KBRA Downgrades and Withdraws Ratings for Brightline East LLC’s $1.3 Billion Senior Secured Notes

2 Oct 2026   |   New York

Contacts

KBRA downgrades to D from CCC its ratings for Brightline East LLC’s (Brightline East) $1.33 billion senior secured notes (the notes). Immediately following these rating actions, KBRA withdrew the ratings on the notes.

The downgrades reflect Brightline East’s filing for Chapter 11 bankruptcy protection as part of the broader Brightline restructuring. In connection with the restructuring, Brightline East has entered into a restructuring support agreement (RSA) which, among other things, contemplates a restructuring of the notes pursuant to which in exchange for the notes, noteholders are expected to receive cash from the Brightline East interest reserve account, equity in a newly formed holding company (the new holding company), and warrants to acquire additional equity upon consummation of the restructuring.

Brightline East is the indirect owner of Brightline Trains Florida LLC (Brightline Florida), the owner and operator of a 235-mile intercity high-speed passenger rail connecting Southeast and Central Florida.

Key Credit Considerations

(-) Chapter 11 Filing

Brightline East has commenced Chapter 11 proceedings in connection with the broader restructuring of certain Brightline entities. The filing constitutes a default under KBRA’s rating framework and is the primary driver of the downgrade to D. Brightline East is a non-operating parent entity and indirect owner of Brightline Florida, which as of yet has not commenced Chapter 11 proceedings and continues to operate its Florida passenger rail system.

(-) Contemplated Treatment of Brightline East Notes

The RSA provides specific treatment for holders of the notes. Upon consummation of the contemplated restructuring, noteholders are expected to receive, on a pro rata basis, 100% of the cash in the Brightline East interest reserve account, 4.75% of equity in the new holding company, and 8.5-year warrants to purchase common equity interests representing 12.5% of the new holding company’s fully diluted common equity as of issuance.

The contemplated treatment remains subject to the terms and conditions of the restructuring, definitive documentation, and applicable approvals. Brightline East’s pro forma emergence capital structure shows the approximately $1.1 billion of the outstanding notes reduced to zero at emergence.

(-) Limited Recovery Prospects

KBRA expects recoveries on the notes to be limited based on its updated assessment of the value available to creditors under the rating case and the contemplated restructuring terms. The existing debt claim is expected to be replaced by a combination of cash, minority equity in the new holding company, and warrants providing potential additional participation in the new holding company’s equity.

Surveillance Rating Rationale

The downgrade to D reflects Brightline East’s filing for Chapter 11 bankruptcy protection. In KBRA’s prior review, the rating reflected the expectation that Brightline East could exhaust its available liquidity and face a payment default as early as January 2027 because distributions from Brightline Florida were not expected to resume before then. The Chapter 11 filing has now crystallized the default risk previously incorporated into the rating.

The RSA contemplates a restructuring of the notes, pursuant to which noteholders are expected to receive, on a pro rata basis, 100% of the cash in the Brightline East interest reserve account, 4.75% of equity in the new holding company, and 8.5-year warrants to purchase common equity interests representing 12.5% of the new holding company’s fully diluted common equity as of issuance. The contemplated changes remain subject to completion of the restructuring and applicable approvals. Based on KBRA’s updated analysis, expected recoveries on the notes are limited.

To access ratings and relevant documents, click here.

Related Publication

Methodology

Disclosures

A description of all substantially material sources that were used to prepare the credit rating and information on the methodology(ies) (inclusive of any material models and sensitivity analyses of the relevant key rating assumptions, as applicable) used in determining the credit rating is available in the Information Disclosure Form(s) located here.

Information on the meaning of each rating category can be located here.

Further disclosures relating to this rating action are available in the Information Disclosure Form(s) referenced above. Additional information regarding KBRA policies, methodologies, rating scales and disclosures are available at www.kbra.com.

About KBRA

Kroll Bond Rating Agency, LLC (KBRA), one of the major credit rating agencies (CRA), is a full-service CRA registered with the U.S. Securities and Exchange Commission as an NRSRO. Kroll Bond Rating Agency Europe Limited is registered as a CRA with the European Securities and Markets Authority. Kroll Bond Rating Agency UK Limited is registered as a CRA with the UK Financial Conduct Authority. In addition, KBRA is designated as a Designated Rating Organization (DRO) by the Ontario Securities Commission for issuers of asset-backed securities to file a short form prospectus or shelf prospectus. KBRA is also recognized as a Qualified Rating Agency by Taiwan’s Financial Supervisory Commission and is recognized by the National Association of Insurance Commissioners as a Credit Rating Provider (CRP) in the U.S.

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