260306.mbx

260306.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, March 6, 2026, Vol. 27, No. 47 Headlines C Y P R U S MHP SE: S&P Upgrades ICR to 'CCC+' on Completed Debt Refinancing G E R M A N Y ADLER PELZER: Fitch Puts 'B-' LongTerm IDR on Watch Negative CHEPLAPHARM ARZNEIMITTEL: Fitch Affirms 'B' IDR, Outlook Stable TUI AG: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable I R E L A N D BECKETT MORTGAGES 2026-1: S&P Assigns B-(sf) Rating on F Notes CAPITAL FOUR VII: Fitch Assigns B-sf Final Rating on Cl. F-R Notes CVC CORDATUS XVI: S&P Assigns B-(sf) Rating on Class F-R Notes CVC CORDATUS XXXI: S&P Affirms B-(sf) Rating on Class F-R Notes PROVIDUS CLO VII: S&P Affirms B-(sf) Rating on Class F-R Notes L U X E M B O U R G KLEOPATRA HOLDINGS 1: S&P Assigns 'CCC+' LT ICR, Outlook Stable [] Fitch Affirms Ratings on 3 Natural Resources Investment Cos. M O N T E N E G R O MONTENEGRO: S&P Affirms 'B+/B' Sovereign Credit Ratings S P A I N BBVA CONSUMER 2026-1: Fitch Rates Class E Debt 'BB-sf' S W E D E N QUIMPER AB: Fitch Affirms 'B+' IDR, Outlook Negative T U R K E Y TAV HAVALIMANLARI: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable U N I T E D K I N G D O M AUXEY BIDCO: S&P Affirms 'B' ICR & Alters Outlook to Negative EUROVIEW ARCHITECTURAL: BTG Begbies Named as Joint Administrators GLOBAL COUNSEL: Interpath Advisory Named as Joint Administrators HUTHWAITE SOLAR FARM: Kroll Advisory Appointed as Administrators MAJESTIC WINDOWS: RSM UK Restructuring Named as Administrators VELOCITY 2026-1: S&P Assigns Prelim. B+(sf) Rating on X-Dfrd Notes WELL WOMEN: Opus Restructuring Appointed as Joint Administrators X X X X X X X X [] BOOK REVIEW: The Titans of Takeover [] Fitch Affirms Ratings on Four Utility-Like Companies - - - - - =========== C Y P R U S =========== MHP SE: S&P Upgrades ICR to 'CCC+' on Completed Debt Refinancing ---------------------------------------------------------------- S&P Global Ratings upgraded to 'CCC+ from 'CCC' its long-term issuer credit rating on European poultry producer MHP (top holding company MHP SE) and its issue rating on the $350 million senior notes due Sept 2029. Ratings were removed from CreditWatch Positive, where they were placed on Jan. 15, 2026. At the same time, S&P affirmed its final 'CCC+' issue rating to the new $550 million senior notes due July 2029. The stable outlook reflects our expectation that MHP should have stable operating performance and credit metrics over the next 12 months, with adjusted debt leverage of about 3.7x and EBITDA interest coverage of about 3.3x. On Feb. 18, 2026, MHP SE completed the refinancing of its $550 million senior notes due April 2026 with the issuance of new $550 million long-term senior notes. S&P assesses this transaction as credit positive because it addresses significant short-term refinancing risks. MHP continues to perform well operationally, with cash flow and credit metrics remaining in line with our base case for 2025. S&P said, "For 2026, we expect adjusted EBITDA of $600 million, notably thanks to the full earnings contribution from acquired Spanish poultry producer UVESA. We project that MHP will generate slight positive free operating cash flow (FOCF) and maintain stable credit metrics, with adjusted debt to EBITDA of about 3.7x and EBITDA interest coverage of about 3.3x." Nevertheless, S&P continues to believe that, without a positive development in Ukraine's security, economic, and logistical environment, long-term refinancing risks remain high for the group. The completed bond refinancing has improved MHP's liquidity position for the next 12 months. The issuance of $550 million of new senior notes and the subsequent repayment in full and on time of the $550 million senior notes due April 2026 means short-term refinancing risks have decreased significantly. As of Sept. 30, 2025, MHP had $371 million in bank debt that was due within one year, but most of the bank lines are generally rolled over as they serve to fund working capital needs and capital expenditure (capex) projects. S&P said, "We believe MHP will retain the support of its current lenders, as it continues to service its debt in full and on time and remains in compliance with all its financial covenants. We expect MHP's cash management will continue to be hampered by regulatory constraints, notably because the National Bank of Ukraine (NBU) continues to require Ukrainian exporters to repatriate cash held outside Ukraine within 180 days of a commercial transaction for meat exports and within 120 days for grain exports. "We continue to expect MHP will maintain steady operating and financial performance in 2026. For the 12 months to Sept. 30, 2025, MHP generated adjusted EBITDA of $547 million with $46 million in positive FOCF, while EBITDA interest coverage amounted to 3.1x and adjusted debt leverage to 4.4x. The latter peaked because of the debt-funded acquisition of UVESA, which closed in July 2025. For 2026 we forecast MHP will generate adjusted EBITDA of about $600 million (including both MHP on a standalone basis and the full contribution of UVESA) with positive FOCF of about $45 million. We expect credit metrics will improve versus Sept. 30, 2025, with EBITDA interest coverage of about 3.3x and adjusted debt leverage of about 3.7x in 2026-2027. Overall, we foresee increasing EBITDA generation from the poultry operations in Ukraine and elsewhere in Europe, offset by lower earnings from the agriculture business. "In our view, the group will face significant long-term refinancing risks due to the difficult operating environment in Ukraine. The refinancing has addressed short-term maturities, but MHP will nevertheless face a spike in debt maturities in 2029, when 45% of its total gross debt, including $900 million of senior notes, will be due. We believe the highly volatile operating environment due to the ongoing Russia-Ukraine war will continue to limit business visibility in Ukraine (where MHP generates over 70% of its EBITDA) and, consequently, the conditions for a sustained increase in FOCF and better self-funding of its operations. "The stable outlook reflects our expectation of stable operating performance and credit metrics over the next 12 months with adjusted debt leverage of about 3.7x and EBITDA interest coverage of about 3.3x. MHP should be able to generate sufficient cash flows to service its debt obligations and meet its financial covenants in 2026 thanks to its Ukrainian and wider European operations, limited short-term refinancing risks, and the support of its banks to fund its working capital and capex needs. "We could lower the ratings if MHP's business operations are heavily disrupted due to the war in Ukraine, together with cash repatriation restrictions by the NBU, leading to MHP's liquidity position deteriorating sharply over the next 12 months. "We could raise our rating on MHP if the operating environment in Ukraine improves materially thanks to a better security and economic outlook and a relaxation of NBU rules for exporters. We would also take a positive view of the group materially increasing the share of cash flow generated from its European operations, increasing FOCF at group level above our base-case on a sustained basis, and proactively managing the 2029 spike in its debt maturity profile." ============= G E R M A N Y ============= ADLER PELZER: Fitch Puts 'B-' LongTerm IDR on Watch Negative ------------------------------------------------------------ Fitch Ratings has placed Adler Pelzer Holding GmbH's (APG) 'B-' Long-Term Issuer Default Rating (IDR) on Rating Watch Negative (RWN). Fitch has also placed the existing senior secured notes on RWN. The RWN reflects heightened refinancing risk as the issuer's revolving credit facility (RCF), bond and term loan B (TLB) approach maturity. In 2025, APG stated it was considering refinancing options, but no transaction has been launched to date. Drawings under its EUR55 million RCF declined to EUR22 million at end-2025 (from fully drawn in September 2025). Although there have been no new drawings in 2026, APG continues to rely on this facility (maturing in November 2026) to fund intra-year cash shortfalls. The RCF renewal is tied to the refinancing of APG's EUR400 million bond and EUR68 million TLB maturing in April 2027. The company is currently facing a refinancing wall, with the bulk of the debt due within the next 14 months. Fitch expects to resolve the RWN, by either affirming or downgrading the ratings, once the transaction is completed or, in the absence of a successful refinancing, by end-May 2026. An unsuccessful execution and weakening liquidity are likely to result in a downgrade of the ratings. Key Rating Drivers Heightened Refinancing Risk: APG faces increasing refinancing risk, with its RCF maturing in November 2026 and both its bond and TLB due in April 2027. The risk is amplified by the scale of the refinancing, as the RCF, bond and TLB comprise the bulk of the company's financial debt. APG has been considering refinancing as early as 2H25, but plans have not materialised to date. APG repaid part of its RCF drawings at end-2025, but it continues to rely on the facility to fund net working capital swings and seasonal liquidity shortfalls. Fitch believes liquidity could come under pressure in the absence of an orderly refinancing. High, but Declining, Leverage: Fitch estimates EBITDA gross leverage of about 3.8x at end-2025, down from 4.5x at end-2024, reflecting higher EBITDA, above the prior forecast. In the medium term, Fitch expects the company's EBITDA gross leverage to improve below 3.5x. However, beside an orderly executed refinancing, deleverage prospects are subject to an increase in EBITDA, which, in turn, is dependent on new projects and expected volumes materialisation. Fitch does not expect any significant debt repayment in its forecasts as cumulative 2026-2029 free cash flow (FCF) generation will be close to break even. Weak Cash Flow Generation: Fitch estimates FCF generation to have turned positive in 2025, on higher EBITDA and net working capital (NWC) releases. APG's cash flow generation was historically mostly negative, affected by NWC volatility, high interest paid and dividends to minorities. Fitch forecasts FCF to be modestly positive from 2028, on continued EBITDA improvement, similar interest rates on its new facilities and steady dividends to minorities of about EUR15 million, given several fully consolidated joint ventures (JVs) that are 51% controlled. Enhanced Operating Margins: Fitch estimates APG's Fitch-adjusted EBIT margin to have risen to 5% in 2025 from 4.2% in 2024, despite lower revenue, mainly driven by lower material costs and disciplined cost management. Fitch expects the EBIT margin to increase to 5.6% in 2029, supported by cost efficiencies and revenue growth returning from 2026. Robust Order Book: Slightly higher global auto sales in 2026 should support the order book, which reached EUR13.4 billion at end-September 2025, providing good revenue visibility. This equals 85% of total cumulative booked business for September 2025 to end-2029. The company has had no major cancellations and remains confident that new contracts will support EBITDA growth. The order book also underscores APG's leading market position and original equipment manufacturer (OEM) relationships. Considerable Trapped Cash: At end- 2025, APG reported cash of about EUR212 million, about 10% of 2025 revenue. Fitch considers about EUR40 million to be unavailable for debt repayment due to limited ownership in certain fully consolidated JVs. Accessible cash is further limited to about 2% of annual sales due to intra-year NWC swings and cash in countries with capital movement restrictions or economically inconvenient upstreaming (such as taxes or other costs). Extended Trade Payable Terms: APG leverages bargaining power to extend trade payable terms and reduce capital employed. Days payables outstanding (DPO) rose to 136 days in 3Q25, from 128 days in 4Q24, and tend to swing according to different markets exposures. Fitch views these extended payables as a downside risk for cash flow and leverage if suppliers materially shorten payable days. Peer Analysis APG remains considerably smaller than typical Fitch-rated auto suppliers, despite recent acquisitions. Similarly rated US-based producers, such as Garrett Motion, Inc. (BB/Stable) and Tenneco LLC (B/Positive), benefit from more stable and profitable aftermarket business revenue, which APG lacks. APG's operating and cash flow margins remain at the lower end compared with other auto suppliers, with an EBIT margin above 4% and volatile FCF, despite some estimated improvements in 2025. This is due primarily to high interest payments volatile, NWC needs and dividends to minorities. The company's leverage profile is at the upper end of the 'ccc' category according to its criteria for auto suppliers, with moderate prospects for continued deleveraging based on its current forecasts. Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bb, Lower), Sector Characteristics (bb-, Moderate), Market and Competitive Positioning (b+, Moderate), Diversification and Asset Quality (bb-, Moderate), Company Operational Characteristics (bb, Moderate), Profitability (b, Moderate), Financial Structure (ccc+, Higher), and Financial Flexibility (b-, Higher). - The quantitative financial subfactors are based on standard CRT financial period parameters: 20% weight for the latest historical year 2024, 40% for the forecast year 2025 and 40% for the forecast year 2026. - B+ to CC considerations apply in its analysis and result in no adjustment. - The Governance assessment of 'Some Deficiencies' results in no adjustment. - The Operating Environment assessment of 'a+' results in no adjustment. - The SCP is 'b-'. To derive the IDR: no other considerations apply. Recovery Analysis The recovery analysis anticipates that APG would be reorganised as a going concern (GC) in bankruptcy rather than liquidated. Fitch has factored in a 10% administrative claim. Fitch projects a GC EBITDA of EUR120 million after restructuring, through a refocus of its operations on more profitable products and regions. Fitch also considers that OEMs might opt to transfer their contracts to more financially stable customers during APG's restructuring. To estimate APG's enterprise value after reorganisation, Fitch applied a multiple of 4.5x to the GC EBITDA. This multiplier reflects the company's technical expertise, established relationships with OEMs and strong market share, aligning with similar car suppliers that have a stable market position and larger critical mass. This value allocation in the liability waterfall results in a recovery corresponding to 'RR3' for the senior secured notes. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to refinance the TLB and bond by May 2026 - EBIT margins below 2% on a sustained basis - Persistently negative FCF margins on a sustained basis - EBITDA gross and net leverage above 4.5x and 4.0x, respectively, on a sustained basis - EBITDA interest coverage below 2.0x - Material declines in liquidity Factors that Could, Individually or Collectively, Lead to a Stable Outlook on the Rating - Orderly refinancing of the financial facilities Factors that Could, Individually or Collectively, Lead to an Upgrade - EBIT margins above 4% on a sustained basis - FCF margins above break-even on a sustained basis - EBITDA gross and net leverage below 3.5x and 3.0x, respectively, on a sustained basis Liquidity and Debt Structure APG announced EUR212 million of cash and cash equivalents at end-2025, about 10% of the year's turnover. Fitch estimates about EUR43 million are not readily accessible for debt repayment due to intra-year NWC swings, and restricts about EUR40 million due to limited ownership over cash held in fully consolidated but partially owned JVs. APG repaid EUR33 million under the RCF, leaving EUR22 million outstanding. Refinancing risk is rising as maturities approach. Most financial debt (RCF, bond and TLB) matures between November 2026 and April 2027, creating a concentrated maturity profile. Issuer Profile APG is a worldwide leader in design, engineering and manufacturing of acoustic and thermal components and systems for the automotive sector. Headquartered in Hagen, Germany, the company is present in 22 countries with 95 production facilities and 12 R&D centres. 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. Climate Vulnerability Signals The Climate.VS for APG for 2035 is 50 out of 100. This reflects a Climate.VSp of 20 and a Climate.VSt of 50. This suggests the company has a moderate exposure to climate-related risks in that year. APG currently derives most of its income from supplying acoustic and thermal components and systems to vehicles. Key risks arise from policies designed to phase out internal combustion engine vehicles. APG has a long experience in electric vehicle (EV) product supply. Its revenue and margins should start to benefit as demand from OEMs shifts to EV insulation components as EVs, due to the absence of engine noise, have higher acoustic insulation requirement than similar internal combustion engine models. APG's rating incorporates its view that the company is unlikely to have lower revenue from this transition as it is already a supplier to EV manufacturers, traditional auto OEMs and new battery EV OEMs. Also, as EVs have higher acoustic insulation and thermal management requirements, the transition will likely support APG's long-term growth. 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 ----------- ------ -------- ----- Adler Pelzer Holding GmbH LT IDR B- Rating Watch On B- senior secured LT B Rating Watch On RR3 B CHEPLAPHARM ARZNEIMITTEL: Fitch Affirms 'B' IDR, Outlook Stable --------------------------------------------------------------- Fitch Ratings has affirmed CHEPLAPHARM Arzneimittel GmbH's (Cheplapharm)'s Long-Term Issuer Default Rating (IDR) at 'B' with Stable Outlook. Fitch has also affirmed the senior secured debt at 'B+' with a Recovery Rating 'RR3'. This review was prompted by the participation of an ineligible committee member in the rating committee in relation to the rating action taken on 26 January 2026 (Fitch Rates Cheplapharm's Proposed Senior Secured Notes 'B+(EXP)'; Affirms IDR at 'B')due to the misapplication of analytical rotation requirements. As a result, that rating action may have been influenced by a conflict of interest. Fitch found that this review has had no impact on the ratings. Fitch continues to believe that the key rating drivers and Corporate Rating Tool (CRT) scores determined in relation to the rating action taken on 26 January 2026 remain applicable and support the last rating action taken. As a result, the new rating committee determined that there was no need to revise the ratings. Key Rating Drivers Refinancing Improves Maturity Profile: Cheplapharm issued EUR950 million new notes in January 2026 to refinance its 2028 maturities and EUR200 million of 2029 maturities. The company has extended the next major debt maturities to 2029-2030, reducing refinancing risk. The company proactively addresses its debt maturities, in line with its financial policy and liquidity management framework. Operational Transformation Stabilises Performance: Fitch expects Cheplapharm to complete its transformation programme by end-2026, which has helped stabilise the business and contained EBITDA decline. Fitch estimates EBITDA in 2025 at slightly below 2024 levels, with higher revenue offsetting a small contraction of Fitch-calculated EBITDA margins to 41.6% (adjusting for a one-off EBITDA shortfall related to Pulmicort), from 43.2% in 2024. Fitch projects that organic revenue fall will be contained in 2026 as supply chain issues are addressed and commercial performance recovers. Commercial weakness since 2024 has been driven by integration problems associated with large acquisitions and the group's increased complexity following a period of rapid, acquisitive growth. Fitch expects the group to refrain from large acquisitions until the transformation programme is completed. Leverage to Stay High: Fitch estimates EBITDA leverage will stay high, within 6.0x-6.5x until 2028, assuming stable margins and in the absence of material M&A to partly offset the organic revenue decline of the existing portfolio. However, Fitch expects moderate M&A from 2027 - to be funded by internal cash flows - and their associated EBITDA contribution to aid moderate deleveraging. Margins to Remain Stable: Fitch expects the organic revenue decline to be contained to the historical low-to-mid single-digits over 2026-2028, keeping EBITDA margins at 41%. Current lower margins are related to a lower portion of transitional service agreements revenue from acquisitions. Fitch expects a recovery of the lost market share once product availability issues abate, given the nature of its off-patent drugs portfolio, including a niche drugs mix with no or little generic competition and legacy drugs, at least half of which have strong brand recognition. Strong FCF Generation: Fitch projects that Cheplapharm will continue to generate strong free cash flow (FCF) until 2027, enabling it to modestly reduce its debt or self-finance acquisitions. Fitch estimates FCF will average EUR175 million a year in 2026 and 2027, following a weaker 2025 due to large working capital outflows, including a moderate increase in the use of factoring. The group's working capital optimisation programme should contribute to positive FCF in 2026 and 2027 of up to EUR100 million a year. Leverage Focus as M&A Resumes: The rating affirmation assumes that the group will resume making acquisitions from 2H26, although smaller in size. Prior to 2H24 Fitch had expected Cheplapharm to use internally generated cash, combined with the flexibility under its revolving credit facility (RCF), to finance acquisitions. Fitch expects the group to invest at least 8%-9% of its revenue each year in acquisitions (which Fitch treats as development capex) to offset its portfolio's structural organic decline. Peer Analysis Fitch rates Cheplapharm using its Ratings Navigator Framework for Pharmaceutical Companies. Cheplapharm is rated below Grunenthal Pharma GmbH & Co. Kommanditgesellschaft (BB/Stable), reflecting the latter's more conservative financial policy with a leverage of 3.0x-4.0x and strong FCF margins derived from a portfolio of off-patent and innovative drugs and own manufacturing and distribution capabilities, although with lower EBITDA margins of about 20%. Fitch rates Cheplapharm at the same level as ADVANZ PHARMA HoldCo Limited (B/Stable). The latter is involved in bringing new niche, specialist and value-added generics to market through co-development, in-licencing and distribution agreements, but it has smaller business scale and lower operating and cash flow margins. ADVANZ's leverage is lower at 5.5x-6.0x. Cheplapharm's IDR is at the same level as generics producer Nidda BondCo GmbH's (B/Stable). The former has much smaller scale and a more concentrated portfolio, which is mitigated by wide geographic diversification within each brand. Nidda BondCo's rating is limited by high EBITDA leverage at about 7.5x in 2024 but which Fitch expects to reduce towards 6.5x from 2025, to comparable levels with Cheplapharm's. Fitch’s Key Rating-Case Assumptions - Revenue rise of 2% in 2025, driven by mild organic growth and the annualisation of sales of drugs acquired in 2024 - Organic revenue decline of 2%-3% between 2026 and 2028 - EBITDA margin to remain at 41% by 2028 - Maintenance capex at about 1% of sales - M&A of EUR50 million in 2026 and EUR150 million a year in 2027 and 2028, from none in 2025. Fitch treats acquisitions as consuming 8%-9% of the previous year's sales as capex - Deferred payments of EUR54 million in 2025 - One-off costs of EUR20 million 2026 and EUR10 million in 2027 and 2028, down from EUR35 million in 2025 - Trade working-capital cash inflows of EUR25million-EUR45 million a year in 2026 and 2027 due to the working capital improvement programme, after outflows of about EUR140 million a year in 2025 - No common dividends payments in 2025-2028 Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bb, Moderate), Sector Characteristics (bb+, Moderate), Market and Competitive Positioning (b+, Higher), Diversification and Asset Quality (bbb, Lower), Company Operational Characteristics (b, Moderate), Profitability (bbb+, Moderate), Financial Structure (b-, Higher), and Financial Flexibility (b+, Moderate). - The quantitative financial subfactors are based on standard CRT financial period parameters: 20% weight for the latest historical year 2024, 40% for the forecast year 2025 and 40% for the forecast year 2026. - B+ to CC considerations apply in its analysis and result in no adjustment. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'a' results in no adjustment. - The SCP is 'b'. Recovery Analysis Fitch expects that Cheplapharm would most likely be sold or restructured as a going concern (GC) in a bankruptcy rather than liquidated, given its asset-light business model. Fitch estimates a post-restructuring GC EBITDA at about EUR600 million, which includes contribution from the recently closed drug intellectual property (IP) acquisitions. Cheplapharm would be required to address debt service and fund working capital as it takes over inventories following the transfer of market authorisation rights, as well as making smaller M&A to sustain its product portfolio to compensate for a structural sales decline. Fitch applies a distressed enterprise value/EBITDA multiple of 5.5x, reflecting the underlying value of the group's portfolio of IP rights. After deducting 10% for administrative claims, the allocation of value in the liability waterfall results in a Recovery Rating of 'RR3' for the existing senior secured debt, including a EUR695 million revolving credit facility (RCF), which Fitch assumes will be fully drawn prior to distress. This indicates a 'B+' instrument rating, one notch above the IDR. Fitch expects factoring financing to remain in place after distress given the nature of its established products with a stable patient pool. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A more aggressive financial policy, leading to EBITDA leverage above 6.5x on a sustained basis EBITDA interest coverage below 2.0x on a sustained basis Positive but continuously declining FCF Unsuccessful management of individual pharmaceutical IP rights leading to material permanent loss of income and EBITDA margins declining below 40% Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade An upgrade is unlikely in the near term. Fitch could consider an upgrade once the ongoing transformation plan has been delivered, resulting in a stabilisation of operating performance with organic revenue decline contained to low-single digits and steady-to-improving EBITDA margins EBITDA leverage below 5.5x on a sustained basis EBITDA interest coverage above 3.0x on a sustained basis Continuously positive FCF margins in the mid-to-high teens Liquidity and Debt Structure Fitch views liquidity as comfortable, with EUR137 million in readily available cash at end-3Q25 (excluding Fitch-restricted EUR20 million for operational purposes) and access to its EUR695 million committed RCF (of which EUR150 million was drawn at end-September 2025) maturing in February 2028. In addition, Fitch expects Cheplapharm to generate strongly positive FCF, which Fitch forecasts at EUR50 million-200 million between 2025 and 2028. The group has no immediate maturities until February 2028 when its EUR695 million RCF comes due. After the refinancing in January 2026, the next maturity will be EUR1,280 million in February 2029 and EUR1,050 million in May 2030. Issuer Profile Cheplapharm is a Germany-based pharmaceutical company focused on the life-cycle management of off-patent niche and legacy drugs, which it acquires from big pharmaceutical companies. Summary of Financial Adjustments Fitch treats the group's EUR500 million shareholder loan as equity but includes its interest paid in its cash flow projections given the group's intention to pay interest in cash. Fitch also treats EUR20 million of readily available cash as restricted cash. 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. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for Cheplapharm. 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 ----------- ------ -------- ----- CHEPLAPHARM Arzneimittel GmbH LT IDR B Affirmed B senior secured LT B+ Affirmed RR3 B+ TUI AG: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ------------------------------------------------------- Fitch Ratings has affirmed TUI AG's Long-Term Issuer Default Rating (IDR) at 'BB' with a Stable Outlook. Fitch has also affirmed the senior unsecured 'BB' rating with a Recovery Rating of 'RR4', reflecting its position as low prior-ranking debt. The rating reflects TUI's leading market position and strong brand recognition in the European tourism industry, and conservative leverage, balanced by high business seasonality and group structure complexity. Integration into hotels, airline and tours provides differentiation and diversification benefits, although expansion of lower-margin holiday packages weighs on profitability, which is below peers'. The Stable Outlook reflects its expectation that TUI will continue growing EBITDA and solid free cash flow (FCF) generation over the next four years despite an increased investment plan, including aircraft repurchase and renewal, and the resumption of dividend payouts. TUI management lowered its net leverage target to below 0.5x in the medium term. Fitch forecasts Fitch-calculated gross EBITDAR leverage to gradually decline to 2.1x by FY28 (year-end September), from 2.4x at FYE25. Key Rating Drivers FY25 Results Broadly as Expected: TUI's FY25 results slightly exceeded its expectations, with revenue growth of 4.4% , while EBITDAR margin declined 20bp to 7.3%, as higher transformation costs at the Markets + Airline segment reduced group EBITDAR to EUR1.8 billion. Net adjusted debt decreased to EUR2.7 billion leading to lower gross EBITDAR leverage at 2.4x versus FY24's 2.9x, which is in line with Fitch's sensitivities. Cash generation was robust with FCF of about EUR500 million, driven by lower cash interest, higher dividends from affiliates and lower pension contributions. Holiday Packages Weigh on Profitability: TUI's Fitch-adjusted EBITDA margin of about 5% is lower than peers', due to its business mix. Its holiday packages division has low profit margins and dilutes the high margins of hotel and cruise operations. Fitch projects that most of its medium-term EBITDA growth will be driven by its dynamic packages business. Consequently, Fitch expects Fitch-adjusted EBITDA margins to improve to about 6% by FY27, also supported by a cost-reduction programme yielding total savings of EUR250 million by FY28. Positive, Sizeable FCF: TUI's business generates positive and large FCF in mid-cycle conditions, aided by a negative working capital position, which results from advance customer bookings and prepayments. Liquidity is supported by a large, recently renewed revolving credit facility (RCF). Fitch forecasts FCF margins at more than 2% during FY26-FY28, despite higher expected capex. This projection includes a new dividend policy, which brings dividend payments forward by one year compared with its earlier forecasts. However, at a payout ratio of 10%-20% of underlying earnings, Fitch believes dividends will be reasonable and lower than anticipated in gross terms. Ambitious Business Expansion: TUI's revised investment plan includes increased ownership of its aircraft fleet, an already concluded buyback of Marella's leased ships and the ongoing expansion of its digitalised global platform through the dynamic packages business. Its decision to switch to buying, rather than leasing aircraft, with asset financing, will have a slightly positive impact on the lease-adjusted debt, with the deleveraging trajectory remaining intact. An uncertain macroeconomic environment adds certain execution risk to the transformation plan towards the dynamic packages business. High Business Seasonality: TUI has high business seasonality with most sales and EBITDA generated in the summer, which exposes its performance to exogenous events (such as geopolitical conflicts) if during the peak season. Fitch estimates intra-year quarterly working capital swings could reach EUR1.5 billion-2 billion and may require part draws under its RCF, increasing gross debt. Fiscal-year end leverage is not reflective of TUI's leverage throughout the year, which Fitch reflects in a tighter debt capacity than less seasonal peers. Fitch restricts about EUR1.2 billion of cash at FYE25, including about EUR700 million already reported as restricted by the company. Modest Leverage: Fitch expects Fitch-adjusted EBITDAR leverage to decline more gradually after strong improvements in the past two years. Fitch expects it to decline further to 2.3x by FY26, from 2.4x in FY25. This is consistent with the 'BB' rating, given TUI's business risk profile. Its expectation of further deleveraging towards 2.1x by FY28 is driven by EBITDA growth on the back of modest revenue growth and gradually increasing EBITDA margins, partly offset by higher investment-driven debt. Complex Group Structure: TUI's group structure is more complex than peers' due to material joint ventures (JVs) and cash flow and deleveraging that are dependent on dividends from TUI Cruises, combined with dividend payouts to its strategic partner in the RIU JV. Fitch continues to exclude income from equity-accounted investments (TUI Cruises GmbH (BB/Stable) being the largest) from EBITDA, although Fitch treats the 50%-owned JV with RIU as fully consolidated, in line with the company's treatment. The RIU JV drives most of the hotels segment profits and makes a material contribution to TUI's EBITDAR (FY25: EUR662 million of Fitch-adjusted EBITDAR of EUR1,773 million). TUI's leverage would have been higher if Fitch had proportionally consolidated this JV. Minority dividends to RIUSA continue to represent a material leakage out of the TUI group although they are offset by strong dividends from TUI Cruises. Risks from increased leakage are captured in TUI's more stringent rating sensitivities than peers. Leading European Tourism Group: TUI is one of the world's largest integrated tourism groups with material scale and strong brand awareness in Europe. It is well-positioned in 15 feeder markets, with some concentration on Germany and the UK. It is diversified across hotels (primarily through its fully consolidated JVs with RIU), its own airlines, cruises, tours and travel agencies, where it offers differentiated holiday packages through their own online channel, mobile app and an extensive retail network. Peer Analysis TUI does not have close Fitch-rated peers due to its vertically integrated business model, but can be compared with companies operating in the travel sector. TUI is rated one notch higher than The Travel Corporation Group Ltd. (BB-/Stable), which operates guided tours and river cruises, with a particular focus on the US feeder market. TUI's higher rating reflects its larger scale, stronger diversification and greater financial flexibility and access to capital. TUI has the same rating as Global Business Travel Group, Inc. (GBTG, BB/Positive), a B2B travel platform, providing software and services to manage travel, expenses, meetings and events. Both companies have exposure to two main geographies (Germany and the UK as feeder markets for TUI and the US and the UK for GBTB) and one travel purpose (leisure for TUI and business for GBTG). However, GBTB's business benefits from lower seasonality, high client retention rates and long-term contracts. This gives it a greater debt capacity than TUI at the 'BB' rating. TUI is rated at the same level than its 50%-owned ocean cruise operator TUI Cruises (BB/Stable). Despite TUI's more conservative capital structure, Fitch sees cruise operations as lower risk than TUI's core holiday package business due to much higher profitability and advance bookings offsetting its higher leverage. In addition, TUI's group structure complexity offsets some of the benefits of its credit profile in comparison with peers. Fitch’s Key Rating-Case Assumptions - Low-to-mid single digit revenue growth over FY26-FY29, driven mostly by growth in the dynamic packages business - Fitch-adjusted EBITDA margin at 5.5%-6.5% in FY26-FY29 - Dividends from equity-accounted investments net of dividends to minorities between EUR100 million and EUR200 million a year - Working capital inflows at about EUR150 million on average over FY26-FY29 - Low-single digit level capital intensity - No M&A Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Sector Characteristics (bb, Moderate), Market and Competitive Positioning (bbb, Higher), Diversification and Asset Quality (bb+, Moderate), Company Operational Characteristics (bb-, Moderate), Profitability (b, Moderate), Financial Structure (a+, Moderate), and Financial Flexibility (bbb+, Moderate). - The quantitative financial subfactors are based on standard CRT financial period parameters: 20% weight for the historical year 2025, 40% for the forecast year 2026 and 40% for the forecast year 2027. - The Governance assessment of 'Some Deficiencies' results in an adjustment of -1 notch. - The Operating Environment assessment of 'a+' results in no adjustment. - The SCP is 'bb'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDAR leverage remaining above 2.5x on a sustained basis, including due to a reduction in net dividends received - Declining FCF as a result of weakening profitability or an aggressive financial policy - EBITDAR fixed-charge coverage weakening towards 2.0x Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive execution of the strategy leading to sustained earnings growth, alongside improving geographical diversification - EBITDAR margins trending toward 10%, with FCF margins sustained in the mid-single digits - EBITDAR leverage below 2x on a sustained basis, supported by a consistent financial policy and reduced group structure complexity - EBITDAR fixed-charge coverage above 2.5x on a sustained basis Liquidity and Debt Structure At FYE25, TUI had EUR1.9 billion of Fitch-adjusted cash (after excluding EUR1.2 billion for working capital swings) and EUR2 billion available under its RCFs (of which EUR190 million is reserved for guarantees) extended to 2030, relative to EUR0.1 billion short-term debt maturities. Fitch forecasts adequate liquidity due to expected positive FCF, well-spread medium-term debt maturities and access to further Schuldschein issuance. Issuer Profile TUI is a Germany-based diversified integrated tourism group, serving a mainly European customer base. 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. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for TUI. ESG Considerations TUI has an ESG Relevance Score of '4' for Group Structure due to substantial minority positions in some of its consolidated businesses as well as material contribution of equity-owned businesses to cash flow, which can lead to high cash flow volatility. This has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Tui AG LT IDR BB Affirmed BB senior unsecured LT BB Affirmed RR4 BB ============= I R E L A N D ============= BECKETT MORTGAGES 2026-1: S&P Assigns B-(sf) Rating on F Notes -------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Beckett Mortgages 2026-1 DAC's class A to F-Dfrd notes. At closing, the issuer also issued unrated class R, S, and Y notes. Beckett Mortgages 2026-1 is an RMBS transaction that securitizes a portfolio of prime owner-occupied first-lien residential mortgage loans in Ireland. The loans in the pool were originated by Nua Money Ltd. (Nua), a newly established nonbank lender. Nua was founded in September 2021, whereafter it commenced the process for Central Bank of Ireland authorization as a credit retail firm, which was approved in May 2024. It then entered the market on July 31, 2024. As such, all of the assets in the pool were originated since July 2024. The collateral comprises prime borrowers. All loans were originated from July 2024 onward, and origination was therefore in accordance with the Irish Central Bank's mortgage lending rules, which limit leverage (through loan-to-value [LTV] ratio limits) and debt burden (through LTV ratio limits). For 31.1% of the pool, the primary borrower's citizenship is outside of Ireland. There are 1.7% of non-EU borrowers who have been in Ireland for less than two years. The transaction includes a prefunded amount of up to 35% of the total transaction size, where the issuer can purchase loans until the first interest payment date. This prefunded amount is high in the context of a new originator, particularly considering the accelerated growth of originations in recent months. However, S&P notes the strong asset covenants in place, which help ensure that the characteristics of the additional loans will remain consistent with the closing pool. All loans in this pool are currently paying a fixed rate until they revert to a discretionary floating rate at varying times (predominantly in 2028 and 2030). The transaction benefits from liquidity provided by a general reserve fund, and in the case of the class A and S notes (and the class B-Dfrd notes once the class A notes are fully redeemed), a liquidity reserve fund. At closing, the issuer used the issuance proceeds to purchase the beneficial interest in the mortgage loans from the seller. The issuer grants security over all its assets in the security trustee's favor. There are no rating constraints in the transaction under S&P's counterparty, operational risk, or structured finance sovereign risk criteria. Ratings Class Rating* Class size (%) A AAA (sf) 88.00 B-Dfrd AA (sf) 4.25 C-Dfrd A- (sf) 3.75 D-Dfrd BBB- (sf) 2.00 E-Dfrd BB (sf) 1.00 F-Dfrd B- (sf) 1.00 R NR 0.80 S† NR N/A Y NR N/A S&P said, "Our ratings address timely payment of interest and ultimate repayment of principal for the class A notes, and the ultimate payment of interest and principal on the other rated notes. Our ratings also address the timely payment of interest on the rated notes when they become most senior outstanding. Any deferred interest is due at maturity." †The structure includes class S notes that are pari passu with the class A interest payment. The fixed rate is calculated on the asset balance. NR--Not rated. N/A--Not applicable. CAPITAL FOUR VII: Fitch Assigns B-sf Final Rating on Cl. F-R Notes ------------------------------------------------------------------ Fitch Ratings has assigned Capital Four CLO VII DAC reset notes final ratings. Entity/Debt Rating Prior ----------- ------ ----- Capital Four CLO VII DAC Class A Loan LT PIFsf Paid In Full AAAsf Class A Notes XS2770761877 LT PIFsf Paid In Full AAAsf Class A-R XS3283788506 LT AAAsf New Rating Class B-1 Notes XS2770762099 LT PIFsf Paid In Full AAsf Class B-2 Notes XS2770762255 LT PIFsf Paid In Full AAsf Class B-R XS3283788845 LT AAsf New Rating Class C Notes XS2770762412 LT PIFsf Paid In Full Asf Class C-R XS3283789223 LT Asf New Rating Class D Notes XS2770762685 LT PIFsf Paid In Full BBB-sf Class D-R XS3283789579 LT BBB-sf New Rating Class E Notes XS2770762842 LT PIFsf Paid In Full BB-sf Class E-R XS3283789736 LT BB-sf New Rating Class F Notes XS2770763063 LT PIFsf Paid In Full B-sf Class F-R XS3283789900 LT B-sf New Rating Class X-R XS3283788332 LT AAAsf New Rating Transaction Summary Capital Four CLO VII DAC is a securitisation of mainly senior secured obligations (at least 90%) with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds have been used to redeem the existing notes and to fund the portfolio with a target par of EUR400 million. The portfolio is actively managed by Capital Four CLO Management II K/S and Capital Four Management Fondsmæglerselskab A/S. The CLO has an about 4.7-year reinvestment period and a 7.5-year weighted average life (WAL) test covenant at closing. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors at 'B'. The Fitch weighted average rating factor of the identified portfolio is 23.8. High Recovery Expectations (Positive): At least 90% of the portfolio comprises senior secured obligations. Fitch views the recovery prospects for these assets as more favourable than for second-lien, unsecured and mezzanine assets. The Fitch weighted average recovery rate of the identified portfolio is 61.9%. Diversified Portfolio (Positive): The transaction includes four matrices covenanted by a top 10 obligor concentration limit at 20% and fixed-rate asset limits of 5% and 10%. Two are effective at closing and the two forward matrices will be available 18 months after the issue date. They have various concentration limits, including maximum exposure to the three largest Fitch-defined industries in the portfolio of 40%. These covenants ensure that the asset portfolio will not be exposed to excessive concentration. WAL Step-Up Feature (Neutral): The transaction can extend the WAL by one year on the step-up date, which is one year after closing. The WAL extension is subject to conditions, including passing the collateral quality tests, portfolio profile tests, coverage tests and the transaction being above reinvestment target par balance, with defaulted assets at their collateral value. Portfolio Management (Neutral): The transaction has an approximately 4.7-year reinvestment period and includes reinvestment criteria similar to those of other European transactions. Fitch's analysis is based on a stressed-case portfolio with the aim of testing the robustness of the transaction structure against its covenants and portfolio guidelines. Cash-flow Modelling (Positive): The WAL used for the transaction's Fitch-stressed portfolio analysis is 12 months less than the WAL covenant at the issue date, to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These include, among others, passing the coverage tests and the Fitch 'CCC' bucket limit test after reinvestment, as well as a WAL covenant that gradually steps down, before and after the end of the reinvestment period. These conditions would reduce the effective risk horizon of the portfolio in stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would lead to downgrades of two notches for the class B-R and C-R notes, one notch for the class D-R and E-R notes, to below 'B-sf' for the class F-R notes and would have no impact on the class X-R and A -R notes. Based on the identified portfolio, downgrades may occur if the loss expectation is larger than initially assumed, due to unexpectedly high levels of default and portfolio deterioration. Due to the better metrics and shorter life of the identified portfolio than the Fitch-stressed portfolio, the class B-R, D-R, E-R and F-R notes display rating cushions of two notches and the class C-R notes of one notch. The class X-R and A-R notes are already at their highest achievable ratings. Should the cushion between the identified portfolio and the Fitch-stressed portfolio be eroded due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would lead to downgrades of four notches for the class B-R notes, three notches for the class A-R, C-R and D-R notes and to below ''B-sf' for the class E-R and F-R notes. The class X-R notes would be unaffected. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to upgrades of three notches for the class E-R and F-R notes and two notches for the class B-R to D-R notes. The class X-R and A-R notes are already at their highest achievable rating and cannot be upgraded. During the reinvestment period, based on the Fitch-stressed portfolio, upgrades may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, allowing the notes to withstand larger-than-expected losses for the transaction's remaining life. After the end of the reinvestment period, upgrades may result from stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. The majority of the underlying assets or risk presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognized Statistical Rating Organizations and/or European Securities and Markets Authority registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Capital Four CLO VII DAC. In cases where Fitch does not provide ESG relevance scores in connection with the credit rating of a transaction, programme, instrument or issuer, Fitch will disclose any ESG factor that is a key rating driver in the key rating drivers section of the relevant rating action commentary. CVC CORDATUS XVI: S&P Assigns B-(sf) Rating on Class F-R Notes -------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to CVC Cordatus Loan Fund XVI DAC's class A-R, B-1-R, B-2, C-R, D-R, E-R, and F-R notes. At closing, the issuer has unrated subordinated notes outstanding from the existing transaction. This transaction is a reset of the already existing transaction that closed in December 2019. The existing classes of notes were fully redeemed with the proceeds from the issuance of the replacement notes on the reset date. The ratings on the original notes have been withdrawn. The transaction has a two-year noncall period and the portfolio's reinvestment period ends five years after closing. Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payments. The 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 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 is in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2898.85 Default rate dispersion 548.58 Weighted-average life (years) 4.48 Weighted-average life including Reinvestment (years) 5.00 Obligor diversity measure 133.29 Industry diversity measure 20.21 Regional diversity measure 1.19 Transaction key metrics Total par amount (mil. EUR) 400.00 Defaulted assets (mil. EUR) 0 Number of performing obligors 161 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 3.24 'AAA' target portfolio weighted-average recovery (%) 34.59 Target weighted-average spread (net of floors, %) 3.61 Target weighted-average coupon (%) 4.27 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 modeled the EUR400 million par amount, the targeted weighted-average spread of 3.61%, the covenanted weighted-average coupon of 4.00%, and the target weighted-average recovery rates. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "Until the end of the reinvestment period on Feb. 27, 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 loan and notes. This test looks at the total amount of losses that the transaction can sustain as established by the initial cash flows for each rating, and it compares that with the current portfolio's default potential plus par losses to date. As a result, until the end of the reinvestment period, the collateral manager may through trading deteriorate the transaction's current risk profile, as long as the initial ratings are maintained. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our 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. "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 B-1-R to D-R 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 ratings on the notes. The class A-R and E-R notes could withstand stresses commensurate with 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 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 S&P has rated and that has recently been issued in Europe. -- The portfolio's average credit quality, which is similar to other recent CLOs. -- S&P said, "Our model generated break-even default rate at the 'B-' rating level of 25.35% (for a portfolio with a weighted-average life of 5.00 years), versus if we were to consider a long-term sustainable default rate of 3.2% for 5.00 years, which would result in a target default rate of 16.00%." -- 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. "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-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 assets from being related to certain activities. 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." CVC Cordatus Loan Fund XVI DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued mainly by speculative-grade borrowers CVC Credit Partners Investment Management Ltd. manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A-R AAA (sf) 244.00 39.00 Three/six-month EURIBOR plus 1.28% B-1-R AA (sf) 37.50 28.00 Three/six-month EURIBOR plus 1.75% B-2 AA (sf) 6.50 28.00 4.40% C-R A (sf) 23.20 22.20 Three/six-month EURIBOR plus 2.00% D-R BBB- (sf) 29.20 14.90 Three/six-month EURIBOR plus 2.70% E-R BB- (sf) 19.60 10.00 Three/six-month EURIBOR plus 5.15% F-R B- (sf) 14.00 6.50 Three/six-month EURIBOR plus 8.40% Sub notes NR 60.60 N/A N/A *The ratings assigned to the class A-R, B-1-R, and B-2 notes address timely interest and ultimate principal payments. Our ratings on 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. EURIBOR--Euro Interbank Offered Rate. Sub--Subordinated notes. NR--Not rated. N/A--Not applicable. CVC CORDATUS XXXI: S&P Affirms B-(sf) Rating on Class F-R Notes --------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to CVC Cordatus Loan Fund XXXI DAC's class B-1-R, B-2-R, C-R, D-R, E-R, and F-1-R notes. At the same time, S&P affirmed its ratings on the existing class A and F-2 notes and withdrew its ratings on the original class B-1, B-2, C, D, E, and F-1 notes. At closing, the issuer had unrated subordinated notes outstanding from the existing transaction. The replacement notes are largely subject to the same terms and conditions as the original notes, except that the replacement notes will have a lower spread over Euro Interbank Offered Rate (EURIBOR) and lower coupon than the original notes. The ratings reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes 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 2,755.16 Default rate dispersion 603.73 Weighted-average life (years) 4.46 Obligor diversity measure 141.63 Industry diversity measure 21.09 Regional diversity measure 1.15 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 4.06 Actual 'AAA' weighted-average recovery (%) 35.33 Actual weighted-average spread (net of floors; %) 3.63 Actual weighted-average coupon 4.65 Rating rationale Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payments. The portfolio's reinvestment period will end on Dec. 15, 2028. S&P said, "The portfolio is well diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and senior secured bonds. Therefore, we have conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used a EUR437.53 million adjusted target par collateral principal amount, which is lower than the target par amount of EUR440.0 million. At closing, the transaction's aggregated principal balance is slightly below par, with a EUR62.78 million portion of unused principal proceeds (following some of the transaction's collateral quality test failures, only allowing the transaction to trade by maintaining or improving the failed tests). "We used the portfolio's actual weighted-average spread (3.63%) which is currently below the minimum weighted average spread test, actual weighted-average coupon (4.65%), and the actual portfolio weighted-average recovery rates for all rated notes. "We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "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 legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates the available credit enhancement for the class B-1-R, B-2-R, C-R, D-R, E-R notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase, during which the transaction's credit risk profile could deteriorate, we capped our assigned ratings on these refinanced notes. "For the class A and F-1-R notes, our credit and cash flow analysis indicates the available credit enhancement could withstand stresses commensurate with the assigned ratings. "The class F-2 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, S&P believes 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 F-2 notes' available credit enhancement is in the same range as that of other CLOs we have rated and that have recently been issued in Europe. -- S&P's BDR at the 'B-' rating level is 20.98% versus a portfolio default rate of 14.40% if it was to consider a long-term sustainable default rate of 3.2% for a portfolio with a weighted-average life of 4.5 years. -- Whether the tranche is vulnerable to nonpayment in the near future. -- If there is a one-in-two chance of this tranche defaulting. -- If S&P envisions this tranche to default in the next 12-18 months. S&P said, "Following this analysis, we consider the available credit enhancement for the class F-2 notes to be commensurate with a '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 A to F-2 notes. "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 to F-1-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-2 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 assigned Replacement Original Notes notes Amount interest interest Credit Class Rating* (mil. EUR) rate§ rate enhancement(%) B-1-R AA (sf) 45.00 Three-month Three-month 26.08 EURIBOR EURIBOR + 1.75% + 2.10% B-2-R AA (sf) 10.00 4.50% 5.65% 26.08 C-R A (sf) 24.20 Three-month Three-month 20.55 EURIBOR EURIBOR + 2.10% + 2.65% D-R BBB- (sf) 30.80 Three-month Three-month 13.51 EURIBOR EURIBOR + 3.00% + 3.75% E-R BB- (sf) 17.60 Three-month Three-month 9.49 EURIBOR EURIBOR + 5.55% + 6.64% F-1-R B+ (sf) 5.50 Three-month Three-month 8.23 EURIBOR EURIBOR + 7.45% + 8.17% Ratings affirmed Class Rating* Amount (mil. EUR) Notes interest rate§ A AAA (sf) 268.40 Three-month EURIBOR + 1.47% F-2 B- (sf) 8.80 Three-month EURIBOR + 8.65% *The ratings assigned or affirmed (as applicable) to class A, B-1-R, and B-2-R notes address timely interest and ultimate principal payments. The ratings on the class C-R, D-R, E-R, F-1-R and F-2 notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. PROVIDUS CLO VII: S&P Affirms B-(sf) Rating on Class F-R Notes -------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Providus CLO VII DAC's class A-R-R, B-R-R, C-R-R, and E-R-R notes. At the same time, S&P affirmed its ratings on the existing class D-R and F-R notes and withdrew its ratings on the original class A-R, B-R, C-R, and E-R notes. At closing, the issuer had unrated subordinated notes outstanding from the existing transaction. On Feb. 27, 2026, Providus CLO VII DAC refinanced the existing class A-R, B-R, C-R, and E-R notes (originally issued in July 2024) through an optional redemption and issued replacement notes of the same notional. The replacement notes are largely subject to the same terms and conditions as the original notes, except that the replacement notes will have a lower spread over Euro Interbank Offered Rate (EURIBOR) than the original notes. The ratings reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes 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 2,924.44 Default rate dispersion 544.79 Weighted-average life (years) 4.33 Obligor diversity measure 162.46 Industry diversity measure 17.45 Regional diversity measure 1.39 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 4.29 Actual 'AAA' weighted-average recovery (%) 35.44 Actual weighted-average spread (net of floors; %) 3.63 Actual weighted-average coupon (%) 4.27 Rating rationale Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payments. The portfolio's reinvestment period will end on Jan. 15, 2029. S&P said, "The portfolio is well diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and senior secured bonds. Therefore, we have conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used a EUR399.73 million adjusted target par collateral principal amount, which is lower than the target par amount of EUR400.0 million. This takes into account negative cash balance as of the Jan. 2026 trustee report. "We used the portfolio's actual weighted-average spread (3.63%), actual weighted-average coupon (4.27%), and the actual portfolio weighted-average recovery rates for all rated notes. "We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our counterparty criteria. "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 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 the class B-R-R, C-R-R, D-R, and E-R-R notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase, during which the transaction's credit risk profile could deteriorate, we capped our assigned ratings on these refinanced notes. "For the class A-R-R notes, our credit and cash flow analysis indicates that the available credit enhancement could withstand stresses commensurate with the assigned rating. "The class F-R 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 can sustain a steady-state scenario, in accordance with our criteria." S&P's analysis reflects several factors, including: -- Their available credit enhancement is in the same range as that of other CLOs we have rated and that have recently been issued in Europe. -- S&P's BDR at the 'B-' rating level is 23.30% versus a portfolio default rate of 13.86% if it was to consider a long-term sustainable default rate of 3.2% for a portfolio with a weighted-average life of 4.33 years. -- Whether the tranche is vulnerable to nonpayment in the near future. -- If there is a one-in-two chance of this tranche defaulting. -- 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 F-R notes is commensurate with a '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 A-R-R to F-R notes. "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-R-R to E-R-R notes based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F-R 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 assigned Replacement Original Notes notes Amount interest interest Credit Class Rating* (mil. EUR) rate§ rate enhancement**(%) A-R-R AAA (sf) 248.00 Three-month Three-month 37.96 EURIBOR EURIBOR + 1.17% + 1.32% B-R-R AA (sf) 44.00 Three-month Three-month 26.95 EURIBOR EURIBOR + 1.70% + 1.90% C-R-R A (sf) 24.00 Three-month Three-month 20.95 EURIBOR EURIBOR + 2.05% + 2.30% E-R-R BB- (sf) 16.00 Three-month Three-month 9.94 EURIBOR EURIBOR + 5.50% + 6.42% Ratings affirmed Class Rating* Amount (mil. EUR) Notes interest rate§ D-R BBB- (sf) 28.00 Three-month EURIBOR + 3.25% F-R B- (sf) 12.00 Three-month EURIBOR + 8.30% *The ratings assigned to the class A-R-R and B-R-R notes address timely interest and ultimate principal payments. The ratings on the class C-R-R, D-R, E-R-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.** C/E based on a target par collateral principal amount of EUR 399,73 million. EURIBOR--Euro Interbank Offered Rate. =================== L U X E M B O U R G =================== KLEOPATRA HOLDINGS 1: S&P Assigns 'CCC+' LT ICR, Outlook Stable --------------------------------------------------------------- S&P Global Ratings assigned its 'CCC+' long-term issuer credit rating to Kleopatra Holdings 1 S.C.A (KH1), which it now considers as the group parent. S&P raised its issuer credit ratings on Kleopatra Holdings 2 S.C.A., Kleopatra Finco S.a.r.l., and Klöckner Pentaplast of America Inc. to 'CCC+' from 'D' and then withdrew the ratings at the issuer's request. S&P also withdrew the issue ratings on all of the group's rated debt instruments as they are no longer outstanding. The stable outlook reflects S&P's expectation that KH1 will maintain sufficient liquidity during the next 12 months, despite its expectation of low FOCF. On Jan. 30, 2026, plastic packaging manufacturer Klöckner Pentaplast announced it had emerged from the Chapter 11 procedures that it started in November 2025, which resulted in the group being transferred to the ownership of its creditors. Kleopatra Holdings 1 S.C.A (KH1), the holding company of Klöckner Pentaplast, reduced its S&P Global Ratings-adjusted debt to roughly EUR1.4 billion from about EUR2.8 billion, after approximately EUR1.3 billion debt was written off. The group's debt now mostly comprises EUR1.1 billion in senior secured loans and notes due 2031. S&P said, "We believe the transaction is credit positive as it alleviates imminent liquidity needs and postpones the bulk of the debt maturities to 2031 (from 2026 previously). We continue to view the capital structure as unsustainable and expect the group to continue generating low free operating cash flow (FOCF) compared with its debt amount." The capital restructuring has improved KH1's liquidity position and maturity profile. On Nov. 4, 2025, KH1 announced it had voluntarily filed a petition under Chapter 11 of the U.S. Bankruptcy Code, from which it emerged in January 2026. The group wrote-off roughly EUR1.3 billion of debt and implemented a new capital structure, which comprises EUR1.1 billion senior secured notes and loans due in January 2031. S&P said, "We believe the transaction addresses KH1's immediate liquidity and refinancing concerns. Upon emergence of bankruptcy, we estimate KH1's S&P Global Ratings-adjusted debt was about EUR1.4 billion including adjustments for factoring utilization (EUR190 million), lease liabilities (EUR100 million), and pension liabilities (EUR35 million)." S&P said, "We forecast modest positive FOCF over 2026 and 2027 and marginally negative FOCF in 2028. In 2026-2027, FOCF will be positive (EUR15 million-EUR20 million), supported by the capitalization of most of the interest on the new exit facilities in the first 18 months after the restructuring. We also assume that payment terms with suppliers will improve during those years, after a sharp deterioration in 2025 amid the bankruptcy filing. This will result in adjusted working capital inflows of EUR10 million-EUR20 million per year in 2026-2027 and will also support FOCF generation. In 2028, FOCF will be negative EUR5 million as the interest on the exit facility is fully paid in cash and working capital needs increase. We assume a EUR5 million working capital outflow in 2028 from volume growth and more normalized payment terms. "Despite the recent improvements to the capital structure, we continue to view it as unsustainable. The debt restructuring enhanced KH1's liquidity profile as it extended maturities and reduced the group's annual interest burden. Nevertheless, we consider KH1's FOCF generation as insufficient to service the remaining debt. "We raised our issuer credit ratings on Kleopatra Holdings 2 S.C.A, Kleopatra Finco Sa.r.l., and Klöckner Pentaplast of America Inc. to 'CCC+' and then withdrew the ratings at the issuer's request. We also withdrew the issue and recovery ratings on the EUR600 million term loan, the $725 million term loan, and the EUR400 million notes that were due in 2026 as they are no longer outstanding. "The stable outlook reflects our expectation that KH1 will maintain sufficient liquidity during the next 12 months, and generate only modest FOCF. "We could consider taking a negative rating action on KH1 if the group's liquidity deteriorates or the risk of default heightens. This could occur, for example, if the company fails to improve its FOCF in the medium term, or if we believe the group is considering a distressed exchange." S&P could consider a positive rating action if: -- The group generates materially positive FOCF on a sustainable basis; and -- Liquidity remains adequate, with sources sustainably exceeding uses by more than 1.2x. [] Fitch Affirms Ratings on 3 Natural Resources Investment Cos. --------------------------------------------------------------- Fitch Ratings has affirmed three natural resources investment holding companies' ratings: 1. Breakwater Energy Holdings S.a r.l (Breakwater) 2. Matador Bidco S.a.r.l (Matador) 3. Kuwait Projects Company Holding K.S.C.P. (KIPCO) These actions follow the update of Fitch's 'Corporate Rating Criteria' and the 'Sector Navigators - Addendum to the Corporate Rating Criteria' on January 9, 2026. Corporate Rating Tool Inputs and Scores Breakwater Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Portfolio Credit Characteristics (bbb+, Moderate), Portfolio Diversification (b+, Higher), Risk Appetite and Investment Track Record (bb+, Moderate), Transparency and Execution of Investment Strategy (bbb, Lower), Access to Capital (Financial) (bbb-, Moderate), Financial Structure (bbb-, Higher), and Financial Flexibility (bb+, Moderate). - Assessments of the quantitative financial subfactors include bespoke calculations. - The Governance Impact assessment of 'Good' results in no adjustment. - The Operating Environment Impact assessment of 'a' results in no adjustment. - The SCP is 'bb+' Matador Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Portfolio Credit Characteristics (bbb-, Higher), Portfolio Diversification (b, Higher), Risk Appetite and Investment Track Record (bb+, Moderate), Transparency and Execution of Investment Strategy (bbb, Lower), Access to Capital (bbb-, Moderate), Financial Structure (bb, Higher), and Financial Flexibility (bb+, Moderate). - Assessments of the quantitative financial subfactors include bespoke calculations. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'a' results in no adjustment. - The SCP is 'bb'. KIPCO Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Portfolio Credit Characteristics (b+, Higher), Portfolio Diversification (bb, Moderate), Risk Appetite and Investment Track Record (bb, Moderate), Transparency and Execution of Investment Strategy (bb, Lower), Access to Capital (bbb-, Moderate), Financial Structure (b+, Higher), and Financial Flexibility (bb, Moderate). - Assessments of the quantitative financial subfactors include bespoke calculations. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'bbb' results in no adjustment. - The SCP is 'bb-'. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Kuwait Projects Company Holding K.S.C.P. LT IDR BB- Affirmed BB- Breakwater Energy Holdings S.a r.l. LT IDR BB+ Affirmed BB+ senior secured LT BBB- Affirmed RR2 BBB- Matador Bidco S.a.r.l LT IDR BB Affirmed BB senior secured LT BB Affirmed RR4 BB =================== M O N T E N E G R O =================== MONTENEGRO: S&P Affirms 'B+/B' Sovereign Credit Ratings ------------------------------------------------------- On Feb. 27, 2026, S&P Global Ratings revised its outlook on the long-term foreign and local currency sovereign ratings on Montenegro to positive from stable. At the same time, S&P affirmed its 'B+/B' long- and short-term foreign and local currency sovereign credit ratings. Outlook The positive outlook reflects the potential from Montenegro's progressing negotiations to become a member of the EU with related reforms, in S&P's view, possibly enhancing the quality of economic policymaking, supporting long-term growth, and attracting foreign investments. The outlook also reflects Montenegro's moderate net general government debt level in a global comparison and the potential for fiscal performance to turn out stronger than S&P projects over the next 12-18 months. Downside scenario S&P could revise the outlook to stable if Montenegro's reform momentum stalled, delaying prospects of EU membership, or if economic growth underperformed with adverse implications for the country's fiscal position. Upside scenario S&P could raise its ratings on Montenegro if sustained domestic structural reform momentum underpinned progress toward EU membership. An upgrade could also happen if fiscal outcomes turned out stronger than we anticipate. This could result from stronger-than-expected economic growth, improved revenue mobilization, or lower spending through tighter discipline or lower debt servicing costs. Rationale The outlook revision reflects continued progress in Montenegro's EU accession process and reform agenda. The country has opened all 33 negotiating chapters and provisionally closed 13 to date, most recently with the financial control chapter in January 2026. Montenegro remains the most advanced EU candidate country. Further alignment with EU legal and institutional frameworks could strengthen policy effectiveness and institutional capacity, supporting long-term growth and foreign direct investment (FDI) inflows. S&P said, "The positive outlook also reflects the potential for Montenegro's fiscal performance to prove stronger than we forecast. This could happen, for example, due to more favorable growth, additional revenue mobilization measures, or lower debt servicing costs. We forecast that the country's net general government debt will average about 52% of GDP through 2026-2029. Meanwhile, debt servicing costs remain modest in an emerging market comparison. We expect Montenegro's interest spending to average about 5% of government revenue through 2029, markedly lower than average levels for other sovereigns rated 'B+'. "Overall, our ratings on Montenegro remain supported by favorable growth prospects, moderate debt levels, long-term benefits from structural reforms associated with the EU accession process, and comparatively low government debt-servicing costs." The ratings are constrained by the lack of an independent monetary policy (given Montenegro's unilateral adoption of the euro while not having direct access to the European Central Bank) and, despite recent improvements, a still-narrow external position that remains significantly dependent on tourism-related inflows. Institutional and economic profile: The EU accession process remains a key external anchor sustaining reform momentum despite domestic political frictions -- EU accession negotiations continue to anchor reform momentum and support economic policy continuity, although progress remains contingent on further rule-of-law reforms and the administration's implementation capacity. -- Political stability has broadly improved over the past two years, but coalition dynamics remain fluid, and Montenegro is set to hold general elections in 2027. -- S&P forecasts resilient growth, averaging about 3% annually in real terms through 2029, mostly on domestic demand components. Montenegro's EU accession momentum remains strong, with ongoing membership negotiations being a key external anchor supporting policy continuity and structural reforms. The country remains the most advanced EU candidate, having opened all negotiating chapters and provisionally closed 13 of 33 as of early 2026. Authorities continue to target EU membership for 2028, which S&P views as ambitious although achievable if reform momentum continues. In particular, further progress remains contingent on fundamental rule-of-law reforms, including judicial independence, anti-corruption track record, and institutional resilience. In S&P's view, despite improved political stability over the past two years, domestic political frictions could pose execution risks to EU accession reforms. Nevertheless, broad and persistent public support for EU membership--typically 60%-70% in recent polls--reduces the risk of outright policy reversals, in its view. S&P considers that further reform progress on the path to Montenegro's full EU accession would likely strengthen institutional effectiveness and policy predictability. In particular, deeper alignment with the EU acquis could improve governance standards, judicial independence, and regulatory quality, supporting a more stable investment environment. From an economic perspective, among other factors, deeper integration with the EU would likely support stronger growth by enhancing investor confidence, facilitating higher and more stable FDI inflows, and deepening trade integration with the single market. These factors could eventually help diversify the economy beyond tourism, strengthen productivity growth, and reduce external vulnerabilities. Montenegro's governing coalition remains broad but fragmented. It centers around the Europe Now Movement and supported by a mix of pro-European, pro-Serb, and ethnic minority parties. While the current administration has demonstrated greater durability than previous post-2020 governments, reaching consensus on policy decisions frequently remains ad hoc due to ideological diversity within the ruling bloc. In early 2026, the Democratic People's Party's withdrawal of support led to a partial reshaping of the coalition. The split reflects ideological tensions, particularly around geopolitical orientation and relations with Serbia, and intracoalition power dynamics. The government has retained a working parliamentary majority, avoiding early elections. However, in S&P's view, the episode highlights the fluid nature of parliamentary alignments; coalition stability will likely remain dependent on political bargaining, which could at times weigh on reform coherence and contribute to volatility in implementation. S&P forecasts Montenegro's real growth to remain resilient at about 3% on average annually over the next few years, broadly in line with potential growth. Domestic demand is likely to remain an important growth factor, supported by resilient private consumption amid continued wage growth and tight labor market conditions, although consumption could gradually moderate as fiscal support becomes less expansionary. Meanwhile, investment activity should remain supported by tourism-related projects, infrastructure spending, and FDI (largely concentrated in real estate, hospitality, and energy) but is likely to remain cyclical given Montenegro's narrow economic base. Beyond domestic demand, Montenegro's structural reliance on tourism, which accounts for a sizable share of output (over 20%), will continue to shape growth dynamics, in our view. This dependence has historically amplified both cyclical upside during strong travel seasons and risks during external shocks (as was the case with the COVID-19 pandemic, when growth contracted by 15% in real terms in 2020). Flexibility and performance profile: Moderate net general government leverage with comparatively low debt servicing costs, but no monetary policy flexibility -- S&P forecasts Montenegro's net general government debt will average 52% of GDP over 2026-2029 but debt servicing costs will remain contained, with interest expenditure of more than 5% of government revenue on average through 2029--a modest level in an emerging market comparison. -- Montenegro's balance of payments position remains weak, with reported current account deficits averaging 16% of GDP over 2023-2025. -- The country has no independent monetary policy flexibility because it has unilaterally adopted the euro while not being part of the eurozone. Montenegro's fiscal stance loosened in 2025, with the general government budget deficit widening to 3.9% of GDP from 3.1% of GDP in 2024, exceeding the government's 3.5% deficit target. While headline revenue remained resilient and supported by strong tax buoyancy, with total tax intake rising by about 14% in 2025 year over year, the underlying composition weakened. The Europe Now 2 program (a wage-led tax reform package aimed at boosting disposable incomes and formal employment through cuts in labor taxation and higher minimum wages) boosted some tax categories but reduced social security contributions, which declined 28% to EUR420 million. This increases reliance on more cyclical indirect taxes. At the same time, lower-than-planned grants (largely reflecting timing effects related to EU Growth Plan disbursements and the key ongoing highway project financing) weighed on fiscal outcomes last year, although this is likely temporary. However, to offset lower social security contributions, the authorities introduced offsetting measures in the 2025 budget, which limited the overall net fiscal impact, including excise taxes on beverages, an increase in the value-added tax (VAT) rate on tourism, and the removal of some VAT exemptions. On the expenditure side, spending pressures remain concentrated in rigid current outlays, with social transfers rising to EUR1.1 billion, approximately 10% higher than a year earlier, alongside continued subsidy overruns, while capital expenditure has been more contained. Montenegro's 2026 budget points to gradual fiscal consolidation, with the authorities targeting a deficit of about 3.3% of GDP. Expenditure remains elevated, reflecting continued pressure from current outlays, particularly social transfers, public wages, and interest costs. Revenue assumptions rely primarily on steady economic growth and improved compliance rather than significant new tax measures. S&P forecasts the full-year results will be somewhat stronger, with a deficit at 2.9% of GDP, reflecting the anticipated disbursement of EU grants originally expected in 2025. S&P said, "We expect the general government deficit to average about 3% of GDP annually through 2029, reflecting structurally higher spending and reduced social contribution revenue. Under this trajectory, gross general government debt is likely to edge slightly higher, reaching 63% of GDP by 2029 and partly reversing earlier consolidation gains. Accounting for liquid government deposits, we project Montenegro's net general government debt will average 52% of GDP over the next few years, which we view as moderate in an emerging market comparison. This is lower than the country's pre-pandemic level of net general government debt, at 59% of GDP. At 5% of government revenue, interest expenditure is also modest in an emerging market comparison. "In our view, Montenegro continues to face fiscal risks. First, while the government debt portfolio is largely fixed-rate (about 85% of general government debt), the sovereign remains exposed to external financing conditions, given its reliance on international capital markets and nonresident investors. The high fixed-rate share limits near-term interest rate pass-through to debt servicing costs, but refinancing risk and market access remain key sensitivities, particularly during periods of tighter global liquidity. Second, contingent liabilities remain a source of risk, although this has declined in recent years. As of third-quarter 2025, state guarantees amounted to EUR475 million (about 6% of GDP), of which about EUR121 million is outstanding and therefore represents the more immediate exposure. Still, we see some upside potential, particularly if tourism receipts outperform our expectations or EU grant inflows exceed baseline assumptions. "We view Montenegro's balance of payments position as vulnerable, with high reported current account deficits. Preliminary balance of payments data for 2025 indicates the current account deficit approached about 21% of GDP, with a deficit of 46% of GDP recorded on the goods account, partially offset by a 20% of GDP net service surplus (largely owing to tourism inflows) as well as 5% of GDP worth of secondary income inflows, reflecting remittance inflows from Montenegrin citizens working abroad. "In our view, headline current account deficits overstate underlying external risks. Net FDI inflows have covered more than half of reported current account deficits on average in recent years, and we view net FDI as a lower risk than debt creating external financing. The remaining portion of current account financing appears to reflect resident drawdowns on foreign assets (currency and deposits), without a corresponding decline in the stock of external savings. These flows likely represent de facto remittances or ongoing foreign-earned income repatriation from foreign bank accounts (and their inclusion in the calculations will therefore significantly reduce the effective current account deficit). They may also reflect money transfers from Russia and Ukraine by individuals who moved to Montenegro since the start of the war in 2022, given that these transfers grew significantly after the beginning of the conflict. Overall, headline current account deficits (at times exceeding 15% of GDP) likely overstate underlying external risks because financing for deficits of this magnitude would not be available. "We expect Montenegro's current account deficit to remain elevated, at about 17.5% of GDP in 2026. The modest improvement is likely to reflect lower electricity and investment-related imports rather than a meaningful strengthening in external competitiveness. While tourism remains the key offset to external imbalances, the sector has normalized from its post-pandemic peak, with shorter stays and softer spending intensity amid strong wage growth and intensifying regional competition. At the same time, remittance inflows have eased, reducing another traditional buffer. As a result, we expect the deficit to remain structurally wide in the medium term. Still, near-term external risks are partly mitigated by the financing mix, with deficits largely funded by nondebt-creating inflows, primarily FDI, which has covered a substantial share of the external gap in recent years. However, the composition of inflows tempers this because investment remains concentrated in tourism, real estate, and selected energy projects, limiting productivity spillovers and reinforcing cyclical exposure. Persistent deficits have also contributed to a still-highly negative net international investment position, underscoring that external vulnerabilities are mitigated but not eliminated." Montenegro's unilateral adoption of the euro limits monetary policy flexibility, because the central bank lacks conventional tools such as interest rate setting, independent liquidity provision, and a lender-of-last-resort function. This limits the authorities' ability to respond to financial stress through monetary channels and places greater emphasis on prudential regulation and fiscal buffers. Despite these constraints, the banking sector appears sound. As of third-quarter 2025, asset quality remained strong, with nonperforming loans declining to about 3.4%; and capital buffers are robust, with a Tier 1 ratio of about 19%. The system is dominated by subsidiaries of international banking groups, which supports governance standards and provides additional stability through potential parental backing. In addition, the sector is largely funded by domestic deposits and has limited reliance on external wholesale funding, reducing exposure to refinancing and cross-border liquidity risks. Nevertheless, the absence of a domestic monetary backstop remains a structural constraint, particularly in the event of severe external shocks. In accordance with S&P's relevant policies and procedures, the Rating Committee was composed of analysts that are qualified to vote in the committee, with sufficient experience to convey the appropriate level of knowledge and understanding of the methodology applicable. At the onset of the committee, the chair confirmed that the information provided to the Rating Committee by the primary analyst had been distributed in a timely manner and was sufficient for Committee members to make an informed decision. After the primary analyst gave opening remarks and explained the recommendation, the Committee discussed key rating factors and critical issues in accordance with the relevant criteria. Qualitative and quantitative risk factors were considered and discussed, looking at track-record and forecasts. The committee's assessment of the key rating factors is reflected in the Rating Component Scores above. The chair ensured every voting member was given the opportunity to articulate his/her opinion. The chair or designee reviewed the draft report to ensure consistency with the Committee decision. The views and the decision of the rating committee are summarized in the above rationale and outlook. The weighting of all rating factors is described in the methodology used in this rating action. Ratings List Ratings Affirmed; Outlook Action To From Montenegro Sovereign Credit Rating B+/Positive/B B+/Stable/B Ratings Affirmed Montenegro Transfer & Convertibility Assessment AAA Senior Unsecured B+ ========= S P A I N ========= BBVA CONSUMER 2026-1: Fitch Rates Class E Debt 'BB-sf' ------------------------------------------------------ Fitch Ratings has assigned BBVA Consumer 2026-1 FT final ratings. Entity/Debt Rating Prior ----------- ------ ----- BBVA Consumer 2026-1 FT Class A ES0306017007 LT AA-sf New Rating AA-(EXP)sf Class B ES0306017015 LT Asf New Rating A(EXP)sf Class C ES0306017023 LT BBBsf New Rating BBB(EXP)sf Class D ES0306017031 LT BB+sf New Rating BB+(EXP)sf Class E ES0306017049 LT BB-sf New Rating BB-(EXP)sf Class F ES0306017056 LT NRsf New Rating NR(EXP)sf Class Z ES0306017064 LT Asf New Rating A(EXP)sf Transaction Summary BBVA Consumer 2026-1 FT is a static securitisation of a portfolio of fully amortising general-purpose consumer loans originated in Spain by Banco Bilbao Vizcaya Argentaria, S.A. (BBVA; A-/Stable/F1) for Spanish residents. The portfolio includes pre-approved loans (about 80% of the portfolio balance) and on-demand loans, with the former underwritten to existing BBVA customers mainly based on borrower credit profile and transaction records with the lender. KEY RATING DRIVERS Asset Assumptions for Static Pool: Fitch has used base-case lifetime default and recovery rates of 5.5% and 30% for the total portfolio, respectively, reflecting the historical data provided by BBVA, Spain's macroeconomic outlook, plus the originator's underwriting and servicing strategies. The transaction has no revolving period and so has no risk of portfolio migration to weaker features, or loosening of underwriting standards. Pro Rata Amortisation: The class A to F notes will be repaid pro rata from the first payment date unless a sequential amortisation event occurs, mainly defined in relation to performance metrics on the portfolio. Fitch views the switch to sequential amortisation as unlikely during the first few years after closing, given the portfolio's performance expectations compared with defined triggers. Moreover, the tail risk posed by the pro rata paydown is reduced by the mandatory switch to sequential amortisation when the portfolio balance falls below 10% of its initial balance. Counterparty Arrangements Cap Ratings: The maximum achievable rating on the transaction is 'AA+sf', in line with Fitch's Structured Finance and Covered Bonds Counterparty Rating Criteria. This is due to the minimum eligibility rating thresholds defined for the transaction account bank of 'A-' and for the hedge provider of 'A-' or 'F1', which are insufficient to support 'AAAsf' ratings. Excess Spread-Dependent Notes: The class Z notes' 'Asf' rating is five notches higher than the 'BB+sf' cap defined by Fitch's Global Structured Finance Criteria, even though they are only protected by excess spread (see Criteria Variation section). Payment Interruption Risk Reduced: Fitch views payment interruption risk as sufficiently reduced. If a servicer event leads to collection disruption, the reserve fund is available to cover at least three months of senior costs, net swap payments (if any) and interest on the class A to F notes, a period Fitch views as sufficient to implement alternative arrangements and maintain payment continuity on the notes. Other material mitigants that prevent payment disruptions are cash collections entirely conducted by direct debits and the back-up servicer facilitator. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Long-term asset performance deterioration such as increased delinquencies or reduced portfolio yield, which could be driven by changes in portfolio characteristics, macroeconomic conditions, business practices or the legislative landscape. Expected impact on the notes' ratings of increased defaults (class A/B/C/D/E/Z) Increase default rates by 10%: 'A+sf'/'A-sf'/'BBBsf'/'BB+sf'/'BB-sf'/'Asf' Increase default rates by 25%: 'Asf'/'BBBsf'/'BBB-sf'/'BBsf'/'B+sf'/'Asf' Increase default rates by 50%: 'BBB+sf'/'BBBsf'/'BB+sf'/'B+sf'/'CCCsf'/'Asf' Expected impact on the notes' ratings of reduced recoveries (class A/B/C/D/E/Z) Reduce recovery rates by 10%: 'A+sf'/'A-sf'/'BBBsf'/'BB+sf'/'BB-sf'/'Asf' Reduce recovery rates by 25%: 'A+sf'/'BBB+sf'/'BBBsf'/'BB+sf'/'BB-sf'/'Asf' Reduce recovery rates by 50%: 'Asf'/'BBB+sf'/'BBB-sf'/'BBsf'/'Bsf'/'Asf' Expected impact on the notes' ratings of increased defaults and reduced recoveries (class A/B/C/D/E/Z) Increase default rates by 10% and reduce recovery rates by 10%: 'Asf'/'BBB+sf'/'BBB-sf'/'BB+sf'/'BB-sf'/'Asf' Increase default rates by 25% and reduce recovery rates by 25%: 'A-sf'/'BBBsf'/'BB+sf'/'BB-sf'/'B-sf'/'Asf' Increase default rates by 50% and reduce recovery rates by 50%: 'BBBsf'/'BB+sf'/'B+sf'/'NRsf'/'NRsf'/'Asf' Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - For the senior notes, modified transaction account bank and derivative provider minimum eligibility rating thresholds compatible with 'AAAsf' ratings in accordance with Fitch's Structured Finance and Covered Bonds Counterparty Rating Criteria. - Increasing credit enhancement ratios as the transaction deleverages to fully compensate for the credit losses and cash flow stresses commensurate with higher ratings. CRITERIA VARIATION The class Z notes are only protected by excess spread and their 'Asf' rating is five notches higher than the 'BB+sf' cap defined by Fitch's Global Structured Finance Criteria. This criteria variation is substantiated as Fitch expects the class Z notes to be fully repaid by excess spread on the first two quarterly interest payment dates driven by the small class Z balance, its turbo amortisation and the ample excess spread. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch reviewed the results of a third party assessment conducted on the asset portfolio information, and concluded that there were no findings that affected the rating analysis. Fitch conducted a review of a small targeted sample of the originator's origination files and found the information contained in the reviewed files to be adequately consistent with the originator's policies and practices and the other information provided to the agency about the asset portfolio. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. =========== S W E D E N =========== QUIMPER AB: Fitch Affirms 'B+' IDR, Outlook Negative ---------------------------------------------------- Fitch Ratings has affirmed Ferrovial SE and Quimper AB and has maintained Victoria Plc on Rating Watch Negative. These actions follow the update of Fitch's Corporate Rating Criteria and the Sector Navigators - Addendum to the Corporate Rating Criteria on January 9, 2026. The companies' ratings and Outlooks are unaffected by the criteria changes. The review was also prompted by the participation of an ineligible committee member in the rating committee in relation to the rating actions taken on: 12 February 2026 for Ferrovial (Fitch Affirms 4 EMEA Engineering & Construction Companies' Ratings on Corporate Criteria Updates), 9 February 2026 for Quimper (Fitch Affirms Travis Perkins, Quimper, and Wolseley; Maintains Winterfell on Rating Watch Negative), and 9 February 2026 for Victoria (Fitch Affirms 3 EMEA Building Product Companies; Maintains Victoria on Rating Watch Negative) This was due to the misapplication of analytical rotation requirements. As a result, those rating actions may have been influenced by a conflict of interest. No rating action was taken as a result of this review as Fitch continues to believe that the key rating drivers and corporate rating tool scores determined in relation to the rating actions taken on February 9 and 12, 2026 remain applicable and support the rating actions taken. As a result, the new rating committee determined that there was no need to revise the ratings. Corporate Rating Tool Inputs and Scores Ferrovial SE Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Sector Characteristics (bbb, Moderate), Market and Competitive Positioning (bbb, Moderate), Diversification and Asset Quality (bbb-, Moderate), Company Operational Characteristics (bbb, Higher), Profitability (bbb, Lower), Financial Structure (bbb-, Moderate), and Financial Flexibility (bbb+, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 30% for the forecast year 2025, 30% for the forecast year 2026, 20% for forecast year 2027 and 20% for forecast year 2028. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'a+' results in no adjustment. - The SCP is 'bbb'. Quimper AB (Ahlsell) Fitch scored the issuer as follows, using its CRT to produce the SCP: - Business and financial profile factors (assessment, relative importance): Management (bb+, Lower), Sector Characteristics (bb+, Moderate), Market and Competitive Positioning (bbb, Lower), Diversification and Asset Quality (bb+, Moderate), Company Operational Characteristics (bbb-, Moderate), Profitability (b+, Higher), Financial Structure (b, Higher), and Financial Flexibility (bb, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 30% weight for the forecast year 2025, 30% for the forecast year 2026, 20% for the forecast year 2027 and 20% for the forecast year 2028. - B+ to CC considerations apply in its analysis and result in no adjustment. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'aa' results in no adjustment. - The SCP is 'b+'. Victoria Plc Fitch scored the issuer as follows, using its CRT to produce the SCP: - Business and financial profile factors (assessment, relative importance): Management (b+, Moderate), Sector Characteristics (bb, Moderate), Market and Competitive Positioning (b, Moderate), Diversification and Asset Quality (bb-, Moderate), Company Operational Characteristics (b+, Moderate), Profitability (b-, Moderate), Financial Structure (ccc-, Higher), and Financial Flexibility (b-, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 10% weight for the historical year 2024, 30% for the forecast year 2025, 30% for the forecast year 2026 and 30% for the forecast year 2027. - B+ to CC considerations apply in its analysis and result in no adjustment. - The Governance assessment of 'Some Deficiencies' results in no adjustment. - The Operating Environment assessment of 'a+' results in no adjustment. - The SCP is 'ccc'. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Quimper AB LT IDR B+ Affirmed B+ senior secured LT B+ Affirmed RR4 B+ Victoria PLC LT IDR CCC Rating Watch Maintained CCC senior secured LT CC Rating Watch Maintained RR6 CC senior secured LT CCC+ Rating Watch Maintained RR3 CCC+ Ferrovial SE LT IDR BBB Affirmed BBB sr unsecured LT BBB Affirmed BBB Ferrovial Emisiones S.A.U. sr unsecured LT BBB Affirmed BBB =========== T U R K E Y =========== TAV HAVALIMANLARI: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable ------------------------------------------------------------------- Fitch Ratings has affirmed Tav Havalimanlari Holding A.S.'s (TAVH) Long-Term Issuer Default Rating (IDR), and its senior unsecured notes at 'BB+'. The Outlook is Stable. RATING RATIONALE The IDR reflects TAVH's diversified portfolio of assets, financial metrics that are commensurate with a 'BB+' rating, and potential support from its parent Aeroports de Paris S.A. (ADP; BBB+/Stable). TAVH's Standalone Credit Profile (SCP) of 'bb-' reflects its material operating and regulatory exposure to Turkiye and the structural subordination of holding company (holdco) debt to project-financed operating companies' (opco) debt. TAVH's ratings are notched up twice from the SCP to reflect the 'High' strategic incentive, but 'Low' operational and legal incentive for ADP to provide financial support. Fitch views TAVH as a strategic asset for ADP, but the parent does not guarantee the subsidiary's debt. KEY RATING DRIVERS Revenue Risk - Volume - High Midrange Well-Diversified Portfolio; Limited Competition: TAVH operates 15 airports across eight countries, benefiting from strong business and geographical diversification, including locations where the aviation industry is rapidly developing. In Turkiye, TAVH owns domestic hub airports (Ankara and Izmir), where passenger numbers are driven by domestic macro-economic and industry factors, and large leisure point-to-point airports (Antalya and Bodrum) with a strong exposure to international passengers. TAVH's airports outside Turkiye (in particular Almaty and Tbilisi) have strong competitive positions within their countries. In addition to the aviation activities (36% of the revenue in 2025), TAVH provides ground handling services (even outside its own airports) and retail offerings. The customer/carrier base is well-diversified, with the 10 largest customers only accounting for 46% of total revenue in 2023. Revenue Risk - Price - Midrange Mostly Regulated Activities: TAVH's capacity to increase aviation tariffs in its main assets is limited. In Turkiye, aviation passenger fees are in euros and fixed for the entire concession period while the remaining regulated aviation services are adjusted by CPI on a yearly basis. The asset in Kazakhstan (Almaty) is 85% owned, and its aviation tariffs are increased according to investments made into the airport, subject to review by the local regulator if airlines submit complaints regarding tariffs. Ground handling and retail are generally unregulated but are driven by private contracts with exposure to market conditions and CPI. TAVH's exposure to soft currencies is limited (27% of revenue is in soft currencies while the rest is in US dollars, euros, linked to euros or in currencies pegged to the US dollar, in 2025). Infrastructure Dev. & Renewal - Midrange Investment Cycle at Peak: TAVH has completed a comprehensive investment programme to upgrade or expand capacity at its main airports in Ankara and Antalya. The second phase of Almaty investment plan, which mainly covers airside investments, is ongoing and expected to be largely completed by end-2027. The investments at airports other than Almaty are part of the contractual agreements embodied in different concession agreements. Debt Structure - 1 - Weaker Unsecured and Uncovenanted Corporate-Like Debt: TAVH's debt is a senior five-year, fixed-rate, unsecured, single-bullet bond, with few creditor-protection features. It is structurally subordinated to opco debt, as most of the airports have projects finance-like debt structures. As Antalya airport is a strategic asset for TAVH, EUR1,186 million debt, equal to 50% of the project finance loan of Antalya, is considered in Fitch-adjusted net debt. Financial Profile Under the Fitch rating case (FRC), Fitch estimates proportional consolidated net debt/EBITDA at 4.4x in 2025, increasing to 4.9x in 2026 before gradually falling to 3.9x by end-2029, following the completion of ramp-up periods of its investments. Fitch considers 50% of the project finance loan of Antalya in Fitch-adjusted net debt. While net debt/ EBITDA exceeds its downside sensitivity for two years, management has flexibility to adjust capex and equity distributions if necessary, which mitigates downside risks such as a softer traffic environment. PEER GROUP Aena S.M.E. S.A. (Aena, A/Stable) is the only direct peer within Fitch's portfolio of publicly rated airports in EMEA. Like TAVH, Aena is a group of airports, predominantly leisure and origin and destination traffic. Aena's strategic importance, its monopolistic position in Spain, and lower leverage support its higher rating than that of TAVH, whose debt is also structurally subordinated to project-financed opco debt. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Proportional consolidated leverage of TAVH consistently above 4.5x in Fitch's rating case - Failure to refinance USD 400 million senior unsecured notes well in advance of the maturity date Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Proportional consolidated leverage of TAVH consistently below 4x in Fitch's rating case SECURITY TAVH debt is on unsecured basis. TAVH's airport opcos, which have project finance facilities, have share pledges, account pledges and receivables as security. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for TAVH. 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 ----------- ------ ----- TAV Havalimanlari Holding A.S. LT IDR BB+ Affirmed BB+ TAV Havalimanlari Holding A.S./Airport Revenues - Senior Unsecured Debt/1 LT LT USD 400 mln 8.5% bond/note 07-Dec-2028 87216EAA4 LT BB+ Affirmed BB+ =========================== U N I T E D K I N G D O M =========================== AUXEY BIDCO: S&P Affirms 'B' ICR & Alters Outlook to Negative ------------------------------------------------------------- S&P Global Ratings revised its outlook on U.K.-based Auxey Bidco Ltd. (trading as Alexander Mann Solutions, AMS) to negative from stable. At the same time, S&P affirmed its 'B' long-term issuer credit rating and its 'B' issue-level rating on the GBP373 million-equivalent TLB. The recovery rating on this facility remains unchanged at '3', indicating its expectation of about 55% recovery in a payment default. The negative outlook reflects S&P's expectation that the uncertain trading environment could weigh on AMS' operating performance and delay deleveraging, resulting in S&P Global Ratings-adjusted debt to EBITDA exceeding 7x on a sustained basis. It also reflects the increased liquidity and refinancing pressures over the coming months. AMS continues to record weaker-than-expected operating performance as it navigates challenging macroeconomic and employment conditions. S&P estimates AMS will report S&P Global Ratings-adjusted debt to EBITDA of about 8.1x in 2025, and then deleverage back toward about 6.0x in 2026 and 2027. AMS has recently extended its revolving credit facility (RCF) and confidential invoice discounting (CID) facility maturites by four months to April 2027, alleviating immediate short-term liquidity risks. However, AMS also has its GBP373 million equivalent term loan B (TLB) (GBP352 million as of 2025) maturing in June 2027 that will need to be refinanced along with the RCF in the coming months. S&P said, "We revised the outlook on AMS to negative because, after a weaker-than-expected 2025 operating performance and absent any projected recovery in 2026 trading, we see an increased chance of a downgrade in the next 12 months. Revenue in 2025 is expected to have grown by about 2.5% against 2024 (negative 13.2%), with the underperformance driven by lower volumes in the pharmaceutical and life sciences sector, delays in the government sector, and unrealized new wins in the advisory segment. This was somewhat offset by a stronger performance in the financial services sector, resulting in a slower-than-expected deleveraging to S&P Global Ratings-adjusted debt to EBITDA of about 8.1x, from 9.0x in 2024. "We have revised down our forecast for AMS' volumes in 2026, as the company continues to navigate significant uncertainty amid challenging macroeconomic and employment conditions, despite continued contract wins. These challenges are not unique to AMS and are in line with our observations of other rated staffing companies experiencing a persistent market downturn and volume pressures for longer than expected. As a result, we forecast about 10% and 2.5% revenue growth in 2026 and 2027 respectively and S&P Global Ratings-adjusted EBITDA margin expansion trending to about 11%-12% (2025: 8.8%), leading to S&P Global Ratings-adjusted debt to EBITDA improving toward 6x, from 8.1x expected in 2025. Nevertheless, there remains uncertainty as to whether volumes will recover in line with our revised expectations, leaving little headroom for any trading underperformance or higher-than-expected exceptional expenses." AMS returned to positive free operating cash flow (FOCF) generation in 2025, although weak funds from operations (FFO) cash interest coverage remains a constraint. AMS is expected to have generated about GBP12 million of FOCF in 2025 (2024: negative GBP24.0 million), supported by robust working capital inflows. S&P said, "We expect broadly similar working capital inflows in 2026 as the Public Sector Resourcing (PSR) cooperation with the U.K. government scales up. We also expect positive timing impacts of receiving contractor payments and making contractor payroll payments during the year. We forecast improved FOCF generation of about GBP20 million-GBP30 million across 2026 and 2027, although there could be delays in the ramping up of the contractor book due to prolonged weakness in market conditions." There remains little headroom for AMS' FFO to cash interest coverage, which remained very weak at around 0.9x in 2025 (2024: 1.1x) owing to flat S&P Global Ratings-adjusted EBITDA generation, expired favorable interest rate hedges in July 2024, and cross-currency swap one-off impacts. S&P anticipates FFO cash interest coverage to improve toward 1.6x across 2026 and 2027 on the back of the recovering operating performance and falling base rates, although this is notably lower than its expectations for the ratings of about 2x. absent any potential refinancing at lower rates. S&P said, "Despite the pressure on credit metrics, our liquidity assessment on AMS remains unchanged. We continue to see AMS' liquidity as adequate and forecast its sources of liquidity will exceed its uses by more than 1.2x over the next 12 months. Although a persistent market downturn will likely continue to pressure AMS' operating performance and FOCF generation, the company has undertaken cost-saving initiatives to preserve cash, including groupwide reorganizations such as performance-related bonuses, headcount flexing, and offshoring. At year-end 2025, AMS' RCF was fully undrawn with a sound cash position on the balance sheet. In the first quarter of 2026, AMS extended the RCF's maturity by four months--to April 2027 from December 2026--alleviating short-term liquidity risks for until April 2026. The GBP373 million equivalent TLB matures in June 2027, which will also need to be refinanced in the coming months to maintain the adequate assessment. "The negative outlook reflects our expectation that the uncertain trading environment could weigh on AMS' operating performance, resulting in S&P Global Ratings-adjusted debt to EBITDA exceeding 7x on a sustained basis. It also reflects the increased liquidity and refinancing pressures over the coming months, with the RCF maturing in April 2027 and the TLB in June 2027." S&P could take a negative rating action if AMS: -- Experiences liquidity and refinancing pressures from not addressing the RCF and TLB maturities in 2027 in a timely manner; or -- Fails to reduce leverage in line with our forecasts in the coming months so that S&P no longer believed S&P Global Ratings-adjusted debt to EBITDA will fall below 7x, or generate positive FOCF, or if FFO cash coverage fails to improve toward 2x. This could happen if AMS does not recover volumes or continues to experience higher-than-expected exceptional costs. S&P could revise the outlook to stable should AMS successfully refinance its capital structure at lower interest rates, alleviating pressure on liquidity and the capital structure, as well as improving the interest burden and cashflow, so that cash interest coverage recovered toward 2x. A stable outlook would also require operating improvements so that S&P Global Ratings-adjusted debt to EBITDA recovered below 7x on a sustained basis, while interest coverage improved toward 2.0x and FOCF remains positive. EUROVIEW ARCHITECTURAL: BTG Begbies Named as Joint Administrators ----------------------------------------------------------------- Euroview Architectural Glass Ltd, was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency & Companies List (ChD), Court Number CR-2026-000748. Robert Ferne (IP No. 29514) and Jeremy Karr (IP No. 9540) of BTG Begbies Traynor (Central) LLP were appointed as Joint Administrators on February 19, 2026. The company engaged in the shaping and processing of flat glass. The company’s registered office is at Unit 2, Eastways Industrial Estate, Witham, Essex, CM8 3YQ. The Joint Administrators are: Robert Ferne (IP No. 29514) Jeremy Karr (IP No. 9540) BTG Begbies Traynor (Central) LLP 31st Floor, 40 Bank Street London E14 5NR For further details, contact: Paul Boutonnet Tel: 020 7516 1500 Email: paul.boutonnet@btguk.com GLOBAL COUNSEL: Interpath Advisory Named as Joint Administrators ---------------------------------------------------------------- Global Counsel Ltd, previously named Global Counsel Consulting Ltd, was placed into administration in the High Court of Justice, Business & Property Courts of England & Wales, Court Number CR-2026-001304. William James Wright (IP No. 9720) and Stephen John Absolom (IP No. 12950) of Interpath Advisory were appointed as Joint Administrators on February 20, 2026. The company engaged in management consultancy activities other than financial management. The company’s registered office is 6th Floor, 2 London Wall Place, London, EC2Y 5AU. Its principal trading address is 5 Welbeck Street, London, Marylebone, W1G 9YD. The Joint Administrators are: William James Wright (IP No. 9720) Stephen John Absolom (IP No. 12950) Interpath Advisory, Interpath Ltd 10 Fleet Place London EC4M 7RB For further details, contact: Fay Dugmore Email: global-counsel@interpath.com HUTHWAITE SOLAR FARM: Kroll Advisory Appointed as Administrators ---------------------------------------------------------------- Huthwaite Solar Farm Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), Court Number CR-2026-001161. Benjamin John Wiles (IP No. 10670) and Philip Joseph Dakin (IP No. 16490) of Kroll Advisory Ltd were appointed as Joint Administrators on February 16, 2026. The company engaged in the production of electricity. The company's registered office is Unit 9 Dunchideock Barton, Dunchideock, Exeter, Devon, EX2 9UA. Its principal trading address is Land at Twinyards Farm, Huthwaite Lane, Blackwell, Alfreton, Derbyshire, DE55 5HX. The Joint Administrators can be reached at: Benjamin John Wiles (IP No. 10670) Philip Joseph Dakin (IP No. 16490) Kroll Advisory Ltd The News Building Level 6, 3 London Bridge Street London SE1 9SG For further details contact: The Joint Administrator Tel: +44 (0) 121 214 11 Alternative contact: Avnit Singh MAJESTIC WINDOWS: RSM UK Restructuring Named as Administrators -------------------------------------------------------------- Majestic Windows Holdings Ltd, was placed into administration in the High Court of Justice, Business and Property Courts in Leeds, Insolvency & Companies List (ChD), Court Number CR-2026-000171. Damian Webb (IP No. 14970) and Stephanie Sutton (IP No. 29710) of RSM UK Restructuring Advisory LLP were appointed as Joint Administrators on February 18, 2026. The company operates as a holding company. The company’s registered office and principal trading address is at Ashcombe House, 5 The Crescent, Leatherhead, KT22 8DY. The Joint Administrators are: Damian Webb (IP No. 14970) Stephanie Sutton (IP No. 29710) RSM UK Restructuring Advisory LLP 25 Farringdon Street London EC4A 4AB For further details, contact: Ricky Bilg Tel: 0121 214 3100 RSM UK Restructuring Advisory LLP 103 Colmore Row Birmingham B3 3AG VELOCITY 2026-1: S&P Assigns Prelim. B+(sf) Rating on X-Dfrd Notes ------------------------------------------------------------------ S&P Global Ratings assigned its preliminary credit ratings to Velocity 2026-1 PLC's floating-rate class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and X-Dfrd notes. At closing, Velocity 2026-1 will also issue unrated class G notes. The assets backing the notes will comprise equipment lease receivables originated by Propel Finance No.1 Ltd. (Propel), for which it is its first public securitization. Propel has been a lender in this market since 2018 and has originated GBP1.8 billion in financing. Leases in this transaction were originated through partnerships with key financial institutions or through relationships with the U.K.'s largest asset finance brokers. The transaction will securitize a static portfolio of 27,290 leases granted to U.K. small and midsize enterprises secured over a range of equipment, including commercial vehicles, freight transport, construction equipment, machinery, technology and telecommunications equipment, and business machinery. There is limited balloon payment exposure and no residual value risk. The class A to F-Dfrd notes will amortize pro rata from closing, subject to sequential amortization triggers. This static transaction has a split payment waterfall. A combination of note subordination and available excess spread will provide credit enhancement for the collateralized debt. Additionally, at closing, the structure benefits from an amortizing A/B-Dfrd liquidity reserve fund, fully funded at closing at 1.25% of the class A and B-Dfrd notes' initial principal balance. The reserve can be used to pay interest on those notes, senior fees, swap payments, and clear class A principal deficiency ledger (PDL) balances. Furthermore, in case of a liquidity stress, principal collections can be redirected to cover shortfalls on senior fees and expenses, as well as any interest on the most senior notes outstanding. The assets pay a fixed rate of interest, whereas the notes pay compounded daily Sterling Overnight Index Average (SONIA) plus a margin, subject to a floor of zero. The rated notes benefit from a balance guaranteed swap to mitigate the interest rate mismatch. The issuer is a U.K. company, which is expected to be bankruptcy remote in line with S&P's legal criteria. Sovereign, counterparty, and operational risks do not constrain the preliminary ratings. Preliminary ratings Class Preliminary ratings* Amount (mil. EUR) A AAA (sf) TBD B-Dfrd AA (sf) TBD C-Dfrd A (sf) TBD D-Dfrd BBB+ (sf) TBD E-Dfrd BBB- (sf) TBD F-Dfrd BB (sf) TBD G NR TBD X-Dfrd B+ (sf) TBD *S&P said, "Our preliminary rating on the class A notes addresses the timely payment of interest and ultimate payment of principal, and our preliminary ratings on the other classes address ultimate payment of interest and principal. Our preliminary ratings also address the timely receipt of interest on the rated notes when they become most senior outstanding." NR--Not rated. TBD--To be determined. WELL WOMEN: Opus Restructuring Appointed as Joint Administrators ---------------------------------------------------------------- Well Women Centre was placed into administration in the High Court of Justice, Business and Property Courts in Leeds, Insolvency & Companies List (ChD), Court Number CR-2026-LDS-00150. Emma Mifsud (IP No. 21070) and Louise Williams (IP No. 20170) of Opus Restructuring LLP were appointed as Joint Administrators on February 12, 2026. The company operates in human health activities. The company’s registered office is at 24 Trinity Church Gate, Wakefield, West Yorkshire, WF1 1TX. Its principal trading address is at 8-10 Wood Street, Wakefield, WF1 2ED. The Joint Administrators are: Emma Mifsud (IP No. 21070) Louise Williams (IP No. 20170) Opus Restructuring LLP Fourth Floor, One Park Row Leeds, West Yorkshire LS1 5HN For further details, contact: Michael Tsang Tel: 0113 512 5020 Email: michael.tsang@opusllp.com =============== X X X X X X X X =============== [] BOOK REVIEW: The Titans of Takeover -------------------------------------- Author: Robert Slater Publisher: Beard Books Softcover: 252 pages List Price: $34.95 Order your personal copy at http://www.beardbooks.com/beardbooks/the_titans_of_takeover.html Once upon a time -- and for a very long while -- corporate behemoths decided for themselves when and if they would merge. No doubt such decisions were reached the civilized way, in a proper men's club with plenty of good brandy and better cigars. Like giants, they strode Wall Street, fearing no one save the odd trust-busting politico, mutton-chopped at the turn of the twentieth century, perhaps mustachioed in the 1960s when the word was no longer trust but monopoly. Then came the decade of the 1980s. Enter the corporate raiders, men with cash in hand, shrewd business sense, and not a shred of reverence for the Way Things Have Always Been Done. These businesspeople -- T. Boone Pickens, Carl Icahn, Saul Steinberg, Ted Turner -- saw what others missed: that many of the corporate giants were anomalies, possessed of assets well worth possessing yet with stock market performances so unimpressive that they could be had for bargain prices. When the corporate raiders needed expert help, enter the investment bankers (Joseph Perella and Bruce Wasserstein) and the M&A attorneys (Joseph Flom and Martin Lipton). And when the merger went through, enter the arbitragers who took advantage of stock run-ups, people like Ivan "Greed is Good" Boesky. The takeover frenzy of the 1980s looked like a game of Monopoly come to life, where billion-dollar companies seemed to change ownership as quickly as Boardwalk or Park Place on a sweet roll of dice. By mid-decade, every industry had been affected: in 1985, 3,000 transactions took place, worth a record-breaking $200 billion. The players caught the fancy of the media and began showing up in the news until their faces were almost as familiar to the public as the postman's. As a result, Jane and John Q. Citizen's in Wall Street began its climb from near zero to the peak where (for different reasons) it is today. What caused this avalanche of activity? Three words: President Ronald Reagan. Perhaps his most firmly held conviction was that Big Business was Being shackled by the antitrust laws, deprived a fair fight against foreign competitors that has no equivalent of the Clayton Act in their homelands. Reagan took office on Jan. 20, 1981, and it wasn't long after that that his Attorney General, William French Smith, trotted before the D.C. Bar to opine that, "Bigness does not necessarily mean badness. Efficient firms should not be hobbled under the guise of antitrust enforcement." (This new approach may have been a necessary corrective to the over-zealousness of earlier years, exemplified by the Supreme Court's 1966 decision upholding an enforcement action against the merger of two supermarket chains because the Court felt their combined share of 8% (yes, that's "eight percent") of the Los Angeles market was potentially anticompetitive.) Raiders, investment bankers, lawyers, and arbitragers, plus the fun couple Bill Agee and Mary Cunningham --remember them? -- are the personalities Profiled in Robert Slater's book, originally published in 1987, Slater is a wonderful writer, and he's given us a book no less readable for being absolutely stuffed with facts, many of them based on exclusive behind-the-scenes interviews. About The Author Robert Slater (1943-2014) was an American author and journalist. He was known for over two dozen books, including biographies of political and business figures like Golda Meir, Yitzhak Rabin, George Soros, and Donald Trump. Slater graduated with honors from the University of Pennsylvania in 1966, with a degree in political science. He received a master's degree in international relations from the London School of Economics in 1967. [] Fitch Affirms Ratings on Four Utility-Like Companies ------------------------------------------------------- Fitch Ratings has affirmed four utility-like companies' ratings: 1. Techem Verwaltungsgesellschaft 674 GmbH 2. UGI International, LLC 3. Currenta Group Holdings S.a.r.l. 4. Metlen Energy & Metals Single Member S.A. These actions follow the update of Fitch's Corporate Rating Criteria and the Sector Navigators - Addendum to the Corporate Rating Criteria on January 9, 2026. The companies' ratings and Outlooks are unaffected by the criteria changes. Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): Techem Verwaltungsgesellschaft 674 GmbH - Business and financial profile factors (assessment, relative importance): Management (bbb-, Moderate), Sector Characteristics (bbb, Lower), Market and Competitive Positioning (bbb, Moderate), Diversification and Asset Quality (bb+, Lower), Company Operational Characteristics (bbb, Moderate), Profitability (bbb-, Moderate), Financial Structure (b-, Higher), and Financial Flexibility (bb, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 25% weight for the historical year 2024, 25% for the forecast year 2025, 25% for the forecast year 2026 and 25% for the forecast year 2027. - B+ to CC considerations apply in its analysis and result in an adjustment of -1 notch. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'aa-' results in no adjustment. - The SCP is 'b'. UGI International, LLC - Business and financial profile factors (assessment, relative importance): Management (bbb-, Lower), Sector Characteristics (bb, Moderate), Market and Competitive Positioning (bbb, Moderate), Diversification and Asset Quality (bb-, Moderate), Company Operational Characteristics (bb, Moderate), Profitability (bb, Higher), Financial Structure (bbb+, Moderate), and Financial Flexibility (bbb, Moderate). - The quantitative financial subfactors are based on standard CRT financial period parameters: 20% weight for the latest historical year 2025, 40% for the forecast year 2026 and 40% for the forecast year 2027. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'a+' results in no adjustment. - The SCP is 'bb+'. Currenta Group Holdings S.a.r.l. - Business and financial profile factors (assessment, relative importance): Management (bbb-, Lower), Sector Characteristics (bbb, Moderate), Market and Competitive Positioning (bb+, Moderate), Diversification and Asset Quality (b+, Moderate), Company Operational Characteristics (bbb+, Higher), Profitability (bbb, Moderate), Financial Structure (bb-, Higher), and Financial Flexibility (bb+, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 30% weight for the forecast year 2025, 30% for the forecast year 2026, 20% for the forecast year 2027 and 20% for the forecast year 2028. - Assessments of the quantitative financial subfactors also include bespoke calculations. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'aa-' results in no adjustment. - The SCP is 'bb+'. Metlen Energy & Metals Single Member S.A. - Business and financial profile factors (assessment, relative importance): Management (bb+, Moderate), Sector Characteristics (bbb-, Lower), Market and Competitive Positioning (bb, Higher), Diversification and Asset Quality (bbb-, Moderate), Company Operational Characteristics (bb, Moderate), Profitability (bb, Moderate), Financial Structure (bb, Higher), and Financial Flexibility (bbb, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 20% weight for the historical year 2024, 20% for the forecast year 2025, 30% for the forecast year 2026 and 30% for the forecast year 2027. - Assessments of the quantitative financial subfactors also include bespoke calculations. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'bbb-' results in no adjustment. - The SCP is 'bb+'. RATING ACTIONS Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Currenta Group Holdings S.a.r.l. LT IDR BB+ Affirmed BB+ senior secured LT BBB- Affirmed RR2 BBB- Techem Verwaltungsgesellschaft 674 mbH LT IDR B Affirmed B Metlen Energy & Metals Single Member S.A. LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ UGI International, LLC LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ Techem Verwaltungsgesellschaft 675 mbH senior secured LT B+ Affirmed RR3 B+ ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter-Europe is a daily newsletter co- published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2026. All rights reserved. ISSN 1529-2754. 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