U.S.-based themed park owner and operator Herschend Entertainment Co. LLC plans to acquire all of Palace Entertainment?s U.S. entertainment properties from Piolin Bidco S.A.U (d.b.a Parques Reunidos; B-/Stable). Herschend plans to issue a $100 million revolving credit facility due 2030 and a $1.1 billion term loan B due 2032 and use balance sheet cash to fund the acquisition, refinance its existing debt, and pay transaction fees and expenses. Pro forma for the transaction, the company?s S&P Global Ratings-adjusted debt to EBITDA was 4.4x as of Dec. 31, 2024, above our 4x downgrade threshold. As a result, we lowered our issuer credit rating on the company to 'B+' from 'BB-'. At the same time, we assigned our ?B+? issue-level rating and