodes in American financial
history between 1768 and 1962. Author Robert Sobel chose these
particular cases, among a dozen or so others, to demonstrate the
complexity and array of settings that have led to financial panics,
and to show that we can only make; the vaguest generalizations"
about financial panic as a phenomenon. In his view, these 12 all
had a great impact on Americans of the time, "they were dramatic,
and drama is present in most important events in history." They had
been neglected by other financial historians. They are:
William Duer Panic, 1792
Crisis of Jacksonian Fiannces, 1837
Western Blizzard, 1857
Post-Civil War Panic, 1865-69
Crisis of the Gilded Age, 1873
Grant's Last Panic, 1884
Grover Cleveland and the Ordeal of 183-95
Northern Pacific Corner, 1901
The Knickerbocker Trust Panic, 1907
Europe Goes to War, 1914
Great Crash, 1929
Kennedy Slide, 1962
Sobel tells us there is no universally accepted definition if
financial panic. He quotes William Graham Sumner, who died long
before the Great Crash of 1929, describing a panic as "a wave of
emotion, apprehension, alarm. It is more or less irrational. It is
superinduced upon a crisis, which is real and inevitable, but it
exaggerates, conjures up possibilities, take away courage and
energy."
Sobel could find no "law of panics" which might allow us to predict
them, but notes their common characteristics. Most occur during
periods of optimism ("irrational exuberance?"). Most arise as
"moments of truth," after periods of self-deception, when players
not only suddenly recognize the magnitude of their problems, but
are also stunned at their inability to solve them. He also notes
that strong financial leaders may prove a mitigating factor, citing
Vanderbilt and J.P. Morgan.
Sobel concludes by saying that although financial panics have
proven as devastating in some ways as war, and while much research
has been carried out on war and its causes, little research has
been done on financial panics. Panics on Wall Street stands as a
solid foundation for later research on the topic.
*********
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 2026. 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 * * *