260408.mbx

260408.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 Wednesday, April 8, 2026, Vol. 27, No. 70 Headlines I R E L A N D ALBACORE EURO I: Fitch Assigns 'B-sf' Final Rating to Cl. F-R Notes CVC CORDATUS XV: Fitch Assigns 'B-sf' Final Rating to Two Tranches DRYDEN 131: Fitch Assigns 'B-sf' Final Rating to Class F Notes MADISON PARK XXIII: Fitch Assigns B-sf Final Rating to Cl. F Notes PROVIDUS CLO IV: Fitch Assigns B-sf Final Rating to Cl. F-R-R Notes SIGNAL HARMONIC VI: Fitch Assigns B-sf Final Rating to Cl. F Notes I T A L Y FIBERCOP S.P.A: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable L U X E M B O U R G ALEXANDRITE LAKE: Fitch Affirms 'B+' IDR, Alters Outlook to Neg. CROSS OCEAN XII: Fitch Assigns 'B-sf' Final Rating to Class F Notes N E T H E R L A N D S ACE HOLDINGS: Moody's Cuts CFR, Senior Secured Debt Ratings to B3 R O M A N I A LIBRA INTERNET: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable T U R K E Y FORD OTOMOTIV: Fitch Affirms 'BB+' Long-Term IDR, Outlook Stable U N I T E D K I N G D O M 76 FAIRHAZEL: BTG Begbies, FRP Advisory Named as Administrators COMPACT ORBITAL: Poppleton & Appleby Named as Joint Administrators HH NO.1 NEW: PwCoopers Appointed as Joint Administrators HH NO.5: PwCoopers Appointed as Joint Administrators HIVE ENERGY: PwC Appointed as Joint Administrators LERNEN BIDCO: Fitch Affirms 'B' LT IDR, Alters Outlook to Neg. LIQUID TELECOMMUNICATIONS: Fitch Puts 'CCC+' IDR on Watch Positive MADDOX STREET: BTG Begbies, FRP Advisory Named as Administrators NATIONAL CAR: PwC Appointed as Joint Administrators NCP EMPIRE: PwC Appointed as Joint Administrators PEAK JERSEY: Moody's Upgrades CFR to B3 & Alters Outlook to Stable - - - - - ============= I R E L A N D ============= ALBACORE EURO I: Fitch Assigns 'B-sf' Final Rating to Cl. F-R Notes ------------------------------------------------------------------- Fitch Ratings has assigned Albacore Euro I CLO DAC Reset final ratings as detailed below. Entity/Debt Rating ----------- ------ Albacore Euro CLO I DAC A Loan LT AAAsf New Rating A-R-R XS3295056348 LT AAAsf New Rating B-R-R XS3295056694 LT AAsf New Rating C-R-R XS3295057072 LT Asf New Rating D-R-R XS3295057239 LT BBB-sf New Rating E-R-R XS3295057585 LT BB-sf New Rating F-R XS3295057825 LT B-sf New Rating Subordinated Notes XS3295723749 LT NRsf New Rating Transaction Summary Albacore Euro CLO I 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. Net proceeds from the notes have been used to redeem the existing notes, except the subordinated notes, and to fund a portfolio with a target par of EUR400 million. The portfolio is actively managed by Albacore Capital LLP. 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 23.9. 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 60.7%. Diversified Asset Portfolio (Positive): The transaction includes various concentration limits, including a top 10 obligor concentration limit of 20%, and a maximum exposure to the three-largest Fitch-defined industries of 40%. These covenants ensure that the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction has an about 5.1-year reinvestment period, which is governed by 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. The transaction includes three sets of Fitch test matrices. Two matrices are effective at closing and correspond to two fixed-rate asset limits of 5% and 12.5%, and a nine-year WAL test. The other four matrices can be selected by the manager any time from 12 months and 18 months after closing and correspond to the same two fixed-rate asset limits and eight-year and 7.5-year WAL tests, respectively. Matrix switches are conditional on the collateral principal amount (with defaults accounted for at Fitch-calculated collateral value) being at least at the reinvestment target par balance and the satisfaction of the transaction's collateral quality tests. Cash Flow Modelling (Positive): The WAL Fitch modelled is 12 months less than the WAL covenant. This is to account for the strict reinvestment conditions envisaged after the reinvestment period. These include passing both the coverage tests and the Fitch 'CCC' limit, and a WAL covenant that progressively steps down. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) across all ratings and a 25% decrease of the recovery rate (RRR) across all ratings of the current portfolio would have no impact on the class A-R-R to C-R-R notes and would lead to a downgrade of one notch for the class D-R-R to E-R-R notes, and to below 'B-sf' for the class F-R notes. Downgrades, which are based on the current portfolio, may occur if the loss expectation is larger than initially assumed, due to unexpectedly high levels of defaults and portfolio deterioration. The class B-R-R to F-R notes have a rating cushion of two notches due to the better metrics and shorter life of the current portfolio than the stressed-case portfolio, and the class A-R-R notes do not have any rating cushion as they are already at the highest achievable rating. Should the cushion between the current portfolio and the stressed-case portfolio be eroded either due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR across all ratings and a 25% decrease of the RRR across all ratings of the stressed-case portfolio would lead to downgrades of: two notches for the class D-R-R; three notches for the class A-R-R and A-L-R-R notes; four notches for the class B-R-Rand C-R-R notes' and below 'B-sf' for the class E-R-R and F-R notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the RDR across all ratings and a 25% increase in the RRR across all ratings of the stressed-case portfolio would lead to upgrades of up to three notches for class E-R-R and up to two notches for class B-R-R, class C-R-R, class D-R-R and class F-R notes, except for those rated 'AAAsf'. Upgrades during the reinvestment period, which are based on the stressed-case portfolio, may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, leading to the ability of the notes to withstand larger-than-expected losses for the remaining life of the transaction. Upgrades after the end of the reinvestment period, except for the 'AAAsf' notes, may occur if there is stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY The majority of the underlying assets or risk presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognised Statistical Rating Organisations and/or European Securities and Markets Authority registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Albacore Euro CLO I 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 XV: Fitch Assigns 'B-sf' Final Rating to Two Tranches ------------------------------------------------------------------ Fitch Ratings has assigned CVC Cordatus Loan Fund XV DAC reset notes final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- CVC Cordatus Loan Fund XV DAC A-R XS2382262793 LT PIFsf Paid In Full AAAsf A-R-R XS3309087263 LT AAAsf New Rating B-1-R XS2382262959 LT PIFsf Paid In Full AAAsf B-2-R XS2382263171 LT PIFsf Paid In Full AAAsf B-R-R XS3309087776 LT AAsf New Rating C-R XS2382263338 LT PIFsf Paid In Full A+sf C-R-R XS3309088584 LT Asf New Rating D-R XS2382263502 LT PIFsf Paid In Full BBB+sf D-R-R XS3309088824 LT BBB-sf New Rating E XS2025846671 LT PIFsf Paid In Full BB+sf E-R-R XS3309090481 LT BB-sf New Rating F XS2025847216 LT PIFsf Paid In Full Bsf F-1-R XS3309090648 LT B-sf New Rating F-2-R XS3318849364 LT B-sf New Rating Transaction Summary CVC Cordatus Loan Fund XV DAC reset is a securitisation of mainly (at least 90%) senior secured obligations with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds have been used to redeem the existing notes (except the subordinated notes) and to fund the existing portfolio with a target par of EUR400 million. The portfolio is actively managed by CVC Credit Partners Investment Management Limited. The CLO will have a five-year reinvestment period and a seven-year weighted average life (WAL) test 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 24.4. High Recovery Expectations (Positive): At least 90% of the portfolio will comprise 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 56.7%. Diversified Portfolio (Positive): The reset transaction includes one matrix set at closing. The matrix set comprises two matrices with fixed-rate asset limits of 5% and 10.5%. The transaction includes various portfolio concentration limits, including a top 10 obligor concentration limit of 18.5% and a maximum exposure to the three-largest Fitch-defined industries of 35%. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Wal Step-Up Feature (Neutral): The transaction can extend its WAL by 12 months on or after the step-up date, which is 12 months after closing. The WAL extension is subject to conditions including the satisfaction of the collateral quality tests and the aggregate collateral balance being at least equal to the reinvestment target par amount. Portfolio Management (Neutral): The transaction has a five-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 for the transaction's Fitch-stressed portfolio analysis is 12 months shorter than the WAL covenant. This is to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period, which include passing the coverage tests and the Fitch 'CCC' bucket limitation test after reinvestment as well as a WAL covenant that gradually steps down, before and after the end of the reinvestment period. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) across all ratings and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would have no impact on the class A-R-R notes and would lead to downgrades of one notch for the class B-R, C-R, D-R and E-R notes. It would also lead to downgrade to below 'B-sf' for the class F-1-R and F-2-R notes. Downgrades are based on the identified portfolio. They 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 rated notes display a rating cushion of two notches for the class B-R, D-R, E-R and F1-R notes and one notch for the class C-R and F2-R notes. Should the cushion between the identified portfolio and the Fitch-stressed portfolio be eroded either due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR and a 25% decrease of the RRR of the Fitch-stressed portfolio across all ratings would lead to a downgrade of up to three notches for the class A-R, B-R, C-R and E-R notes, one notch for the D-R notes and to below 'B-sf' for the class F-1-R and F-2-R notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR across all ratings and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to upgrades of up to five notches for the notes, except the class A-R notes, which are at the highest level on Fitch's scale 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 remaining life of the transaction. 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 available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third-party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. The majority of the underlying assets or risk presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognised Statistical Rating Organisations and/or European Securities and Markets Authority registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for CVC Cordatus Loan Fund XV 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. DRYDEN 131: Fitch Assigns 'B-sf' Final Rating to Class F Notes -------------------------------------------------------------- Fitch Ratings has assigned Dryden 131 Euro CLO DAC final ratings, as detailed below. Entity/Debt Rating ----------- ------ Dryden 131 Euro CLO DAC Class A Loan LT AAAsf New Rating Class A Notes XS3299552730 LT AAAsf New Rating Class B-1 XS3299553035 LT AAsf New Rating Class B-2 XS3299553209 LT AAsf New Rating Class C XS3299553464 LT Asf New Rating Class D XS3299553621 LT BBB-sf New Rating Class E XS3299554785 LT BB-sf New Rating Class F XS3299554355 LT B-sf New Rating Subordinated Notes XS3299554512 LT NRsf New Rating Transaction Summary Dryden 131 Euro CLO 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 fund a portfolio with a target par of EUR400 million. The portfolio is managed by PGIM Loan Originator Manager Limited and PGIM Limited. The collateralised loan obligation (CLO) has a five-year reinvestment period and an 8.5-year weighted average life test (WAL) at closing. KEY RATING DRIVERS Average Portfolio Credit Quality: Fitch assesses the average credit quality of obligors at 'B+'/'B'. The Fitch-calculated weighted average rating factor of the identified portfolio is 22.6. High Recovery Expectations: 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-calculated weighted average recovery rate of the identified portfolio is 60.7%. Diversified Portfolio: The transaction includes various concentration limits, including a maximum of 40% to the three-largest Fitch-defined industries. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management: The transaction includes two sets of Fitch matrices: one effective at closing and another effective 12 months after closing (18 months after closing if the WAL step-up condition is satisfied). Each set incorporates fixed-rate limits of 0% and 12.5%. All matrices are based on a top 10 obligor concentration limit at 25%. The closing matrix set corresponds to an 8.5-year WAL test, while the forward matrix set corresponds to a 7.5-year WAL test. A switch to the forward matrix is subject to the aggregate collateral balance (with defaulted obligations carried at Fitch collateral value) being at least at the reinvestment target par amount. Once the transaction has switched to the forward matrix set, the transaction cannot switch back to the closing matrix set. The transaction has a five-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. WAL Test Step-up Condition: The transaction can step up the WAL test by six months on or after six months from closing, subject to the satisfaction of the collateral quality tests based on the closing matrix set and the aggregate collateral balance (with defaulted obligations carried at Fitch collateral value) being at least at the reinvestment target par amount. Following the step-up of the WAL, the closing matrix set will continue to be the applicable matrix until 18 months have passed. Thereafter the forward matrix set can be applied subject to the aforementioned conditions. Cash Flow Modelling (Positive): The WAL for the transaction's Fitch-stressed portfolio analysis is 12 months less than the WAL covenant. This is to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These conditions include passing the coverage tests and the Fitch 'CCC' bucket limitation test, and a WAL covenant that gradually steps down before and after the end of the reinvestment period. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) across all ratings and a 25% decrease of the recovery rate (RRR) across all ratings of the current portfolio would have no impact on the class A debt and would lead to a downgrade of one notch for class B to E notes, and to below 'B-sf' for the class F notes. Downgrades, which are based on the current portfolio, may occur if the loss expectation is larger than initially assumed, due to unexpectedly high levels of defaults and portfolio deterioration. Due to the better metrics and shorter life of the current portfolio than the stressed-case portfolio, the class B to F notes display a rating cushion of two notches, and the class A debt do not display any rating cushion as they are already at the highest achievable rating. Should the cushion between the current portfolio and the stressed-case portfolio be eroded either due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR across all ratings and a 25% decrease of the RRR across all ratings of the stressed-case portfolio would lead to downgrades of two notches for the class A debt, three notches for the class B to D notes; and below 'B-sf' for the class E and F notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the RDR across all ratings and a 25% increase in the RRR across all ratings of the stressed-case portfolio would lead to upgrades of up to three notches for the rated notes, except for the 'AAAsf' rated debt. During the reinvestment period, upgrades, which are based on the stressed-case portfolio, may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, leading to the ability of the notes to withstand larger-than-expected losses for the remaining life of the transaction. After the end of the reinvestment period, upgrades, except for the 'AAAsf' notes, may occur in case of a stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY 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 Dryden 131 Euro CLO 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. MADISON PARK XXIII: Fitch Assigns B-sf Final Rating to Cl. F Notes ------------------------------------------------------------------ Fitch Ratings has assigned Madison Park Euro Funding XXIII DAC final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- Madison Park Euro Funding XXIII DAC Class A Loan LT AAAsf New Rating AAA(EXP)sf Class A Notes XS3299546419 LT AAAsf New Rating AAA(EXP)sf Class B Notes XS3299546682 LT AAsf New Rating AA(EXP)sf Class C-1 Notes XS3299547490 LT Asf New Rating A(EXP)sf Class C-2 Notes XS3305867882 LT Asf New Rating A(EXP)sf Class D Notes XS3299547813 LT BBB-sf New Rating BBB-(EXP)sf Class E Notes XS3299548035 LT BB-sf New Rating BB-(EXP)sf Class F Notes XS3299548118 LT B-sf New Rating B-(EXP)sf Class M Subordinated Notes XS3320017109 LT NRsf New Rating NR(EXP)sf Transaction Summary Madison Park Euro Funding XXIII DAC is a securitisation of mainly senior secured loans and secured senior bonds (at least 90%) with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds will be used to fund a portfolio with a target par of EUR400 million. The portfolio is actively managed by UBS Asset Management Credit Investments Group (UK) Ltd. The CLO has an approximately five-year reinvestment period and an 8.25-year weighted average life (WAL) test at closing. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors to be in the 'B' category. The Fitch weighted average rating factor of the identified portfolio is 24.1. High Recovery Expectations (Positive): At least 90% of the portfolio will comprise 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 61.5%. Diversified Portfolio (Positive): The transaction will include various concentration limits, including a maximum 40% exposure to the three largest Fitch-defined industries in the portfolio and a top 10 obligor concentration limit at 20%. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction includes one matrix set effective at closing and two forward sets effective at 15 months after closing, or 24 months for the second forward set if the WAL has been extended. All sets correspond to a top 10 obligor concentration limit of 20% and two fixed-rate asset limits of 5% and 12.5%. The closing set corresponds to an 8.25-year WAL test covenant, while the two sets of forward matrices correspond to a 7.75-year and 7-year WAL, respectively. The transaction has an approximately five-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. WAL Step-Up Feature (Neutral): The transaction can extend the WAL by nine months on the step-up date, which is nine months after closing. The WAL extension is subject to conditions including satisfaction of all the collateral quality and portfolio profile tests, most of the coverage tests, plus the aggregate collateral balance (defaults at collateral value) being at least equal to the reinvestment target par balance. Cash Flow Modelling (Positive): The WAL Fitch modelled is 12 months less than the WAL covenant. This is to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These include passing both the coverage tests and the Fitch 'CCC' maximum limit, as well as a WAL covenant that progressively steps down before and after the end of the reinvestment period. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) across all ratings and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would lead to downgrades of one notch for the class B, C, D, and E notes, and to below 'B-sf' for the class F 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 C notes would have a one-notch cushion, while the class B, D, E and F notes have two-notch cushions. 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 across all ratings and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would lead to downgrades of up to four notches for the notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR across all ratings and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to an upgrade of up to three notches for the rated notes, except for the 'AAAsf' rated notes, which are at the highest level on Fitch's scale 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, leading to the ability of the notes to withstand larger-than-expected losses for the remaining life of the transaction. After the end of the reinvestment period, upgrades may occur in case of stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover for losses on 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 The majority of the underlying assets or risk presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognized Statistical Rating Organisations and/or European Securities and Markets Authority registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. Date of Relevant Committee 23 March 2026 ESG Considerations Fitch does not provide ESG relevance scores for Madison Park Euro Funding XXIII 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. PROVIDUS CLO IV: Fitch Assigns B-sf Final Rating to Cl. F-R-R Notes ------------------------------------------------------------------- Fitch Ratings has assigned Providus CLO IV Designated Activity Company's reset notes final ratings, as detailed below. Entity/Debt Rating ----------- ------ Providus CLO IV Designated Activity Company A-1-R-R XS3305109780 LT AAAsf New Rating A-2 XS3309071267 LT AAAsf New Rating B-R-R XS3305109947 LT AAsf New Rating C-R-R XS3305110366 LT Asf New Rating D-R-R XS3305110796 LT BBB-sf New Rating E-R-R XS3305111091 LT BB-sf New Rating F-R-R XS3305111331 LT B-sf New Rating Subordinated Notes XS3305111687 LT NRsf New Rating Transaction Summary Providus CLO IV Designated Activity Company is a European cash flow collateralised loan obligation (CLO) backed predominantly by senior secured obligations (at least 90%) with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds were used to fund a portfolio with a target par of EUR400 million. The portfolio is actively managed by Permira European CLO Manager LLP. At closing, the CLO has a four-year reinvestment period, and an 8.5-year weighted average life (WAL) test covenant. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch considers the average credit quality of obligors to be in the 'B'/'B-' category. The Fitch weighted average rating factor of the identified portfolio is 24.9. 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 60.4%. Diversified Asset Portfolio (Positive): The transaction sets out various portfolio concentration limits, including a cap of 20% for the top 10 largest obligors, and a maximum exposure to the three largest Fitch-defined industries of 40%. These covenants help ensure the portfolio is not excessively concentrated. Portfolio Management (Neutral): The transaction features a four-year reinvestment period, scheduled to expire on 13 April 2030, and reinvestment criteria broadly consistent with other European CLOs. The legal documents include three sets of matrices (set A, set B and set C). Each set contains two matrices with fixed-rate limits of 5% and 12.5%. All six matrices have a top 10 largest obligor concentration limit at 20%. Set A applies at the issue date and is linked to an 8.5-year WAL test covenant. From six months after the issue date, the collateral manager may switch to set B, which references an eight-year WAL test covenant, subject to the collateral principal amount (measured with defaults at Fitch collateral value) meeting or exceeding the reinvestment target par balance. From 18 months after the issue date, the collateral manager may switch to set C, which references a seven-year WAL test covenant, subject to the collateral principal amount (measured with defaults at Fitch collateral value) meeting or exceeding the reinvestment target par balance. Cash Flow Modelling (Positive): Fitch's analysis relies on a stressed-case portfolio to test the robustness of the structure against its covenants and portfolio guidelines. The WAL used for the transaction's Fitch-stressed portfolio analysis was reduced by 12 months to reflect the strict post-reinvestment period conditions, which include passing all coverage tests, passing the Fitch 'CCC' obligations portfolio profile test, which is capped at 7.5%, and a WAL test covenant that progressively steps down. In Fitch's opinion, these conditions reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) across all ratings and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would lead to a downgrade of one notch for class D and E notes and to below 'B-sf' for the class F notes. There is no rating impact for class A-1, A-2, B and C notes. Downgrades based on the identified portfolio, may occur if the loss expectation is larger than initially assumed, due to unexpectedly high levels of default and portfolio deterioration. The class B, C, D, E and F notes have a two-notch cushion due to the better metrics and shorter life of the identified portfolio than the Fitch-stressed portfolio. The class A-1 and A-2 notes are rated at the highest level on Fitch's scale and cannot be upgraded. 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 across all ratings and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would result in downgrades of three notches for the class A-1 notes, four notches for the class A-2, B, C and D notes and to below 'B-sf' for the class E and F notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR across all ratings and a 25% increase in the RRR across all ratings of Fitch-stressed portfolio would result in upgrades of two notches for the class B, C, D and F notes, and three notches for the class E notes. The class A-1 and A-2 notes are rated at the highest level on Fitch's scale and cannot be upgraded. Upgrades may occur during the reinvestment period, based on the Fitch-stressed portfolio, on better-than-expected portfolio credit quality and a shorter remaining WAL test, meaning the notes are able to withstand larger-than-expected losses for the transaction's remaining life. Upgrades after the end of the reinvestment period may occur on stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY The majority of the underlying assets or risk presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognised 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 Providus CLO IV Designated Activity Company. 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. SIGNAL HARMONIC VI: Fitch Assigns B-sf Final Rating to Cl. F Notes ------------------------------------------------------------------ Fitch Ratings has assigned Signal Harmonic CLO VI DAC's notes final ratings, as detailed below. Entity/Debt Rating ----------- ------ Signal Harmonic CLO VI DAC A XS3281852379 LT AAAsf New Rating B XS3281852536 LT AAsf New Rating C XS3281852700 LT Asf New Rating D XS3281852965 LT BBB-sf New Rating E XS3281853187 LT BB-sf New Rating F XS3281853344 LT B-sf New Rating M XS3295041746 LT NRsf New Rating Subordinated Notes XS3281853690 LT NRsf New Rating Transaction Summary Signal Harmonic CLO VI DAC is a securitisation of mainly senior secured obligations (at least 90%) with a component of senior unsecured, second-lien loans and high-yield bonds. Net proceeds from the issuance of the notes have been used to fund a portfolio with a target par amount of EUR400 million. The portfolio is actively managed by Signal Loan Management Limited. The CLO has a five-year reinvestment period and a nine-year weighted average life (WAL) test covenant. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors to be in the 'B'/'B-' category. The Fitch weighted average rating factor of the identified portfolio is 24.7. High Recovery Expectations (Positive): At least 90% of the portfolio comprises senior secured obligations. The recovery prospects for these assets are more favourable than for second-lien, unsecured and mezzanine assets. The Fitch weighted average recovery rate of the identified portfolio is 61.9%. Covenants Mitigate Risk (Positive): The transaction has three matrix sets, corresponding to a top 10 obligor limit of 20%, and two fixed-rate asset limits at 5% and 10%. The first matrix set corresponds to a WAL of nine years at closing. The second and third have a WAL of eight and seven years, respectively, and are effective at one year and 24 months from closing, subject to the portfolio being at or above the reinvestment target par balance. The transaction also has various concentration limits, including a top 10 obligor concentration limit of 20% and a maximum exposure to the three largest Fitch-defined industries of 40%. These covenants ensure that the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction has a reinvestment period of five years 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 deal structure against its covenants and portfolio guidelines. Cash Flow Modelling (Positive): The WAL for the transaction's Fitch-stressed portfolio analysis and matrices analysis is 12 months less than the WAL covenant. This is to account for the strict reinvestment conditions envisaged for the deal after its reinvestment period, which include passing the coverage test and the Fitch 'CCC' bucket limitation test after reinvestment, and a WAL covenant that gradually steps down, before and after the end of the reinvestment period. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase in the mean default rate (RDR) and a 25% decrease in the recovery rate (RRR) across all the ratings of the identified portfolio would lead to downgrades of one notch each for the class B, C and D notes and to below 'B-sf' for class F. The class A and E notes would not be affected. Downgrades, which are based on the identified portfolio, may occur if the loss expectation is larger than assumed, due to unexpectedly high levels of default and portfolio deterioration. The class B to F notes each have a rating cushion of two notches due to the identified portfolio's better metrics and a shorter life than the Fitch-stressed portfolio. The class A notes have no rating cushion, as they are at the highest achievable rating on Fitch's scale. 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% rise in the mean RDR and a 25% fall in the RRR across all the ratings of the Fitch-stressed portfolio would lead to downgrades of up to four notches for the class A to D notes and to below 'B-sf' for the class E and F notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction in the mean RDR and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to upgrades of up to four notches, except for the 'AAAsf' notes as they are at the highest achievable rating on Fitch's scale. Upgrades during the reinvestment period, which are based on the Fitch-stressed portfolio, may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, allowing the notes to withstand larger-than-expected losses for the remaining life of the transaction. Upgrades after the end of the reinvestment period 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 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 Signal Harmonic CLO VI 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. ========= I T A L Y ========= FIBERCOP S.P.A: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable ---------------------------------------------------------------- Fitch Ratings has affirmed FiberCop S.p.A.'s Long-Term Issuer Default Rating (IDR) at 'BB' with a Stable Outlook. Fitch has also affirmed its senior secured debt at 'BB+' with a Recovery Rating of 'RR2'. The rating actions follow a proposed issue of new 2031 benchmark-sized senior secured notes, with proceeds to be maintained as cash on the balance sheet to support accelerated capex investments, concomitantly with an ongoing amendment and extension of the EUR7.6 billion senior facilities. These include a EUR5.5 billion term loan and a EUR2.1 billion revolving credit facility, which as of today has seen around 83% of the total commitment extending maturity from 2029 to 2031 while reducing the financial cost. FiberCop's ratings reflect its leading position as a provider of mission-critical digital infrastructure in Italy, with a structurally supportive market and a pure wholesale business model providing enhanced revenue visibility. The rating is tempered by negative free cash flow (FCF) over the next four years, after which Fitch expects significant improvements driven by capex reductions. Fitch expects EBITDA net leverage to temporarily exceed its 7.0x negative sensitivity in 2026-2027 due to high-fiber roll-out capex. However, the accelerated network roll-out will allow FiberCop to strengthen its asset base and market position, realise efficiencies, increase FCF generation and lower leverage over the long term. Key Rating Drivers High Leverage during Investment Phase: Fitch estimates FiberCop's Fitch-defined EBITDA net leverage was 6.6x in 2025, which is slightly better than its previous expectation of 6.8x due to lower cash interest and tax outflows, positive working capital change and the deferral of some capex into 2026. However, Fitch expects EBITDA net leverage to increase to 7.4x in 2026 and remain above the negative sensitivity in 2027 due to increased capex before declining to within sensitivities in 2028, in line with its previous expectations. The rating and Stable Outlook reflect Fitch's through-the-cycle approach and its view that FiberCop's strong revenue visibility can support a temporary increase in leverage during the investment phase, underpinned by expectations of stronger FCF generation and deleveraging over the medium term. Fitch has relaxed the leverage thresholds by 0.2x, reflecting its revised view of the market structure, with FiberCop benefiting from an estimated lower network duplication in more than 50% of its footprint. Fiber Roll-out on Track: In 2025, FiberCop reached 71% of its fiber roll-out target and expects to complete it by end-2027. This increases capex in the short term but is supportive of the company's operating profile through improved revenue and cost prospects in the medium-to-long term. Its first-mover advantage should underpin its larger market share in new connections and reduce network churn. The increased capex plan includes investments in 'black' and 'grey' areas to protect its market share. Other projects include investments to reduce opex and support EBITDA margin expansion also through the decommissioning of its legacy network. High Capex Limits FCF: FiberCop's capex deployment constrains FCF at least over the next four years, although the company has flexibility to scale back capex. Its base case assumes that capex will remain over 50% of revenue a year in 2026-2027 and over 30% in 2028-2029. Fitch sees a lower risk of investments in fibre infrastructure than other fibre build-outs in Europe as FiberCop overbuilds its existing copper footprint. Its fibre capex carries execution risk, but it should lead to higher profitability and cash flow conversion once completed. Core National Infrastructure: FiberCop is the leading Italian wholesale fixed-line network in Italy by connections and capillarity, with an overall market share of 68% as of September 2025 and a total customer base of about 13.7 million. Its network is mission-critical digital infrastructure as the incumbent national provider of wholesale broadband services to the Italian market, alongside its legacy copper network. Its network covers about 28 million households (88% of coverage) with fibre-to-the-cabinet (FTTC) technology, and it plans to cover more than 20 million homes with fibre-to-the-home (FTTH) by end-2027. Supportive Market Structure: The Italian local access wholesale market is primarily shaped by competition between FiberCop and Open Fiber. Unlike other European markets, Italy has only two operators with national FTTH networks. Competition between the networks exists in high-density areas ('black' areas) and could develop in some mid-density ones ('grey 1' areas), while rural areas ('grey 2', 'white 1' and white 2' areas) have exclusive concessionaires. FiberCop will cede some market share as Open Fiber rolls out its FTTH network in rural areas, especially in 'white 1' and 'grey 2' areas. Good Revenue Visibility: FiberCop and TIM have signed a long-term master service agreement, covering a large share of the former's revenue base. In addition, broadband penetration in Italy is low at 62%, versus other European countries' and Fitch expects this to gradually increase, supporting FiberCop's revenue growth and partly offsetting competition from Open Fiber. Rapid EBITDA Margin Growth: Fitch expects FibeCop's Fitch-defined EBITDA margin to improve to 59% in 2028 from 44% in 2025. This is supported by the implementation of voluntary early retirement programmes and lower leasing and facility costs from its copper decommissioning plan. The cost-reduction programme includes restructuring charges; Fitch treats about EUR130 million-190 million a year as recurring and includes these in cash flow from operations (CFO) in 2026-2029. Fitch does not expect a material impact from potential energy price rises as FiberCop has hedged 90% and 70% of the envisaged energy consumption in 2026 and in 2027-2028, respectively. Peer Analysis NBN Co Limited (AA+/Stable), which is Australia's monopolistic provider of wholesale broadband access, is an immediate peer to FiberCop. NBN's Standalone Credit Profile (SCP), which excludes government support, is 'bb'. FiberCop's business profile is weaker than NBN's, due to its lower market share, the competitive environment in Italy and the absence of government-related entity (GRE) support (based on Fitch's GRE criteria). NBN also has lower exposure to declining technologies, such as copper, whereas FiberCop will continue to have FTTC for a longer period. Other telecom infrastructure peers include CETIN Group N.V (BBB/Stable) and TDC NET A/S (BB/Stable), which both own fixed and mobile infrastructure. These two peers either have exposure to mobile network operations or operate in a more competitive environment, leading to a lower leverage tolerance for the same rating. Integrated telecoms operators, such as BT Group plc and Royal KPN N.V. (both BBB/Stable), have tighter leverage thresholds per rating band than FiberCop, due primarily to their retail units, which carry higher risks. This is due to their exposure to changes to sales volumes and pricing, mobile spectrum costs and market competition. European tower companies Cellnex Telecom S.A. (BBB-/Stable) and Infrastrutture Wireless Italiane S.p.A. (BBB-/Stable) have a stronger operating profile than FiberCop and therefore also a larger leverage capacity at the same rating. They benefit from higher cash flow visibility and stability from long-term contracts, minimal technology obsolescence risk, greater visibility on capex returns, higher price indexation and, in many cases, energy cost pass-through. Fitch’s Key Rating-Case Assumptions - Total revenue growth in the low single digits a year in 2026-2029 - Fitch-defined EBITDA margin of 47% in 2026, increasing to 59% in 2028 - Fitch-defined capex (including subsidies) to remain EUR1.4 billion-2.7 billion a year during 2026-2028 or 37%-72% of revenue - No dividends payments for the next four years Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the SCP: - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Sector Characteristics (bbb, Moderate), Market and Competitive Positioning (bbb+, Higher), Diversification and Asset Quality (bbb-, Moderate), Company Operational Characteristics (a, Moderate), Profitability (a+, Moderate), Financial Structure (ccc, Moderate), and Financial Flexibility (bb, Higher). - The quantitative financial subfactors are based on custom CRT financial period parameters: 10% weight for the forecast year 2025, 30% for the forecast year 2026, 30% for the forecast year 2027 and 30% for the forecast year 2028. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'bbb+' results in no adjustment. - The SCP is 'bb'. Recovery Analysis Fitch rates FiberCop's senior secured rating at 'BB+' in accordance with its Corporates Recovery Ratings and Instrument Ratings Criteria, under which Fitch applies a generic approach to instrument notching for 'BB' rated issuers. Fitch classifies FiberCop's debt as "category 2 first-lien" according to its criteria, resulting in a Recovery Rating of 'RR2'. This leads to a one-notch uplift from the IDR to 'BB+'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to reduce EBITDA net leverage below 7.0x by 2028 - Lower-than-expected net adds for broadband and deterioration of FiberCop's market position, leading to slower revenue and EBITDA growth - Expectations of negative FCF beyond the fibre roll-out programme - EBITDA interest cover structurally below 2.0x Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA net leverage consistently below 6.0x - Sustainable competitive positions in the fixed-line sector - Good visibility that CFO less capex/gross debt will trend above 5% in the short-to-medium term - EBITDA interest cover sustained at above 3.0x Liquidity and Debt Structure FiberCop has healthy liquidity, with cash on balance sheet of EUR2.6 billion at end-2025 and an undrawn revolving credit facility of EUR2.1 billion. Fitch's base case assumes that FiberCop will raise additional debt totalling about EUR2.3 billion between 2026 and 2029. Issuer Profile FiberCop is a leading national fixed-line wholesale network operator in Italy carved out from the previously integrated incumbent mobile network operator - Telecom Italia. Summary of Financial Adjustments Fitch excludes EUR73 million of amortisation of building improvements and amortisation of IRU purchases from IFRS16 adjustment in 2025 as Fitch does not consider them as lease costs. 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 FiberCop. 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 ----------- ------ -------- ----- FiberCop S.p.A. LT IDR BB Affirmed BB senior secured LT BB+ Affirmed RR2 BB+ =================== L U X E M B O U R G =================== ALEXANDRITE LAKE: Fitch Affirms 'B+' IDR, Alters Outlook to Neg. ---------------------------------------------------------------- Fitch Ratings has revised the Outlook on Alexandrite Lake Lux Holdings S.a.r.l.'s Long-Term Issuer Default Rating (IDR) to Negative from Stable and affirmed the IDR at 'B+'. Fitch has also affirmed the EUR300 million senior secured bond at 'BB-' with a Recovery Rating of 'RR3'. The Outlook and ratings also apply to the co-issuer, Savoy Luxembourg Holdings S.à.r.l. (together, the co-midcos). The co-midcos jointly own 100% of alstria office S.a r.l. (alstria). The Negative Outlook reflects Fitch's forecast of delayed net debt/EBITDA reduction, which would result in exceeding the 18x negative rating sensitivity over the next three years. This is because rental growth from vacancy-reducing office refurbishments is slowing while disposal volumes are lower than forecast amid subdued investment activity in alstria's core German markets. Profitability is pressured by higher administrative expenses following recent changes in the company's group structure. Key Rating Drivers Refurbishments Slowing: alstria specialises in refurbishing and repositioning some of its EUR4.1 billion German office portfolio, with the bulk of the portfolio on long leases, targeting affordable city-centre rents. Vacancies (22% at end-2025; 20% at end-2024) stem from unlet refurbishment activity, which Fitch believes will remain high as alstria reduces planned and ongoing refurbishments. Offices with 156,000 square metres (sqm) of lettable area are labelled as development assets (defined as those with more than 50% vacant), but the end-2025 development pipeline reduced to 51,000 sqm (6.5% of gross asset value). This includes Platz der Einhelt 1 in Frankfurt (no pre-lets announced), and the multi-phase Epplestrasse in Stuttgart, where refurbishment and letting are progressing slowly before further capex. Disposal Volumes Drop: Lower-than-expected asset disposals of EUR39 million in 2025 (2024: no disposals) limit alstria's capital capacity for portfolio upgrades and deleveraging. Ongoing refurbishment projects, including EUR100 million of committed capex, are covered by available liquidity. Disposals averaged about EUR80 million a year in 2018-2022 (often post-refurbishment) and helped fund capex, but disposals have fallen sharply since 2023. A meaningful recovery in 2026 is unlikely given market-wide lack of liquidity for non-trophy German offices. Focus on Major Office Markets: alstria's portfolio is in Germany's main office markets: including Hamburg (32% of market value at end-2025), Düsseldorf (26%) and Frankfurt (22%). alstria targets assets requiring investment to fulfill modern office requirements and capture rental uplifts, reflected in an average none-prime rent of EUR19/sqm/month (excluding vacancies). Portfolio Potential: alstria could benefit from the widening gap between prime and secondary German office assets. Many of its properties are centrally located, potentially attracting tenants relocating from out-of-town office parks. By upgrading these assets to modern ESG standards (now increasingly required by both private and public-sector tenants), alstria has achieved up to a 20% return on cost through higher rents, although returns vary and can be below 5%, depending on location and capex per sqm. Solid Letting Activity: alstria's letting volume rose to 236,000 sqm in 2025 from 159,000 sqm in 2024, reflecting operational stability in its core business. This increase includes 58,300 sqm of temporary lease extensions by its largest tenant, the City of Hamburg, for some near-term lease expiries on initially unchanged rents. Active lease management has smoothed the expiry schedule, with a stable weighted average unexpired lease term (WAULT) of 5.8 years at end-2025 (end-2024: 5.2 years) and the 2026 lease maturity concentration reduced to 14% at end-2025 from 38% at end-2024 (including 16% with the City of Hamburg). Office Market Challenges: alstria's solid 2025 letting performance was supported by a flat German office letting market (market leasing volumes stable year-on-year, albeit 25% below the 10-year average). Disposal activity remained weak amid lack of liquidity (market investment volumes 70% below the 10-year average). If positive leasing momentum persists, investment markets may follow in the medium term. Office tenants are increasingly willing to make space decisions as visibility on office-usage patterns improves, although AI may prolong the sector's transition. Public Tenant Component: alstria's tenant profile is strengthened by about 30% of rents from the public sector and diversified large corporates among the top 10 tenants. Public tenants provide stability but can limit rental upside in central locations where rents must remain affordable. Deleveraging Postponed: Fitch forecasts alstria's net debt/EBITDA to remain higher than previously expected, at 17x-19x over the next three years. Execution risk around deleveraging through disposals underpins Fitch's decision to revise the Outlook to Negative. Its forecast suggests alstria's leverage might reduce to below 16x by 2029, but this is subject to a significant improvement in the German office transaction market, on which alstria relies to achieve its disposal targets. Loan-to-value (LTV) was 55% at end-2025. Solid Interest Cover: alstria's legacy low-coupon debt, although gradually being refinanced, combined with its hedging book should keep interest cover at about 1.5x during the forecast period. The pressure to achieve top-line growth through capex is reduced by derivatives-managed interest expense, even though disposal-driven deleveraging remains. Key Rating Drivers for the Co-Midcos Incremental Midcos Debt: In August 2025, the co-midcos raised a EUR300 million secured bond at a 6.75% coupon maturing 2030. PSL Assessment 'Porous': Fitch uses its Parent and Subsidiary Linkage (PSL) Rating Criteria reflecting the co-ordinated Brookfield ownership and the co-midcos' control over alstria's strategy. Under its PSL criteria, Fitch assesses alstria's legal ring-fencing as 'porous', reflecting the debt incurrence and maintenance covenants in alstria's public bonds, which limit downside risk. Dividends from alstria are not required to service co-midco debt, which also has liquidity support from its owners. In addition, a default of a co-midco will not result in a default on alstria's debt. Fitch also assesses access and control as 'porous', with alstria's external funding and stated financial policy (alstria's LTV target of below 50%, no co-borrowing) conditioned by financial covenants. PSL-Required Consolidated Metrics: According to the criteria, the co-midcos' ratings are derived from the consolidated profile, including alstria's figures. Consolidated net debt/EBITDA is 19x-21x, LTV is 60%-65% and consolidated interest cover narrows to 1.2x by 2028. Co-Midcos' Debt Reliant on alstria: To service the bonds' coupons, co-midcos are reliant on cash dividends from alstria, and/or liquidity under a letter of credit (LOC)-backed mechanism for interest payment shortfalls. Fitch views the six-month LOC interest expense reserve mechanism, supported by the two Brookfield funds, as an accretive initial six-month liquidity to cover interest payments for the senior secured bond, should dividends from alstria be interrupted. If the LOC is drawn, Brookfield may be required to renew its commitment to, or top-up, any shortfall in the six-month LOC. alstria Dividend Capacity Tightening: Instead of alstria upstreaming a dividend, the ultimate owners expect alstria to deploy its cash flow towards re-investment in higher-yielding property refurbishments. Fitch calculates alstria's dividend capacity ratio (defined as EBITDA less interest expense and tax/co-midco interest costs) and standalone interest cover, as at or above 2x, but the co-midcos' consolidated interest cover tightens to 1.3x by 2027. The high consolidated leverage and tight interest cover frame the co-midcos' ratings. Financial Covenants: Incremental debt at the co-midcos is limited to EUR515 million. As incurrence-based covenants, alstria's public bonds have an LTV ratio below 60% (end-2025 bond covenant calculation: 55%), secured debt/total assets below than 45% (31%) and unencumbered assets/unsecured debt above 150% (192%). alstria's maintenance-based interest coverage is above 1.8x (2.4x). Peer Analysis Compared with alstria's EUR4.1 billion portfolio concentrated in Germany's top office markets, DEMIRE Deutsche Mittelstand Real Estate AG's (IDR: CCC+) EUR0.8 billion secondary office-weighted portfolio is located in non-central business district (CBD) areas. alstria offers mid-market rents in or near CBD locations, where demand is stronger than for DEMIRE's non-CBD affordable office space. Branicks Group AG's EUR3.6 billion directly owned German office portfolio is comparable to alstria's, but has a higher share of assets in non-major cities. Due to weak market liquidity, like alstria and DEMIRE, Branicks has missed its more ambitious 2025 disposal target, although about EUR450 million of disposals were achieved close to book value. Within Brookfield-owned Alexandrite Monnet UK HoldCo Plc (B+/Stable), Befimmo's assets are concentrated in Brussels' prime CBD market and have high occupancy, strong rent collection and a focus on increasing rents and ESG credentials. At end-2024, the tenant base comprised about 50% public sector entities, unique among Fitch-rated peers. Befimmo's asset quality is higher than alstria's and its cash flow has greater visibility, reflected in an earliest-break basis lease length of 9.5 years compared with alstria's 5.2 years. Lower-leveraged Sirius Real Estate Limited (BBB/Stable) invests in secondary German offices, which are located close to key German cities. Sirius's approach to acquiring higher-yielding assets, with moderate capex needs, is standardised and has a record of improving cash flow and lease tenors. Fitch’s Key Rating-Case Assumptions - Rental growth from annual indexation of 1.8%-1.9% - Gross rent yield on refurbishment capex of 5%-15% - Income yield rent lost from disposals (also producing an annualised effect) of 3%-5% - Investment property disposals of EUR50 million in 2026, EUR150 million in 2027, EUR200 million annually, thereafter - Total value-enhancing capex of EUR80 million in 2025 and in 2026, EUR100 million, thereafter - Cost of debt for in-place secured loans is based on Fitch's Global Economic Outlook euro policy rate; new unsecured debt assumed to be issued at a fixed-rate cost of 4.5% - As existing interest-rate hedging and caps expire, alstria's cost of debt increases by a total EUR42 million in 2026-2028 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 (bbb-, Lower), Access to Capital (bb+, Moderate), Liability Profile (bbb-, Moderate), Property Portfolio (bbb, Moderate), Rental Income Risk Profile (bbb-, Moderate), Profitability (bb+, Lower), Financial Structure (b, Higher), and Financial Flexibility (b+, Higher). - Assessments of the quantitative financial subfactors include bespoke calculations. - 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+'. To derive the IDR: - Application of Fitch's PSL Rating Criteria results in a consolidated approach. Recovery Analysis Its bespoke recovery analysis of Alexandrite Lake's senior secured bond assumes that the co-midcos would be liquidated rather than restructured as a going concern in a default. Fitch uses alstria's EUR4,427 million of investment property assets as at end-2025. Given the inclusion of its undrawn EUR150 million revolving credit facility (RCF) in debt, the drawing of which would most likely add assets, Fitch added the same amount to investment properties, the total of which Fitch applies a standard 20% discount. Also, a standard 10% deduction is made for administrative claims. Fitch's principal waterfall analysis measures these proceeds against alstria's end-2025 secured debt of EUR1,480 million, and unsecured gross debt of EUR1,285 million plus the longer-dated EUR150 million portion of the undrawn RCF maturing in 2028. Flowing through to the co-midcos, Fitch's principal waterfall analysis generates a high ranked recovery for the EUR300 million structurally subordinated secured bond. At co-midcos' 'B+' IDR, the senior secured rating is capped at 'RR3'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Using Fitch's PSL criteria, co-midcos' IDRs are the same as the consolidated profile - Deterioration of alstria's operational and financial profile - Co-midco consolidated net debt/EBITDA above 18x - Co-midco consolidated LTV above 65% - Co-midco standalone interest coverage below 1.2x (alstria EBITDA less interest expense/co-midco interest expense) Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Material improvement in the consolidated profile, including alstria's operational and financial profile - Co-midco consolidated net debt/EBITDA below 14x - Co-midco consolidated LTV below 55% - Co-midco standalone interest coverage above 1.45x Liquidity and Debt Structure alstria faces EUR193 million of debt maturities in 2026, comprising its 2026 bond and a EUR40 million Schuldschein. This amount, together with committed capex of EUR29.5 million, is comfortably covered by EUR300 million of cash available at end-2025, which stems from recent unsecured and secured debt drawings, and a downsized EUR150 million RCF maturing in April 2029. This results in a liquidity score of 2.3x. In 2025, alstria issued a six-year EUR500 million bond with a 5.5% coupon in March and a three-year EUR500 million bond in October with a 4.3% coupon. Of its two existing bonds expiring in 2026 and 2027, EUR153 million and EUR91 million, respectively, remained outstanding following partial repayments during the year. Currently, there are no other unsecured debt maturities in alstria's debt book until 2029. 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 Alexandrite Lake Lux Holdings S.à.r.l. 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 ----------- ------ -------- ----- Alexandrite Lake Lux Holdings S.a r.l. LT IDR B+ Affirmed B+ senior secured LT BB- Affirmed RR3 BB- Savoy Luxembourg Holdings S.a r.l. LT IDR B+ Affirmed B+ senior secured LT BB- Affirmed RR3 BB- CROSS OCEAN XII: Fitch Assigns 'B-sf' Final Rating to Class F Notes ------------------------------------------------------------------- Fitch Ratings has assigned Cross Ocean Bosphorus CLO XII DAC final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- Cross Ocean Bosphorus CLO XII DAC Class A XS3262499554 LT AAAsf New Rating AAA(EXP)sf Class B XS3262499802 LT AAsf New Rating AA(EXP)sf Class C XS3262500153 LT Asf New Rating A(EXP)sf Class D XS3262500310 LT BBB-sf New Rating BBB-(EXP)sf Class E XS3262500583 LT BB-sf New Rating BB-(EXP)sf Class F XS3262500740 LT B-sf New Rating B-(EXP)sf Subordinated Notes XS3262501045 LT NRsf New Rating NR(EXP)sf Transaction Summary Cross Ocean Bosphorus CLO XII DAC is a securitisation of mainly (at least 90%) senior secured obligations with a component of senior unsecured, mezzanine, second-lien loans and high-yield bonds. Note proceeds were used to purchase a portfolio with a target par of EUR400 million. The portfolio is actively managed by Cross Ocean Adviser LLP. The collateralised loan obligation (CLO) has a five-year reinvestment period and a nine-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'/'B-'. The Fitch-weighted average rating factor (WARF) of the identified portfolio is 24.6. 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 (WARR) of the identified portfolio is 61%. Diversified Portfolio (Positive): The transaction includes various other concentration limits in the portfolio, including a top 10 obligor concentration limit of 20% and a maximum exposure to the three-largest Fitch-defined industries in the portfolio at 40%. These covenants ensure that the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction includes six matrices. Two matrices are effective at closing and correspond to two fixed-rate asset limits of 0% and 5% and a nine-year WAL test. The other four matrices can be selected by the manager any time from 12 months and 24 months after closing and correspond to the same two fixed-rate asset limits and eight-year and seven-year WAL tests, respectively. The transaction has a five-year reinvestment period, which is governed by reinvestment criteria that are 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 was reduced by 12 months, to account for the strict reinvestment conditions envisaged after the reinvestment period. These include the over-collateralisation tests and Fitch's 'CCC' limitation test. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would have no impact on the class A notes, would lead to downgrades of one notch each for the class B, D and E notes, two notches for the class C notes and to below 'B-sf' for the class F notes. Downgrades, which are based on the identified portfolio, may occur if the loss expectation is larger than assumed, due to unexpectedly high levels of default and portfolio deterioration. The class B to E notes each have a rating cushion of up to two notches due to the better metrics and shorter life of the identified portfolio than the Fitch-stressed portfolio. The class A notes have no rating cushion. Should the cushion between the identified portfolio and the Fitch-stressed portfolio be eroded due to manager trading or negative portfolio credit migration, a 25% increase of the mean RDR and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would lead to downgrades of up to four notches for the class A to D notes, and to below 'B-sf' for the class E and F notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A 25% reduction of the mean RDR and a 25% increase in the RRR across all ratings of the Fitch-stressed portfolio would lead to upgrades of up to three notches each for the notes, except for the 'AAAsf' rated notes. Upgrades during the reinvestment period, which are based on the Fitch-stressed portfolio, may occur on better-than-expected portfolio credit quality and a shorter remaining WAL test, allowing the notes to withstand larger-than-expected losses for the transaction's remaining life. Upgrades after the end of the reinvestment period may result from stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY 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 rating agency's analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Cross Ocean Bosphorus CLO XII 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. ===================== N E T H E R L A N D S ===================== ACE HOLDINGS: Moody's Cuts CFR, Senior Secured Debt Ratings to B3 ----------------------------------------------------------------- Moody's Ratings downgraded the long-term corporate family rating of Ace Holdings III B.V. (Ace, Sport Group) to B3 from B2 and the probability of default rating to B3-PD from B2-PD. Concurrently, Moody's downgraded to B3 from B2 the rating of the EUR550 million backed senior secured term loan B2 due 2031 (term loan B) and the EUR100 million backed senior secured revolving credit facility due 2030 (RCF) with Ace Bidco, Inc. the borrower and Sport Group GmbH as the co-borrower, both subsidiaries of Ace. The outlook on both entities remains stable. The rating action reflects: -- Credit metrics materially worse than Moody's expectations for the B2 rating. Moody's forecasts improvement, but only to metrics in line with the B3 rating. -- Softer revenues and EBITDA in 2025 compared to 2024 despite consolidation of acquired businesses, due to adverse foreign exchange effects, delay of tenders and adverse weather conditions in Australia as well as costs and investments in relation to the launch of a Value Creation Plan (VCP). -- Sport Group provides lenders' reports and hosts lender calls, both on a quarterly basis. The detail of disclosure is less than for comparable private equity owned companies, especially around the timing and associated costs of the VCP implementation and little granularity on extraordinary items and their timing effects, which limits forecast visibility. RATINGS RATIONALE Moody's estimates Moody's-adjusted debt to EBITDA of 8.6x in 2025 and expected 2026 gross leverage of 7.0x, as well as negative free cash flow (FCF) of - EUR28 million in 2025 and forecast - EUR8 million in 2026. Moody's expects positive run-rate EBITDA effects from the VCP in 2026 and 2027 to support deleveraging. These benefits largely stem operational efficiencies such as insourcing, lower operating costs and procurement savings. The B3 ratings reflect Sport Group's strong positions in the global market for artificial turf and sport surfaces; growing demand for turf and surface with multi-year replacement cycles that support recurring revenues; low capital intensity; and potential to benefit from both organic and inorganic growth. Sport Group's profitability in 2026 and 2027 should benefit from incrementally rising benefits from its VCP. Sport Group's focus on sustainable and recyclable products aligns with evolving industry standards. The company's product and end market concentration; its moderate scale; low, but gradually improving profitability supported by strategic initiatives; competitive tender processes; and Moody's-adjusted gross leverage of around 8.6x as of December 2025 (preliminary), all constrain the rating. Moody's expects debt-funded growth through bolt-on acquisitions to further consolidate the market, which may lead to increased leverage and adds some execution risk, but also creates potential to improve the business profile. Weaker macroeconomic conditions including higher inflation and weaker consumer sentiment as a result of the military conflict in the Middle East could weigh on revenue generation and could erode some of the expected profitability improvements from the VCP. OUTLOOK The outlook is stable and factors in net benefits from executing Sport Group's VCP accruing from 2026 onwards to support deleveraging to below 7x in 2026 and to below 6x in 2027. LIQUIDITY The liquidity of Sport Group is adequate. It reflects cash of EUR80 million at year-end 2025 and virtually full availability of its EUR100 million RCF with around EUR1 million of drawings as of FYE25. Moody's expects the FCF deficit in 2026 to lower to EUR8 million and turn positive in 2027 thanks to positive benefits from the ongoing business transformation. The next material debt maturity is in 2030. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade ratings if Debt/EBITDA is sustainably below 5.5x and EBITA to interest above 1.75x; and positive FCF. Conversely, Moody's could downgrade ratings if Sport Group does not de-leverage to below 7.0x; or if liquidity deteriorates. All metric reference on a Moody's-adjusted basis. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Manufacturing published in September 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE Ace Holdings III B.V., based in the Netherlands, owns and controls Sport Group TopCo GmbH, based in Burgheim/Germany. Sport Group develops, manufactures, distributes, installs and recycles synthetic surface systems. In 2025, Sport Group generated revenues of around EUR820 million and company-adjusted pro forma EBITDA of around EUR99 million (12.0% margin). In July 2024, funds advised by KPS Capital Partners, LP completed the acquisition of the ownership stake previously held by funds of Equistone Partners Europe. ============= R O M A N I A ============= LIBRA INTERNET: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed Romania-based Libra Internet Bank S.A.'s Long-Term Issuer Default Rating (IDR) at 'BB-' with a Stable Outlook, and its Viability Rating (VR) at 'bb-'. Key Rating Drivers Small Bank, Reasonable Performance: Libra's ratings reflect its modest domestic franchise and specialised business model, which is geared towards higher-risk lending than that of domestic peers. The ratings also consider a record of high profitability and asset quality commensurate with the rating level. These strengths are balanced by the bank's small absolute capital base and only moderate capitalisation relative to still high risk concentrations and growth appetite. Niche Franchise, Innovative Approach: Libra is a niche lender in Romania's competitive banking sector, with less than 2% of system assets, and an established reputation for digital innovation and partnership with fintechs. The bank's concentrations by single name and sector reflect both its strategic focus on serving real estate developers, agribusiness and self-employed professionals (liberal professions), and its limited scale. Higher-Risk Exposure to Cyclical Sectors: Libra remains significantly exposed to real estate and agricultural lending niches, which Fitch views as riskier than traditional commercial lending, and to relatively large single-name exposures. Its risk management and control framework appear well suited to managing these risks, while the widespread use of conservatively valued hard collateral supports strong recoveries on problem exposures. Fitch expects Libra to continue to grow above the sector in the medium term. Asset Quality Sensitive to Concentrations: Libra's impaired loans ratio (end-1H25: 3%) is affected by high concentrations and could be prone to swings. Fitch expects a moderate inflow of new impaired loans over the next two years, due to loan seasoning, coupled with affordability pressures from still high borrowing costs and macroeconomic challenges. Loan-quality metrics should also benefit from high loan growth. Coverage of impaired loans by loan loss allowances is sound. Profitability at Cyclical High: Libra's profitability benefits from the net interest margin being wider than that of domestic peers, while profitability remains sensitive to swings in loan impairment charges. Fitch expects the operating profit/risk-weighted assets ratio to reduce to near 4% in 2026, driven by continued expansion in higher-yielding yet capital-intensive lending, a higher turnover tax, cost pressures amplified by persistent inflation and increased headcount in IT roles, and loan impairment charges trending towards 50bp of gross loans. Moderate Capitalisation: Fitch views the bank's common equity Tier 1 (CET1) ratio (end-3Q25: 22.3%) as only moderate, given high credit concentrations, its risk appetite and small absolute size of capital. Fitch expects the CET1 ratio to remain above 20% in 2026. Mainly Deposit Funded: The bank is mainly customer deposit funded, but with weaker customer relationships and a more price-sensitive deposit base than at larger peers. Liquidity has been supported by a comfortable loans/deposits ratio of about 70% over the past four years. Refinancing risks related to third-party funding are limited, and liquidity needs are well covered by available buffers largely held at the central bank or invested in Romanian government bonds. Rating Sensitivities Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A downgrade of Libra's ratings may result from a sharp increase in the impaired loans ratio towards 5% without a clear path to reduction, a structurally weaker CET1 ratio trending towards 15% and a significant weakening in operating profitability. Libra's ratings could also be downgraded by a material increase in risk appetite. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Upside rating potential is limited, given the bank's small size, narrow franchise and risk profile, and the risk to the Romanian sovereign, which weigh on Romania's operating environment for banks. An upgrade of Libra's ratings would require a material improvement in its business and risk profile assessment, primarily through a meaningful broadening of the franchise and a more diversified business mix, together with a significant reduction in concentrations in higher-risk sectors, while maintaining financial metrics well within the 'bb' thresholds. The ratings of banks operating in developed resolution regimes could be affected if the Exposure Draft: Bank Rating Criteria, published 6 March 2026, is implemented as proposed upon conversion into final criteria. SUPPORT: KEY RATING DRIVERS Libra's Government Support Rating (GSR) of 'no support' primarily considers the Romanian resolution legislation, which requires senior creditors to participate in losses, if necessary, instead or ahead of a bank receiving sovereign support. Libra's ratings also do not factor in any support from its ultimate owner, private equity investor New Century Holdings, as, although still possible, this support cannot be relied upon, according to Fitch's assessment. SUPPORT: RATING SENSITIVITIES An upgrade of the GSR would require a higher propensity of sovereign support. While not impossible, this is highly unlikely, in Fitch's view. VR ADJUSTMENTS The asset quality score of 'bb-' is below the 'bbb' category implied score due to the following adjustment reason(s): concentrations (negative). The earnings & profitability score of 'bb' is below the 'a' category implied score due to the following adjustment reason(s): revenue diversification (negative). The capitalisation & leverage score of 'bb-' is below the 'a' category implied score due to the following adjustment reason(s): risk profile and business model (negative), and size of capital base (negative). The funding & liquidity score of 'bb-' is below the 'bbb' category implied score due to the following adjustment reason(s): deposit structure (negative). 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 ----------- ------ ------ Libra Internet Bank S.A. LT IDR BB- Affirmed BB- ST IDR B Affirmed B Viability bb- Affirmed bb- Government Support ns Affirmed ns =========== T U R K E Y =========== FORD OTOMOTIV: Fitch Affirms 'BB+' Long-Term IDR, Outlook Stable ---------------------------------------------------------------- Fitch Ratings has affirmed Ford Otomotiv Sanayi A.S.'s (Ford Otosan) Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB+' with a Stable Outlook. Fitch has also affirmed Ford Otosan's senior unsecured debt rating at 'BB+' with a Recovery Rating of 'RR4'. The affirmation reflects Fitch's expectation that Ford Otosan's leverage will remain high through 2026, assuming the closing of the acquisition of Koc Finansman A.Ş. (Koc Finans) and Fitch's consequent application of the financial services adjustment. Fitch expects the company to deleverage thereafter, supported by improved free cash flow (FCF) generation, including through a revised capex programme, with EBITDA gross leverage reducing to below 3.0x by 2027. The IDR includes a one-notch uplift under Fitch's Parent and Subsidiary Linkage Rating Criteria, reflecting the investment guarantee scheme provided by Ford Motor Company (FMC; BBB-/Stable) to support recovery of capex over the product cycle. The Stable Outlook reflects its expectation that Ford Otosan's links with FMC will remain unchanged and that deleveraging will proceed broadly as forecast. Key Rating Drivers Acquisition Driving Up Leverage: In line with its criteria, Fitch applies its financial services (FS) adjustment assuming the acquisition of Koc Finans, a financing company, for USD137 million. In addition to the acquisition price, Fitch's FS adjustment on the debt/equity ratio leads to an about USD480 million hypothetical equity injection, with an equivalent amount of debt in Turkish lira allocated to Ford Otosan, increasing leverage by about 0.6x. Fitch therefore estimates Ford Otosan's 2026 gross debt/EBITDA at about 3.0x, eliminating headroom against its negative rating sensitivity of 3.0x. Nevertheless, Fitch forecasts deleveraging towards 2.0x by 2028, assuming no similarly sized acquisitions or a debt-funded capex programme. Sensitivity to Energy Price Shocks: Ford Otosan's direct energy intensity is moderate, but it remains exposed to broader cost pressures, including raw-material and logistics inflation. A prolonged escalation of the Iran conflict could also weaken consumer confidence and demand in Europe and Turkey, where Fitch already assumes broadly flat market growth, consistent with management guidance. Its rating-case forecasts do not assume that energy-price shocks persist beyond 2027. Fitch believes Ford Otosan is generally well positioned to withstand cost shocks, even if such pressures persist longer than initially anticipated, as its contractual pass-through mechanism with FMC mitigates the impact on profitability. In addition, its established position as a low-cost manufacturer supporting FMC's strong market shares in the European market contributed to earnings resilience even during 2022 when demand was affected by the Ukraine conflict. These structural strengths support its expectation of sustained FCF margin generation and provide adequate rating headroom to absorb currently envisaged cost-related pressures. Investment Cycle Reshaped, FCF Improves: FMC's 2025 shift in electric vehicle strategy has reduced Ford Otosan's prospective investment requirements, as the company would otherwise have served as a key production hub for FMC's electric vehicle models in Europe. Fitch has therefore revised its average capex ratio assumption to 2%-3% from 3%-4% to reflect the lower funding needs. Fitch therefore now expects FCF margins to remain sustainably positive throughout the rating horizon, despite increasing its dividend payout ratio assumption to 60% from 50%. Under its previous assumptions, Fitch expected FCF margins to be broadly break-even from 2027. Resilient LCV Export Volume: Ford Otosan's van exports reached 452,000 in 2025, up 24.7% from 384,000 in 2024. This is below its expectation and management guidance of 610,000 units, but the company gained market share as European van registrations fell by 8.8% units in 2025. Ford-branded light commercial vehicles (LCVs), with a market share of about 30% in European vans, have improved their leading position. The new Custom van is the top export contributor, comprising 47% of the total. Yearly average capacity utilisation at Ford Otosan remained above 70%, substantially higher than European original equipment manufacturer (OEM) peers. Investment Guarantee Scheme Beneficial: FMC provides Ford Otosan with an investment guarantee as part of its contract manufacturing agreement, which secures the investment recovery on contractual volume regardless of actual sales volumes and enables Ford Otosan to recover upfront capex over the planned product cycle. The scheme also entails a cost-plus pricing mechanism that incorporates full pass-through of production expenses and a profit mark-up. The investment guarantee scheme effectively serves as a floor for Ford Otosan's revenue and earnings and offers some protection from a market downturn, as indicated by resilient performance throughout the pandemic. One-Notch Uplift for FMC Support: Ford Otosan's IDR incorporates a one-notch uplift from the Standalone Credit Profile (SCP) because Fitch sees medium operational and strategic incentives for FMC to support Ford Otosan, despite the lack of debt guarantees or cross-default clauses. Its assessment is underscored by Ford Otosan's role in FMC's European sales and manufacturing footprints. Ford Otosan produces 79% of Ford's LCV unit sales and one-third of passenger cars in Europe, and provides a material cost advantage largely due to cheaper labour in Turkiye and Romania. Country Ceiling Not Limiting Factor: Ford Otosan's IDR is not limited by a Country Ceiling because Fitch applies the Romanian Country Ceiling of 'BBB+' instead of Turkiye's (BB-), where the issuer is legally based, reflecting its multi-country operations. This is because the Romania-originated EBITDA in euros from the contract manufacturing agreement with FMC (euro-denominated export sales) is more than sufficient to cover euro and US dollar interest expenses. Intensified Domestic Competition: Competition in Turkiye's auto market has intensified since 2024, particularly in the passenger-car segment, leading to high inventories and price discounting due to the implementation of new regulations. Measures such as import duties could temporarily moderate competitive pressures, but Chinese automakers are actively exploring localisation, which could limit the durability of regulatory protection; Fitch therefore expects margin pressure to persist. However, given Ford Otosan's focus on commercial vehicles - where Chinese competition remains limited - Fitch expects the impact to be more contained than for most peers. Peer Analysis Ford Otosan's business profile has geographical and product concentration. It is small compared with higher-rated OEMs but the LCV production capacity matches or surpasses peers such as Mercedes-Benz Vans or Renault's LCV segment. The issuer has no exposure to Asia or the US. However, Fitch does not consider this a major rating constraint. Its financial profile is on a par with low investment-grade-rated LCV manufacturers and passenger car OEMs. Fitch forecasts an EBIT margin of about 6% for Ford Otosan in the medium term, strong for its rating and similar to that of FMC and VW. Ford Otosan's leverage profile is weaker than its IDR and has moved along with its investment cycle, but gross EBITDA leverage remains within 3x at its peak, which is the negative rating sensitivity. Fitch’s Key Rating-Case Assumptions Annual export unit sales reaching 602,000 in 2026 EBITDA margins trending towards 7% by 2029 on production growth (medium-term profit margin revised down to reflect lower production compared with initial expectations and higher price competition in the domestic market) Capex in line with investment guarantee scheme, averaging 3%-4% vs 4%-5% in prior assumptions to reflect reduced capex needs against a backdrop of electric vehicle strategy pullback Moderate working capital development in line with unit forecast Dividend payout ratio at 60% Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool to produce the SCP: - Business and financial profile factors (assessment, relative importance): Management (bbb, Lower), Sector Characteristics (bb-, Moderate), Market and Competitive Positioning (b, Lower), Diversification and Asset Quality (bb-, Higher), Company Operational Characteristics (bb+, Moderate), Profitability (bbb-, Higher), Financial Structure (bb-, Moderate), and Financial Flexibility (bb-, Lower). - The quantitative financial subfactors are based on standard Corporate Rating Tool 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 'bbb-' results in no adjustment. - The SCP is 'bb'. To derive the IDR: - Application of Fitch's Parent and Subsidiary Rating Criteria results in a bottom-up + 1 approach. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Negative rating action on FMC or adverse change to contractual sales to FMC - EBITDA margin sustained below 4% - EBITDA gross leverage sustainably above 3.0x Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Strengthening of legal incentives for FMC to support Ford Otosan Fitch could revise the SCP up if EBITDA gross leverage was sustained below 2.5x and the EBITDA margin above 6%. Liquidity and Debt Structure Ford Otosan had TRY43 billion of available cash at end-2025, after Fitch's adjustment for restricted cash. Management aims to maintain sufficient cash and credit commitments to meet 21 days of working-capital outflows. The average receivable collection times at Turkish and Romanian plants are 14 days and 30 days, respectively, with export receivables solely from Ford Europe. For domestic sales, a direct debit system is used for sales via dealers to mitigate credit risk. Ford Otosan uses letters of credit and trade lines for export sales and has a EUR100 million unused committed line and EUR120 million factoring agreement available for working capital needs. Ford Otosan's debt structure comprises term and syndicated loans and a Eurobond. Most maturities fall between 2026 and 2029. At end-2025, 41% of Ford Otosan's debt was short term, similar to many corporates in Turkiye. Fitch expects short-term bank lines in Turkiye to remain available despite the liquidity squeeze resulting from FX control, supported by resilient export volumes and strong relationships with foreign and domestic banks. The high hard-currency receivable collection rates support euro-denominated interest payments on international borrowings, mitigating FX risks. Issuer Profile Ford Otosan is a Turkish automotive manufacturing company specialised in light vehicle production, with leading market shares in Europe. The company is a joint venture between Koc Holding (41%) and Ford Motor Company (41%). The rest of the shares are free float. 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 FY25 revenue-weighted Climate.VS for Ford Otosan for 2035 is 53 out of 100, broadly in line with the auto industry. As a commercial vehicle manufacturer, Ford Otosan's Climate.VS is lower than for other auto manufacturers in its portfolio, but remains moderate compared with other industries. While emission standards and regulations for CVs are weaker than for personal vehicles, they are likely to catch up in the medium term. Ford Otosan is starting a large capex programme to speed up the electric transition of its core models that will be sold in the European market, similar to its peers such as Mercedes-Benz Vans. The rating incorporates the continued investment into the electrification of the issuer's portfolio and the impact of this change on the company's financial and operational metrics. The Climate.VS also reflects some potential exposure to physical climate risk due to the geographic concentration of manufacturing assets. However, this exposure is not credit relevant at present, given the nature of the assets, the absence of material historical disruption from climate-related events, and the limited impact on operations assumed in Fitch's rating case. Overall, the Climate.VS does not influence the rating. Fitch would reassess the Climate.VS should these factors become more material. 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 ----------- ------ -------- ----- Ford Otomotiv Sanayi A.S. LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ =========================== U N I T E D K I N G D O M =========================== 76 FAIRHAZEL: BTG Begbies, FRP Advisory Named as Administrators --------------------------------------------------------------- 76 Fairhazel Gardens Limited was placed into administration in the Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), No CR-2026-002018 and Paul Steven Cooper and of BTG Begbies Traynor (London) LLP and David Paul Hudson and Simon Baggs of FRP Advisory Trading Ltd were appointed as Joint Administrators on March 13, 2026. The company engages in the buying and selling of own real estate and other letting and operating of own or leased real estate. The company's registered office is at 134 Buckingham Palace Road, London, SW1W 9SA. The Joint Administrators can be reached at: Paul Steven Cooper (IP No. 15452) BTG Begbies Traynor (London) LLP 40 Bank Street, Canary Wharf, London, E14 5NR -- and -- David Paul Hudson (IP No. 8977) Simon Baggs (IP number 29950) FRP Advisory Trading Ltd 2nd Floor, 110 Cannon Street, London, EC4N 6EU For further details, contact: Marcus Wright BTG Begbies Traynor (Central) LLP Tel. No: 0114 275 5033 Email: sheffield.north@btguk.com COMPACT ORBITAL: Poppleton & Appleby Named as Joint Administrators ------------------------------------------------------------------ Compact Orbital Gears Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List, No 001553 of 2026, and Andrew Turpin (IP No. 8936) and Matthew Douglas Hardy (IP No. 9160) of Poppleton & Appleby were appointed as Joint Administrators on March 13, 2026. The company operates in the bearings, gears, gearing, and driving elements manufacturing sector. The company's registered office is at Unit 15c, Blackpole East, Blackpole Road, Worcester, WR3 8YB. Its principal trading address is at Brynberth Enterprise Park, Rhayader, Powys, Wales, LD6 5EW. The Joint Administrators can be reached at: Andrew Turpin (IP No. 8936) Matthew Douglas Hardy (IP No. 9160) Poppleton & Appleby The Silverworks 67-71 Northwood Street Birmingham, B3 1TX For further details, contact: Mark Monaghan Tel. No: 0121 200 2962 Email: info@poppletonandappleby.co.uk HH NO.1 NEW: PwCoopers Appointed as Joint Administrators -------------------------------------------------------- HH No.1 New Holdings Limited, fka as HH No.1 New Holdings 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-2026-01926, and David Baxendale (IP No. 10972), Iain Boot (IP No. 31390) and Peter Dickens (IP number 13210) of PricewaterhouseCoopers LLP were appointed as Joint Administrators on March 12, 2026. The company is a dormant company. The company's registered office and principal trading address is at 6 Wellington Place, Fourth Floor, Leeds, England, LS1 4AP. The Joint Administrators can be reached at: David Baxendale (IP No. 10972) Iain Boot (IP No. 31390) PricewaterhouseCoopers LLP 7 More London Riverside, London, SE1 2RT -- and -- Peter Dickens (IP number 13210) PricewaterhouseCoopers LLP 1 Hardman Square, Manchester, M3 3EB For further details, contact: PricewaterhouseCoopers LLP Tel. No: 0113 289 4000 Email: uk_hhpod1queries@pwc.com Data processing details are available in the privacy statement at pwc.co.uk HH NO.5: PwCoopers Appointed as Joint Administrators ---------------------------------------------------- HH No.5 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-2026-01932, and David Baxendale (IP No. 10972), Edward Williams (IP No. 9Alison Grant (IP number 9275) of PricewaterhouseCoopers LLP were appointed as Joint Administrators on March 12, 2026. The company offers business support services. The company's registered office and principal trading address is at 6 Wellington Place, Fourth Floor, Leeds, England, LS1 4AP. The Joint Administrators can be reached at: David Baxendale (IP No. 10972) PricewaterhouseCoopers LLP 7 More London Riverside, London, SE1 2RT -- and -- Edward Williams (IP No. 9663) PricewaterhouseCoopers LLP One Chamberlain Square, Birmingham, B3 3AX -- and -- Alison Grant (IP number 9275) PricewaterhouseCoopers LLP Central Square, 29 Wellington Street Leeds, LS1 4DL For further details, contact: PricewaterhouseCoopers LLP Tel. No: 0113 289 4000 Email: uk_hhpod5queries@pwc.com Data processing details are available in the privacy statement at pwc.co.uk HIVE ENERGY: PwC Appointed as Joint Administrators -------------------------------------------------- Hive Energy Limited, fkaHIVE Telecom Limited and Euphony Telecommunications Limited, was placed into administration in the High Court of Justice, Business and Property Courts in Birmingham, Insolvency and Companies List (ChD), No CR-2026-BHM-000106, and Ross David Connock (IP No. 9039) and Edward Williams (IP No. 9663) of PricewaterhouseCoopers LLP were appointed as Joint Administrators on March 12, 2026. The company engages in specialised construction activities. The company's registered office is at Woodington House, Woodington Road, East Wellow, Romsey, Hampshire, SO51 6DQ. The Joint Administrators can be reached at: Ross David Connock (IP No. 9039) PricewaterhouseCoopers LLP 2 Glass Wharf, 2 Glass Wharf, BS2 0FR -- and -- Edward Williams (IP No. 9663) PricewaterhouseCoopers LLP 7 More London Place, London, SE1 2RT For further details, contact: Tel. No: 0113 289 4000 Email: uk_hiveenergy_enquiries@pwc.com Data processing details are available in the privacy statement at pwc.co.uk LERNEN BIDCO: Fitch Affirms 'B' LT IDR, Alters Outlook to Neg. -------------------------------------------------------------- Fitch Ratings has revised the Outlook on Lernen Bidco Limited's (Cognita) Long-Term Issuer Default Rating (IDR) to Negative from Stable. The IDR has been affirmed at 'B'. The Negative Outlook reflects its revised forecasts for FY26 (financial year-end August) and FY27 with lower-than-expected student growth across UK, Singapore and the Middle East. It also reflects uncertainty in expat student growth rates in the Middle East, which could further delay improvements in the company's leverage and free cash flow (FCF) metrics. The 'B' IDR reflects the company's global scale and improving diversification, with high revenue visibility and, in its view, manageable refinancing risk. Fitch currently expects Cognita to utilise any levers to reach structurally positive FCF and show its commitment to bring EBITDAR leverage below 7x. Failure to do so may lead to negative rating action in the next 12-18 months. Key Rating Drivers Lower Enrolments in Singapore, UK: Cognita's operations in Asia have been affected by immigration restrictions in Singapore, with lower-than-expected student enrolment forecasts in FY26 and FY27. In addition, UK student enrolment has been weaker than expected, predominantly outside London, and Fitch has lowered its enrolment forecasts across FY26 and FY27. Twenty-one UK schools were closed or sold across FY25 and FY26. The remaining UK schools now represent about 6% of group EBITDA. Downside Risk in Middle East: Fitch has lowered its expected student enrolment rates in the Middle East across FY26 and FY27; however, given the evolving security situation in the Middle East, there is a downside risk to its revised forecasts, which could delay improvement in Cognita's credit metrics. Delayed Deleveraging and FCF Improvement: Weaker student enrolment rates, and greenfield and various project and restructuring costs further delay Cognita's deleveraging path with EBITDAR leverage approaching 7x and FCF turning structurally positive first in FY28. Fitch expects Cognita will manage its cost base prudently during this period and focus on cash flow preservation with a conservative funding mix of any additional expansionary capex. Cognita's ability and commitment to improve cash flow and deleverage are key for the future ratings trajectory. Shift to Asset-Light Greenfields: Fitch expects the company to continue its shift from predominantly M&A growth historically towards more partner-funded greenfield projects. New school build will likely be focused on strategically important regions, such as North America and the Middle East. This is less capex intensive than Cognita's historical development expenditure, but there is still a ramp-up period affecting profitability, compared with the M&A of already profitable schools. Fitch also expects cash lease costs to increase as a percentage of revenue, as a larger share of properties are leased rather than owned. Global Scale, Top Schools Dominate: Cognita increased its presence in the Middle East with large acquisitions over FY23-FY25. Fitch expects the region to contribute about 32% of group EBITDA (before central costs) in FY26, similar to Asia at about 28%, and ahead of Latin America, Europe and North America at about 22%, 16% and 3%, respectively. The top 10 schools were about 37% of revenue and 59% of EBITDA before central costs in FY25. Exposure to expatriate, often premium (versus local, mid-market) students is greater in the Asian and Middle East portfolio, while the higher volume, lower-fee Latin American portfolio focuses on local students. Revenue Predictability, High Retention Rates: The private-pay, K-12 market has strong revenue visibility with a long average student stay, typically eight to 10 years for local students and four to six years for expat students. Switching costs are high, and tuition fees are a non-discretionary expense, as shown by Cognita's above-inflation price increases and resilient enrolment across the economic cycle. The student retention rate is about 80%, including graduation, and is supported by more local students in Europe and Latin America (together about 37% of EBITDA before central costs expected in FY26). Some Execution Risks Persist: Fitch sees inherent execution risks from recently established or newly built schools as they only gradually fill capacity. This is mitigated by the high visibility of the competitive environment with long lead times (and therefore predictable ramp-up of new students), use of strong brands and reputation, including academic record and parental scoring. Peer Analysis Cognita benefits from a diverse portfolio in geography, expat and local student intake, curriculums and price points compared with private, for-profit education providers in the 'B' rating category globally. The global private education sector continues to grow, and annual fee increases tend to be at or above inflation. Global Academic Holdings Ltd (GAHL; B+/Stable) has wider breadth than Cognita. However, it offers shorter education, typically three to four years (longer for part time), whereas retention is higher for primary and secondary schools. As GAHL has expanded, its reliance on international student enrolments has grown. Cognita benefits from much larger scale than Arden Bidco Limited (B/Stable), with revenue nearly 5x greater than Arden. Cognita is more diversified geographically and by brand and has stronger revenue visibility from K-12 education with a stickier revenue base. Arden, targeting working adults for blended (in-person/virtual learning) and distance (online) learning, has higher churn rates, but benefits from stronger profitability and FCF margins. Fitch’s Key Rating-Case Assumptions - Revenue to decline by 4.3% in FY26 (including UK school closures/disposals) and to grow by about 5% in FY27 and about 8% in FY28 - Fitch-defined EBITDA margin at about 20% in FY26, increasing towards 22% in FY28 - Cash-based leases at about 6.3% of revenues in FY26 increasing towards 6.6% in FY28 as share of partnership-funded greenfield grows - Working-capital inflow of about 2% of revenue a year to FY28 - Capex (maintenance and expansion) of GBP180 million in FY26, reducing towards GBP90 million in FY28 - Scheduled deferred/signed acquisition consideration of about GBP120 million in aggregate in FY26 and FY27 - No new M&A spending in FY26 to FY28 Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool to produce the Standalone Credit Profile: - Business and financial profile factors (assessment, relative importance): Management (b+, Moderate), Sector Characteristics (bbb-, Higher), Market and Competitive Positioning (bb, Moderate), Diversification and Asset Quality (bb+, Moderate), Company Operational Characteristics (bb+, Moderate), Profitability (bbb-, Lower), Financial Structure (ccc, Higher), and Financial Flexibility (b, Higher). - The quantitative financial subfactors are based on custom Corporate Rating Tool financial period parameters: 50% weight for the forecast year 2027 and 50% for the forecast year 2028. - Assessments of the quantitative financial subfactors also include bespoke calculations. - 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 Standalone Credit Profile is 'b'. Recovery Analysis Its recovery analysis assumes that Cognita would be reorganised as a going concern (GC) in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. The GC EBITDA of GBP180 million reflects stress assumptions that may be driven by weaker operating performance and an inability to increase students and pricing according to plan with lower overall utilisation rates, adverse regulatory changes or weaker economic growth in key markets with reduced pricing power. Fitch has applied an enterprise value (EV) multiple of 6.0x to GC EBITDA to calculate a post-reorganisation EV. This is based on well-invested operations, strong growth prospects with medium- to long-term revenue visibility and diversified global operations, but the EV multiple is constrained by weaker profitability than peers. The multiple is in line with Fitch-rated wider education sector peers. Fitch assumes Cognita's revolving credit facility (RCF) will be fully drawn on default, ranking equally with its aggregate EUR1,345 million and USD625 million senior secured term loan Bs (TLBs). Fitch treats local prior-ranking debt as super senior in its debt waterfall. Based on current metrics and assumptions, its analysis generates a ranked recovery in the 'RR4' band for the senior secured debt. This indicates a 'B' instrument rating for the TLBs, aligned with the IDR. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Inability to increase students and pricing according to plan with lower overall utilisation rates, adverse regulatory changes or a general economic decline with lower revenue growth - EBITDAR leverage remaining structurally above 7.0x, owing to operational underperformance or an appetite for debt-funded expansion - EBITDAR fixed charge coverage remaining structurally below 1.8x - Neutral-to-negative FCF (after expansion capex and scheduled earn-outs) with reduced liquidity headroom Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Successful execution of growth strategy with improved scale of operations, including profitability and FCF generation - EBITDAR leverage structurally below 5.5x, including clarity on capital allocation from management that would keep leverage structurally below this level - EBITDAR fixed-charge coverage sustained above 2.5x - Consistently positive mid-single-digit FCF margin Liquidity and Debt Structure Cognita's Fitch-adjusted cash position was about GBP378 million at FYE25, and Fitch estimates it at GBP136 million in FY26. Fitch forecasts negative FCF (after expansion capex and signed M&A and deferred payments) of about GBP238 million in FY26 and GBP80 million in FY27. This is sufficiently covered by available cash and a GBP309.8 million undrawn RCF. Fitch restricts GBP30 million of cash related to some overseas accounts. These are available for investments and projects locally, but Fitch believes they are not readily available for debt service at the issuer level. Refinancing risk is mitigated by Cognita's deleveraging capacity with a resilient business profile with forecast deleveraging towards 7x EBITDAR leverage and positive FCF by FY28. The RCF and euro-denominated TLBs mature in October 2028 and April 2029, respectively, and the US dollar-denominated TLB in 2031. Refinancing risk is manageable, absent further operational underperformance with continued deleveraging and improved debt service metrics. Issuer Profile Cognita is a global private-pay, for-profit, K-12 educational services group that operates more than 90 schools across 21 countries in Asia, Europe, North America and the Middle East with more than 15,000 employees. Summary of Financial Adjustments - Fitch views leases as a core financing decision for Cognita under its property-based services, unlike other service providers, and therefore use lease-adjusted metrics in assessing its financial risk profile. - The company's long-dated real estate leases (some more than 20 years) mean that Fitch calculates lease liabilities by capitalising lease cost proxy, calculated as the sum of its annual cash lease, at an 8x multiple, which is similar to the implied lease multiple used for other education peers. 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 Lernen Bidco Limited. 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 ----------- ------ -------- ----- Lernen Bidco Limited LT IDR B Affirmed B senior secured LT B Affirmed RR4 B Lernen US Finco LLC senior secured LT B Affirmed RR4 B LIQUID TELECOMMUNICATIONS: Fitch Puts 'CCC+' IDR on Watch Positive ------------------------------------------------------------------ Fitch Ratings has assigned Liquid Telecommunications Holdings Limited's (Liquid Telecom) proposed senior secured notes and term loan instrument ratings of 'B-(EXP)' with a Recovery Rating of 'RR4'. Fitch has also placed Liquid Telecom's Long-Term Issuer Default Rating (LT IDR) of 'CCC+' and existing senior secured instrument rating of 'CCC+' with 'RR4' on Rating Watch Positive (RWP). Proceeds from the notes and the new senior syndicated term loan facility which is expected to comprise a rand-denominated term loan equivalent to USD210 million and a USD150 million term loan, will be used to redeem the USD620 million bonds due September 2026 and to pay related transaction fees. The RWP reflects Fitch's expectation that, if the transaction closes on terms not materially different from those announced, it will remove near-term refinancing risk, extend and smooth the maturity profile to a more sustainable medium-term capital structure and strengthen liquidity. Successful completion of the bond refinancing could lead to an upgrade of Liquid's IDR to 'B-' Key Rating Drivers 2026 Bond Refinancing: On bond issuance, the USD360 million senior syndicated term loan facility will be available to the company. The facility and the proceeds from the note issuance will be used to repay the USD620 million bond due in September 2026. This follows repayment of USD160 million of debt due earlier this year using a USD125 million parent contribution, USD25 million from a sale-and-leaseback transaction and USD10 million cash. Fitch views successful completion and execution of these transactions as alleviating near-term refinancing pressure. Lower Leverage: Fitch estimates Liquid Telecom's Fitch-defined EBITDA net leverage (excluding Zimbabwe) at 5.8x at the end of the financial year to February 2026 (FYE26), with consolidated leverage at 3.9x. Pro forma for the refinancing and use of equity proceeds to repay debt, leverage would be more than one turn lower than these levels. By end-2027, Fitch estimates leverage of around 4.5x (excluding Zimbabwe) and 3.0x on a consolidated basis, supported by debt reduction and organic EBITDA growth. Fitch's leverage thresholds for Liquid Telecom are tighter than for peers operating in developed markets. Restricted Financial Flexibility: Fitch expects free cash flow (FCF) to remain modestly negative on a Fitch-defined basis over the next two years, due to working capital volatility and high interest expense limiting near-term FCF generation. While the company owns valuable infrastructure, its business model is exposed to the risk of high upfront costs and slow monetization. The ability to convert the strong infrastructure base into stable, timely cash flows is key for the rating. Liquidity is supported by operating cash flow, bank borrowings and equity contributions from Cassava in recent years, but remains sensitive to operating performance, covenant compliance and market access. Business Model Strengths: Liquid Telecom has a solid proprietary fibre infrastructure footprint spanning sub-Saharan Africa and is a key contributor to cross-border inter-operator telecommunications connectivity. It is exposed to structurally growing data demand. Recurring revenue forms about 90% of the total and it has churn of less than 1%. Fitch expects growth in enterprise solutions to provide the group with the ability to sell value-added services, support revenue diversification and generate customer loyalty. The Cloudmania franchise enables access to regions where the group has limited or no infrastructure footprint. Operating Environment, FX and Country Risk: Liquid Telecom's operations span multiple African jurisdictions with exposure to macro, regulatory and political risk and repatriation challenges in some markets with restrictive exchange controls (particularly Democratic Republic of Congo and Zimbabwe). While demand is structurally strong in these markets, pricing power and affordability are limited. FX risk is mitigated by revenue diversification and currency matching. After the refinancing, the group's South African rand borrowings are broadly matched by South Africa's contribution to EBITDA, reducing the risk of a rand devaluation affecting credit metrics. Zimbabwe Limitations: Liquid Telecom cannot freely take cash out of Zimbabwe due to currency controls. Fitch therefore continues to monitor metrics that deconsolidate the Zimbabwe business. Fitch believes Zimbabwe's strong operating performance is of limited value to the company's creditworthiness as long as restrictions on taking cash out of the country are in place. Zimbabwe accounted for a significant 35% of company-reported adjusted EBITDA in 9MFY26, making it the largest EBITDA contributor. The company has been able to upstream a moderate amount of cash over the last two years but this is subject to annual reviews and approvals. Peer Analysis Liquid's business profile is comparable to those of telecom network companies focused on wholesale/enterprise connectivity and cross-border/long-haul infrastructure, such as Zayo Group, LLC. However, unlike many developed-market fibre peers, Liquid Telecom operates in markets with higher sovereign and FX constraints, which can limit cash fungibility and increase volatility in credit metrics. For rating benchmarking, Fitch also considers African telecom infrastructure providers and integrated operators. Local integrated groups such as Airtel Africa plc and Vodacom Group Limited (subsidiaries of Bharti Airtel Limited (BBB-/Stable) and Vodafone Group Plc (BBB/Stable)) and MTN Group Limited benefit from larger scale and broader service and geographic diversification, but have materially higher exposure to consumer/mobile services. These operators are also among Liquid Telecom's key customers for backbone connectivity and international voice, which creates some overlap in enterprise services, but with different business-risk profiles. Fitch also references Axian Telecom Holding and Management Plc (B+/Stable), whose rating is constrained by operations in weaker environments, material FX exposure and a greater weighting to consumer services, implying tighter leverage headroom than for more infrastructure-like peers. Broader infrastructure peers such as Helios Towers Plc (BB-/Stable) and IHS Holding Limited (B+/Positive) typically show higher debt capacity due to lower business risk and more contracted, less competitive revenue profiles than connectivity providers, supporting stronger leverage tolerance. Fitch’s Key Rating-Case Assumptions - All assumptions are based on consolidated numbers including Zimbabwe unless otherwise specified. - Revenue growth in FY26 of around 10% on a consolidated basis followed by similar growth in FY27, driven by some large contracts entered into in FY26. This will be followed by mid-single-digit growth in FY28-FY29, driven by growth in network, cloud and cyber security services but constrained by declining revenues in the voice segment and currency depreciation. - Fitch-defined EBITDA margin of around 24% on a consolidated basis in FY26, with further decline to 22.5% in FY27 because of growth in low-margin revenue in the mix. - Cash extracted from Zimbabwe of USD30 million-USD35 million annually in FY26-FY29 and included in deconsolidated credit metrics. - Working-capital outflow of 3%-4% between FY26 and FY28 due to the Eastern Cape contract. - Capex of around 6%-6.5% of revenue over FY26-FY29. - No material common dividends over FY26-FY29 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 (bbb, lower), profitability (bb-, moderate), financial structure (b-, higher), and financial flexibility (b-, higher). - The quantitative financial subfactors are based on custom CRT financial period parameters: 20% weight for the forecast year 2025, 40% for the forecast year 2026 and 40% for the forecast year 2027. - B+ to CC considerations apply in its analysis and result in an adjustment of -2 notches. - The Governance assessment of 'Some Deficiencies' results in no adjustment. - The Operating Environment assessment of 'b' results in no adjustment. - The SCP is 'ccc+'. Recovery Analysis The recovery analysis assumed that Liquid Telecom would be considered a going concern (GC) in bankruptcy. Fitch would expect a default to come from factors such as higher competitive intensity, loss of key contracts or adverse regulatory or political actions. Liquid Telecom may be acquired by a larger company that will absorb its fibre network, exit certain business lines or cut back its presence in certain less favourable geographies, reducing scale. Fitch estimated that post-restructuring EBITDA, excluding Zimbabwe, would be about USD125 million. Fitch applied a multiple of 4.5x to the GC EBITDA to calculate a post-reorganisation enterprise valuation. The recovery analysis included a US300 million senior secured bond, an outstanding rand-denominated term loan equivalent to about USD210 million, USD150 million term loan facilities and a fully drawn USD30 million RCF, all assumed to be equally ranking. Its waterfall analysis generated a ranked recovery in the 'RR2' band after deducting 10% for administrative claims to account for bankruptcy and associated costs. However, according to its Country-Specific Treatment of Recovery Ratings Criteria, the instrument rating is capped at 'RR4' due to jurisdictional factors, given the African exposure. RATING SENSITIVITIES Fitch expects to resolve the RWP upon completion of the refinance transaction. Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Lack of progress in refinancing debt at par, leading to an expectation of a near-term distressed debt exchange or increasing likelihood of a default, bankruptcy or forced restructuring - Ineffective implementation of management actions to improve operating performance, resulting in accelerating negative FCF and a weakly funded liquidity position - Deterioration of operating performance leading to consistently negative pre-dividend FCF Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Timely completion of debt refinancing outside of a distressed debt exchange (as defined by Fitch) - Materially improved liquidity headroom generated organically or through asset monetisation or additional shareholder support - Neutral-to-positive FCF margin both on a deconsolidated and consolidated basis, supported by management actions to improve operating performance - EBITDA interest cover above 2.5x Liquidity and Debt Structure Liquid Telecom had USD55 million of unrestricted cash (Fitch treats USD11 million of cash in Zimbabwe as restricted) as of 3QFY26. Pro forma for the transaction, the company will have a USD30 million RCF and cash balance of about USD90 million (on a consolidated basis). Issuer Profile Liquid Telecom is a leading pan-African telecommunications provider, delivering fibre connectivity and cloud services across more than a dozen countries. It operates one of the largest independent fibre networks in Africa of over 115,000 km, and generates the bulk of its revenues from services to enterprise, government and wholesale customers. Summary of Financial Adjustments Cash held in Zimbabwe is treated as restricted. 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 Liquid Telecom. 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 ----------- ------ -------- ----- Liquid Telecommunications Financing plc senior secured LT B-(EXP) Expected Rating RR4 senior secured LT CCC+ Rating Watch On RR4 CCC+ Liquid Telecommunications South Africa Proprietary Limited senior secured LT B-(EXP) Expected Rating RR4 Liquid Telecommunications Holdings Limited LT IDR CCC+ Rating Watch On CCC+ MADDOX STREET: BTG Begbies, FRP Advisory Named as Administrators ---------------------------------------------------------------- Maddox Street (PS) Limited was placed into administration in the Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), Court Number CR-2026-001986, and Paul Steven Cooper (IP No. 15452) of BTG Begbies Traynor (London) LLP, and David Paul Hudson (IP No. 8977) and Simon Baggs (IP number 29950) of FRP Advisory Trading Ltd were appointed as Joint Administrators on March 13, 2026. The company operates in the buying and selling of own real estate and other letting and operating of own or leased real estate. The company's registered office is at 134 Buckingham Palace Road, London, SW1W 9SA. The Joint Administrators can be reached at: Paul Steven Cooper (IP No. 15452) BTG Begbies Traynor (London) LLP 40 Bank Street, Canary Wharf, London, E14 5NR -- and -- David Paul Hudson (IP No. 8977) Simon Baggs (IP number 29950) FRP Advisory Trading Ltd 2nd Floor, 110 Cannon Street, London, EC4N 6EU For further details, contact: Ben Kingham BTG Begbies Traynor (Central) Tel. No: 0114 275 5033 Email: sheffield.north@btguk.com NATIONAL CAR: PwC Appointed as Joint Administrators --------------------------------------------------- National Car Parks Limited, trading as NCP, National Car Parks Limited, was placed into administration in the High Court of Justice, Business and Property Courts of England & Wales, Insolvency and Companies List (ChD), Court Number CR-2026-002066 and Zelf Hussain (IP No. 9435), Rachael Maria Wilkinson (IP No. 16234) and Mark James Tobias Banfield (IP number 23350) of PricewaterhouseCoopers LLP were appointed as Joint Administrators on March 16, 2026. The company provides other service activities incidental to land transportation, not elsewhere classified, and in management of real estate on a fee or contract basis. The company's registered office is at The Bailey, 16 Old Bailey, London, England, EC4M 7EG. Its principal trading addresses are at various locations. The Joint Administrators can be reached at: Zelf Hussain (IP No. 9435) Mark James Tobias Banfield (IP number 23350) PricewaterhouseCoopers LLP 7 More London Riverside, London, SE1 2RT -- and -- Rachael Maria Wilkinson (IP No. 16234) PricewaterhouseCoopers LLP 3 Forbury Place, 23 Forbury Road, Reading, RG1 3JH For further details, contact: PricewaterhouseCoopers LLP Tel. No: 0113 289 4000 Email: uk_ncp_creditors@pwc.com Data processing details are available in the privacy statement at pwc.co.uk NCP EMPIRE: PwC Appointed as Joint Administrators ------------------------------------------------- NCP Empire No.2 Limited, fka Spacefull Limited, was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), No CR-2026-002127 and Zelf Hussain (IP No. 9435), Rachael Maria Wilkinson (IP No. 16234) and Mark James Tobias Banfield (IP No. 16234) of PricewaterhouseCoopers LLP were appointed as Joint Administrators on March 16, 2026. The company is a non-trading company. The company's registered office is at The Bailey, 16 Old Bailey, London, England, EC4M 7EG. The Joint Administrators can be reached at: Zelf Hussain Mark James Tobias Banfield PricewaterhouseCoopers LLP 7 More London Riverside, London, SE1 2RT -- and -- Rachael Maria Wilkinson PricewaterhouseCoopers LLP 3 Forbury Place, 23 Forbury Road, Reading, RG1 3JH For further details, contact: Tel. No: 0113 289 4000 Email: uk_ncp_creditors@pwc.com PEAK JERSEY: Moody's Upgrades CFR to B3 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Ratings has upgraded the long term corporate family rating of Peak Jersey Holdco Limited (Stats Perform) to B3 from Caa1 and the probability of default rating to B3-PD from Caa1-PD. Concurrently, Moody's assigned a B3 rating to the new senior secured bank credit facilities, comprising a $75 million equivalent multicurrency revolver due 2030 and a $475 million term loan B due 2030, borrowed by Stats Perform's wholly-owned subsidiaries Peak UK Bidco Limited and Stats Intermediate Holdings, LLC. The outlook on Stats Perform was revised to stable from negative and Moody's assigned a stable outlook to Peak UK Bidco Limited. A comprehensive review of all credit ratings for the respective issuer(s) has been conducted during a rating committee. RATINGS RATIONALE Stats Perform is pursuing a comprehensive refinancing of its capital structure. Net of transaction fees and expenses, proceeds from the new term loan alongside $275 million of newly-injected equity will (i) refinance drawn amounts under the existing first and second lien term facilities due 2026 and 2027, respectively; (ii) repay drawings under the existing revolver due 2026 and (iii) add about $55 million to the company's cash balance. At closing, Moody's expects to withdraw the ratings and outlook of Perform Content Services Limited. Stats Perform's contemplated refinancing improves liquidity and key credit metrics – underpinning the rating upgrade. The 4-year extension of debt maturities and full availability under an upsized revolving credit facility (RCF) give the company time to grow revenue and profitability by capitalising on its established position in sports data collection and analytics coupled with growing sports betting and sports data content markets. However, Stats Perform's pro forma opening gross leverage (Moody's Ratings-adjusted) of around 6.0x at year-end 2025, near-term still negative projected FCF generation (as defined and adjusted by Moody's Ratings) and weak track record of generating cashflows and organic deleveraging constrain the assigned B3 rating. Stats Perform's B3 CFR continues to reflect the strong market fundamentals and limited number of competitors; the company's global reach and product suite, patented technology and exclusive sports rights, which act as barriers to entry; and revenue visibility arising from established long-term customer relationships and multi-year contracts. Concurrently, the B3 CFR remains constrained by Stats Perform's relatively small scale and its high fixed-cost base driven by sports rights acquisitions costs. ESG CONSIDERATIONS Governance factors were among the drivers of the action. Private equity sponsor Vista Equity Partners Management, LLC (Vista, Stats Perform's majority owner) will be injecting $275 million of equity as part of the refinancing transaction, raised through a preferred equity issuance at Stats Perform's immediate parent Peak Jersey Topco Limited. Nevertheless, governance risks remain elevated and attributable to Stats Perform's controlled ownership, lack of independent board representation and tolerance for sustained high leverage. Notwithstanding continuous restructuring effort, leverage has not materially reduced since 2019 and weak free cash flow generation progressively strained the liquidity position. Social risks are also meaningful, stemming mainly from unfavourable demographic and societal trends affecting the gaming and gambling end-markets, as well as moderate customer-relations risks, including cybersecurity considerations and a history of litigation, none of which have had material consequences to date. Environmental risks are limited, reflecting the low-carbon and non-weather-dependent nature of the company's data- and AI solutions-based operations. LIQUIDITY Stats Perform's pro forma liquidity is adequate. Moody's assessments mostly reflects (i) Stat Perform's projected retention of cash balances commensurate with the needs of the business, underpinned by a pro forma opening cash position of $73 million and gradual improvement towards break-even FCF generation from 2027 onwards, (ii) ample availability under a committed $75 million revolving credit facility due 2031 and (iii) expected compliance under the springing covenant attached to the latter. STRUCTURAL CONSIDERATIONS Stats Perform's pro forma capital structure entails a single class of secured debt, thus the assigned instrument ratings align to the B3 CFR. COVENANTS Moody's have reviewed the marketing draft terms for the new credit facilities. Notable terms include the following: Guarantor coverage will be at least 80% of consolidated EBITDA (determined in accordance with the agreement) and include all companies representing 5% or more of consolidated EBITDA. Only companies incorporated in the USA, England & Wales and Jersey are required to provide guarantees and security. Unlimited pari passu debt is permitted up to a first lien leverage ratio of 4.65x. Unlimited dividends are permitted if pro forma total leverage is 4.50x or lower, and unlimited investments are permitted if pro forma total leverage is 5.75x or lower. Repayment of asset sale proceeds is not subject to a leverage test. Adjustments to consolidated EBITDA include the full run rate of cost savings and synergies, uncapped and believed to be realisable within 18 months of the current test period. The proposed terms, and the final terms may be materially different. RATING OUTLOOK The stable outlook reflects Moody's expectations that sports data market fundamentals will support Stats Perform's growing topline and profitability, so that the company deleverages organically and strengthens its interest cover. The stable outlook also incorporates Moody's expectations of Moody's Ratings-adjusted FCF trending towards break-even after 2026. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Stats Perform's ratings could be upgraded over time if, on a sustained basis: -- Moody's Ratings-adjusted debt/EBITDA falls well below 5.0x, -- EBITA / Interest moves towards 2.0x and -- Moody's Ratings-adjusted FCF / Debt exceeds 5% A rating upgrade would also require liquidity to remain at least adequate. Conversely, Stats Perform's rating would be downgraded if: -- Moody's Ratings-adjusted leverage fails to decrease well below 6x or -- Interest cover remains around 1.0x, or -- FCF remains negative, pressuring liquidity. Negative rating pressure would also arise from significant contract losses or re-leveraging events, such as debt-funded acquisitions or shareholder distributions. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Business and Consumer Services published in February 2026. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE Stats Perform is a global sports technology platform offering a complementary suite of products across media and technology, sportsbooks, and professional sports teams. The company has a broad international footprint, with a strong content portfolio and sportsbook presence in Europe, alongside a leading position in sports media and technology in the US. Its customer base includes major sportsbook operators, media and technology companies, and sports teams seeking granular data to enhance performance. Stats Perform delivers AI-enriched real-time data, analytics, media content, AI solutions and live video to professional sports organizations, broadcasters, cable networks, gaming companies, digital media and technology firms. In 2025, Stats Perform generated revenue of $508 million and pro forma EBITDA (company-adjusted) of $95 million. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter-Europe is a daily newsletter co- published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2026. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Europe subscription rate is US$775 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Peter Chapman at 215-945-7000. * * * End of Transmission * * *