Sport Group

At December 31, 2024, KPS Fund Investors V Ltd. controlled Ace Holdings Cooperatief U.A., which directly owned 100% of Ace Holdings I B.V. At the July 2024 acquisition, Sport Group GmbH was a fully controlled Cooperatief acquisition subsidiary.S11S12S18

In FY2024 and FY2025, statutory support ran from Ace Holdings Cooperatief U.A. to Sport Group HoldCo GmbH and from Sport Group HoldCo GmbH to Sport Group GmbH. In FY2025, Sport Group GmbH was Sport Group TopCo GmbH's parent and had a loss-assumption obligation under their domination and profit-transfer agreement.S19S20S21S22S23S24

S&P reported approximately EUR37 million of cash at March 31, 2026 and EUR75 million available under the committed RCF.S7S8

On July 8, 2024, Ace Holdings Cooperatief U.A. received EUR375 million of fully paid membership capital, comprising EUR18.75 million of ordinary interests and EUR356.25 million of A preference interests. The preference interests carry an 8.5% compounding yield and are classified as IFRS equity, not debt. The allocation of the full contribution among subscribers is not disclosed.S25

The original RCF carried a springing maximum 8.5x senior secured net leverage covenant, tested when quarter-end utilization net of group cash exceeded 40% of original commitments. S&P separately reported an 80% consolidated-EBITDA guarantor coverage test. Original SFA collateral classes were pledged shares, material operating bank accounts and material structural intercompany receivables of obligors.S8S16

The TLB began at EUR400 million and reached EUR550 million after EUR150 million of 2025 add-ons; the audited accounts identify a EUR100 million increase on January 8, 2025. The same EUR1.3 million fund position moved from LoanX LX230920 in October 2024 to LX255578 in January 2025. During syndication, Reuters/LPC reported a EUR90 million RCF due 2030; the final facility is EUR100 million due 2031.S7S14S15S16S26S27S28S29S30S31

The June 26, 2024 SFA named Sport Group GmbH and Ace Bidco Inc. as original borrowers; Sport Group GmbH, Sport Group HoldCo GmbH, Ace Holdings III B.V. and Ace Bidco Inc. as original guarantors; and Barclays Bank PLC as facility agent. S&P identifies Ace Bidco Inc. as issuer of the secured TLB, while CLO holdings identify Sport Group Holding GmbH as obligor and Ace Bidco GmbH as Facility B2 issuer.S8S32S33S34

Between FY2021 and FY2022, Sport Group TopCo's revenue, EBITDA, operating cash flow and cash increased. The company remained loss-making, while bank debt rose from EUR368.337 million to EUR382.745 million.S42

S&P's 2024 figures show negative EBITDA and free operating cash flow, compared with positive EBITDA and free operating cash flow in 2023. The 2024 audited reporting period includes Sport Group only from the July 8 closing through year-end; management's acquisition-note pro forma estimate was EUR676 million of revenue if the acquisition had occurred on March 11, 2024.S43S44

S&P's 2025 actual figures and 2026-2027 forecasts show EBITDA increasing and adjusted leverage declining from 15.2x in 2025 to approximately 9.0x in 2026 and 7.5x in 2027. S&P forecasts free operating cash flow remaining negative through 2027.S43S45

S&P assigns Ace Holdings III B.V. a B-/Stable issuer rating and Ace Bidco Inc.'s senior secured TLB a B- issue rating with recovery rating 3, indicating 50%-70% expected recovery and a rounded estimate of 60%. The recovery analysis assumes a hypothetical 2028 German default, approximately EUR86 million emergence EBITDA, a 5.0x multiple, approximately EUR430 million gross and EUR410 million net enterprise value after 5% administrative costs, and approximately EUR667 million senior-secured claims including six months prepetition interest and an 85% RCF draw.S8S46

Sport Group lists Alejandro Pena as CEO; Mathias Schwagerl as CFO; Eva Issa as VP HR, Legal and Internal Communication; Robb Carey as North America CEO; Stephen Niven as Asia-Pacific CEO; Mathias Schmidt as EMEA CEO; Derek Ernst as Chief Growth Officer; and Clint Filipowicz as COO. The company publicly announced Pena's CEO appointment on April 15, 2025, succeeding Christoph von Nitzsch.S47S48

The KPS acquisition involved EUR338 million of cash consideration and EUR35 million of acquisition costs. The purchase-price allocation records EUR332 million of consideration, EUR134 million of identifiable net assets and EUR198 million of goodwill. The two reported consideration measures differ by EUR6 million.S11S12S13S49S50S51S52S53S54

On May 21, 2026, the European Commission issued a preliminary Statement of Objections in case AT.40956 concerning alleged coordination by Sport Group and Oranjewoud in German synthetic-turf recycling from 2020 to 2023. The contemplated cooperation and reciprocal minority stakes in GBN-AGR and FormaTurf did not proceed; the Commission alleges exchanges of confidential current and future pricing and capacity information without safeguards and agreement on the principal gate-fee component. The Commission had inspected synthetic-turf companies in several member states in June 2023. The maximum statutory fine is 10% of worldwide annual turnover. No fine has been determined; the Statement of Objections remains preliminary and no mandatory decision deadline applies.S9S10

On July 1, 2026, S&P lowered Ace Holdings III B.V.'s issuer rating and Ace Bidco Inc.'s TLB issue rating to B-; the issuer outlook is stable. On June 30, 2026, AstroTurf and Aduro signed an MOU to evaluate Aduro's HCT technology for recovering PE and PP from end-of-life synthetic turf. AstroTurf also announced partnerships with Chicago Fire FC and Major League Baseball.S8S55S56S57