TCREUR_Public/140522.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

            Thursday, May 22, 2014, Vol. 15, No. 100

                            Headlines



C R O A T I A

AGROKOR DD: Moody's Places 'B2' CFR on Review for Downgrade


F R A N C E

AFFLELOU: Fitch Assigns 'B' Issuer Default Rating; Outlook Stable


G E R M A N Y

FRESENIUS SE: S&P Affirms 'BB+' Corp. Credit Rating
KRAUSSMAFFEI TECHNOLOGIES: S&P Affirms 'B' CCR; Outlook Stable
SERVUS HOLDCO: S&P Puts 'B' CCR on CreditWatch Positive


G R E E C E

NAVIOS PARTNERS: S&P Affirms 'BB' CCR; Outlook Stable
NAVIOS ACQUISITION: S&P Raises CCR to 'B+'; Outlook Stable


I C E L A N D

ICELAND: May Enter Into Talks with Failed Banks' Creditors


I R E L A N D

ELVERYS SPORTS: High Court Okays Survival Scheme
RMF EURO CDO V: Moody's Affirms Ba3 Rating on Class V Notes


K A Z A K H S T A N

SAMRUK-ENERGY: S&P Affirms 'BB+/B' CCRs; Outlook Negative


N E T H E R L A N D

CELF LOAN: Moody's Hikes Rating on Class Y Notes to 'Ba3'
NEPTUNO CLO I: Moody's Affirms 'B1' Ratings on 2 Note Classes
REGENT'S PARK: Moody's Affirms 'B1' Rating on Class E Notes


P O R T U G A L

MILLENNIUMBCP AGEAS: S&P Affirms 'BB' IFS Rating; Outlook Stable


R O M A N I A

KMG INTERNATIONAL: Fitch Affirms 'B+' IDR; Outlook Stable
* ROMANIA: Four Judges Under Probe Over Insolvency Bribery


R U S S I A

BORETS INT'L: S&P Revises Outlook to Stable & Affirms 'BB' CCR
GALLERY MEDIA: S&P Affirms 'B-' CCR; Outlook Stable
KHAKASSIA REPUBLIC: Fitch Affirms 'BB' IDR; Outlook Stable
POLYUS GOLD: S&P Revises Outlook to Stable & Affirms 'BB+' CCR


S P A I N

CODERE SA: Extends Talks with Lenders for Fourth Time
FTPYME TDA CAM 4: S&P Affirms 'D' Ratings on Two Note Classes
PYMES SANTANDER 8: Moody's Rates EUR310MM Serie C Notes 'Ca'


U K R A I N E

KHARKOV CITY: Fitch Affirms 'CCC' IDR; Outlook Negative


U N I T E D   K I N G D O M

BARCLAYS PLC: Fitch Assigns 'BB+(EXP)' Rating to Convertible Secs
DIXONS RETAIL: Fitch Affirms 'B+' IDR; Outlook Stable
INMARSAT FINANCE: Moody's Rates New US$1BB Senior Notes 'Ba2'
MOY PARK: Moody's Assigns 'B1' Corporate Family Rating
NORKING ALUMINIUM: Three New Firms Formed Following Collapse

PAUL SIMON: To Close Remaining 22 Stores
PHONES4U: S&P Revises Outlook to Negative & Affirms 'B' CCR
RECEPTORS SECURITY: Exec Was Entitled to Redundancy Pay
SMITHS STORAGE: Director Banned For 5 Years For Unpaid Taxes


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C R O A T I A
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AGROKOR DD: Moody's Places 'B2' CFR on Review for Downgrade
-----------------------------------------------------------
Moody's Investors Service has placed all ratings of Agrokor D.D.
under review for downgrade. Ratings impacted are the B2 corporate
family rating and B2-PD probability of default rating, as well as
the B2 instrument ratings.

Ratings Rationale

The rating action follows Agrokor's announcement that it plans to
raise EUR475 million through the issuance of a PIK toggle loan by
a newly created holding company SPV2, the direct parent holding
of Agrokor D.D (Agrokor).

Although SPV2 is outside the Agrokor restricted group, the group
intends to use a significant portion of the PIK proceeds for
general corporate purposes, which will likely include a possible
acquisition by Agrokor D.D. of a majority of shares in Poslovni
sistem Mercator d.d. (Mercator).

On June 14, 2013, Agrokor announced that it had signed a sale and
purchase agreement to buy 53.1% of the share capital of Mercator.
The most recent bid price values 100% of Mercator at EUR324
million. Moody's understands that all regulatory approvals for
the sale have been achieved, with the only remaining condition
being the satisfactory debt restructuring agreement with
Mercator's lenders. Moody's also understands that Agrokor would
look to take full ownership of Mercator through a tender offer.

The review will consider: (1) the legal arrangements of the
enlarged group, including the funding between SPV2 and Agrokor
D.D., and the implications of the designation of subsidiaries as
restricted or unrestricted; (2) the group's updated strategy
following the completion of the Mercator acquisition (or a
revised strategy should that fail to complete); (3) the
implications of any minority interests should Agrokor not finally
own 100% of Mercator; (4) the revised group financial profile and
credit metrics, taking into account any likely synergies, with
Mercator consolidated into Agrokor, and recognizing the
additional cash outflows necessary to service the interest on the
PIK toggle loan; (5) the liquidity profile arising as a
consequence.

The transaction could result in a modest increase in leverage
from 4.9x at the end of 2013, even without incorporating the PIK
notes which are intended to sit outside the existing restricted
group.

However, the review will also consider the strategic fit of
Agrokor and Mercator, potentially leading to a company with
combined revenues of EUR 7 billion and strong market positions in
across all countries in its region. Potential operating synergies
arising from economies of scale and cost optimization could be
high, leading eventually to a stronger credit profile ultimately
if the integration can be executed successfully. In that context,
the outcome of the review may not necessarily result in a ratings
downgrade.

Based in Zagreb, Agrokor is the largest company in the Adria
region, with operations in food and beverages, as well as food
retailing. Beyond Croatia, the company also operates in Serbia,
Bosnia and Herzegovina, Montenegro, Slovenia, Macedonia and
Hungary.



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AFFLELOU: Fitch Assigns 'B' Issuer Default Rating; Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned France-based Lion/Seneca France 2
S.A.S. (Afflelou) a final Long-term foreign currency Issuer
Default Rating (IDR) of 'B' with a Stable Outlook.  Fitch has
also assigned 3AB Optique Developpement S.A.S.'s EUR365 million
senior secured notes due 2019 and super senior revolving credit
facility (RCF) final ratings of 'BB-'/'RR2' and Lion/Seneca
France 2 S.A.S.'s EUR75 million senior notes due 2019 final
ratings of 'CCC+'/'RR6'.

The final ratings follow a review of the final documentation
which materially conforms to information received when assigning
the expected ratings.

The ratings reflect Afflelou's high leverage and a competitive
European optical market, which are balanced with its robust
market position and positive market fundamentals in France.

KEY RATING DRIVERS

Third-largest French Player

Afflelou benefits from a strong market share of 11% in France in
a fairly fragmented market.  Its robust market position is
supported by strong brand recognition due to large advertising
spend, and by regular launches of new products and concepts.  The
on-going price war in the French market led management to extend
the brand strategy and to create the low-cost Claro concept.

Pressure on Profitability to Ease

The group EBITDA margins fell to 21.7% in 2013 from 38.4% in 2010
driven by a change in mix between franchised and directly
operated stores that was exacerbated by the on-going price war.
In Fitch's view, despite the benefits of having the Claro banner,
there could be a cannibalization effect and a risk of margin
dilution.  These risks are captured in the ratings.  However,
Fitch expects EBITDA margins to stabilize within the next two
years based on cost efficiencies.

Positive Underlying Market Drivers

The French optical retail market represented 76% of Afflelou's
1H14 revenues and is the largest in Europe at approximately
EUR5.5 billion in 2013.  It benefits from positive underlying
drivers such as an ageing population, rising exposure to digital
displays, technological progress, high reimbursement levels for
glasses and increasing health awareness leading to greater
resilience to economic downturns.  The Spanish market benefits
from the same demographic drivers, but is less favorable as it
has contracted in the past five years due to a different product
segmentation skewed towards sunglasses.

Limited Impact from Reimbursement Pressure

Although the French optical retail market benefits from an
attractive reimbursement policy, it could suffer from some
regulatory changes from as soon as 2015 to introduce price floors
and ceilings.  In Fitch's view, this should not materially affect
the company as public reimbursement represents only 5% of the
total purchase, and the ceiling currently negotiated for private
insurance is approximately the same as the company's average
customer spending.

Late Mover to Internet

Afflelou was less reactive than its competitors in its e-commerce
strategy and only launched a website in March 2014, with a
limited product offering.  In the optical industry in France, the
e-commerce distribution channel is not extensively developed at
the moment.  However, Fitch believes that recent legislation in
the country should drive the growth of this new distribution
channel and allow pure players with a low cost base to
differentiate themselves in a market with high growth potential.

Neutral Effect from Refinancing

Afflelou's debt refinancing has brought forward slightly its
average maturities, with total debt being broadly the same.  The
high bank fees incurred will be partly offset by the fact that
the debt structure will be 100% cash pay compared with the former
bank loan structure comprising a growing payment in kind (PIK)
coupon for the mezzanine loan facility.

Manageable Credit Metrics

Following the closing of the refinancing, Fitch-calculated gross
funds from operations (FFO) adjusted leverage reached close to
7x. However, the company's franchisor business model implies low
working capital and capital expenditures requirements allowing
healthy cash flow generation that may be used for acquisitions if
opportunities arise.  Along with the bullet debt maturity profile
after the refinancing, Fitch expects gross FFO adjusted leverage
to slowly improve to 6.4x in FY17.

Superior Recoveries for Senior Secured

Fitch considers that the distressed valuation of the company
would be maximized in a going concern scenario as the business is
fairly asset-light (franchisor business model).  In addition,
Fitch believes that should Afflelou default, this would not be
the result of a broken business model but rather due to an
adverse regulatory change (reimbursement policy) or unmanageable
financial leverage.

Fitch has used a discount of 20% to the most recent LTM EBITDA of
EUR77 million reflecting neutral free cash flow (FCF) at this
level of discounted EBITDA in FY14, and 5.5x distressed
enterprise value/EBITDA multiple in line with 'B' category peers
in the sector.  Fitch's analysis results in superior recovery
prospects for both the super senior RCF and senior secured notes
at 'RR2' (capped due to the French jurisdiction) and very limited
recovery prospects for the senior notes at 'RR6'.

RATING SENSITIVITIES

Positive: Future developments that could lead to positive rating
actions include:

-- Stable to improving EBITDA margin above 22%

-- FFO gross adjusted leverage below 5x

-- FFO fixed charge cover of 2.5x or higher

Negative: Future developments that could lead to negative rating
action include:

-- FFO gross adjusted leverage above 7x or no evidence of
    deleveraging from closing, for example because of operating
    underperformance or on-going acquisition activity

-- Any sign that internet is becoming a serious threat,
    reflecting in negative like-for-like sales growth on a
    sustained basis

-- Unsuccessful integration of new material acquisition/s

-- EBITDA margin consistently below 21%

-- FFO fixed charge cover of 1.8x or below

-- FCF margin below 8%

All these ratios are based on Fitch-calculated metrics.



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FRESENIUS SE: S&P Affirms 'BB+' Corp. Credit Rating
---------------------------------------------------
Standard & Poor's Rating Services affirmed its 'BB+' long-term
corporate credit rating on Germany-based health care group
Fresenius SE & Co. KGaA (FSE) and its subsidiary, Fresenius
Medical Care AG & Co. KGaA (FME).  The outlook is positive.

At the same time, S&P affirmed all of its issue and recovery
ratings on FSE's and FME's debt instruments.

The affirmation reflects S&P's assessment of FSE's increasing
revenue and EBITDA scale; now over EUR20 billion and EUR4
billion, respectively.  S&P believes that the group's growing
size and diversification enables it to maintain organic growth in
the mid-single digits by balancing stable and mature markets --
such as the U.S. and Western Europe -- with high growth emerging
markets.

The rating on FSE reflects S&P's assessments of the group's
business risk profile as "strong" and financial risk profile as
"significant."  Together, S&P's assessments lead it to an anchor
of 'bbb' for FSE.  The anchor is S&P's starting point for
assigning an issuer credit rating under its corporate criteria.
S&P's 'BB+' rating on FSE is two notches below the anchor,
reflecting the adjustments it makes based on its "negative"
financial policy modifier.  S&P's view of FSE's financial policy
captures the event risk of a sizable acquisition beyond its
current base-case expectations.

The rating on FME reflects S&P's assessments of the group's
business risk profile as "satisfactory" and financial risk
profile as "significant."  Together, S&P's assessments lead it to
an anchor of 'bb+' for FME.  As no modifiers have an impact on
the anchor, FME's stand-alone credit profile (SACP) is 'bb+'.
S&P views FME as a core subsidiary to its parent FSE due to its
strategic importance, and as such S&P aligns the rating on FME
with that on FSE, at 'BB+'.

S&P's assessment of FSE's financial risk profile as "significant"
reflects that under its base case, adjusted debt to EBITDA will
remain below 4x on average over the next three years, while funds
from operations (FFO) to debt will remain at about 20% on average
over the same period.

S&P's financial risk profile assessment also reflects the group's
ability to generate strong free operating cash flow (FOCF) of
about EUR1 billion on average per year.  However, it continues to
be constrained by frequent and primarily debt-financed
acquisitions that S&P believes hamper the group's de-leveraging
potential to some extent.

S&P's base-case assumptions include:

   -- World GDP growth of 3.6% in 2014 and 3.9% in 2015, with
      growth of 2.8% and 3.2% in North American Free Trade
      Agreement countries; 5.5% and 5.6% in Asia Pacific; and
      0.9% and 1.3% in the eurozone (European Economic and
      Monetary Union).

   -- A limited correlation between these rates and FSE's revenue
      growth, owing to the health care industry's noncyclical
      nature.  However, S&P uses GDP as an indication of the
      state's willingness to pay for health care.

   -- Mid-single-digit organic revenue growth over the next three
      years, with acquisitions boosting revenues in 2014 and
      2015.

   -- An adjusted EBITDA margin of about 20% over the next three
      years, a slight decline owing to integration of lower
      margin businesses.

   -- Capital expenditure of about EUR1.5 billion over the next
      three years.

   -- Dividends of EUR500 million over the next three years.

   -- Net acquisition spending at similar levels to previous
      years.

   -- No significant litigation payments.

Based on these assumptions, S&P arrives at the following credit
measures:

   -- An adjusted debt-to-EBITDA ratio of between 3x and 4x.

   -- Adjusted FFO to debt of about 20%.

"The positive outlook reflects our view that the group will
continue to diversify its revenue stream, including benefits from
add-on, midsize acquisitions; we think FSE is already
establishing a track record of assimilating sizable acquisitions
and reducing debt relatively quickly, thanks to its strong cash-
generating capacity.  In doing so, we anticipate that the group
will pursue a financing strategy that enables it to maintain
debt-protection metrics that are commensurate with a higher
rating.  Specifically, we would view debt to EBITDA below 4x and
FFO to debt approaching 20% on average over the next three years
as commensurate with a higher rating," S&P said.

A positive rating action would be reflective of both FSE's and
FME's long-term financial policies to adhere to these debt-
protection metrics.  S&P's base case assumes revenue growth in
the high-single digits over the medium term.

Conversely, given the group's operating fundamentals, negative
rating actions would most likely be prompted by decisions from
either FSE or FME to change their deleveraging plans in favor of
faster cash absorption through acquisitions, internal investment,
or shareholder returns.  S&P sees downside from operating
performance as less likely, but it could be triggered if
operating margins deteriorate significantly.  This could occur if
the company is not able to offset pressure from reimbursement
changes, mainly in the U.S., with operating efficiency delivered
by the rest of its business.


KRAUSSMAFFEI TECHNOLOGIES: S&P Affirms 'B' CCR; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit ratings on Munich Holdings II Corporation S.a.r.l. (Munich
Holdings) and one of its "core" subsidiaries, Germany-based
plastics-processing machinery manufacturer KraussMaffei
Technologies GmbH (KraussMaffei Technologies).  The outlook on
Munich Holdings is stable.

S&P subsequently withdrew the rating on KraussMaffei
Technologies.  The outlook was stable at the time of the
withdrawal.

At the same time, S&P assigned a 'B' corporate credit rating to
KraussMaffei Group GmbH, another "core" subsidiary of Munich
Holdings.  The outlook is stable.

Also, S&P affirmed its 'B' issue and '5' recovery ratings on the
group's existing EUR325 million senior secured notes.  The '5'
recovery rating remains unchanged and indicates S&P's expectation
of a modest (10%-30%) recovery in the event of a payment default.

The ratings on the Munich Holding, KraussMaffei Technologies, and
KraussMaffei Group (collectively, KraussMaffei) reflect S&P's
assessments of the group's "highly leveraged" financial risk and
"weak" business risk profiles.

S&P's view of KraussMaffei's "weak" business risk profile is
based on the group's operations in the highly competitive and
cyclical plastics-processing machinery industry, as well as the
group's below-industry-average and volatile operating
profitability.  In S&P's view, the business risk profile is also
restricted by KraussMaffei's relatively low share of aftermarket
operations compared with that of its peers.  S&P thinks that a
higher share of such operations could offset some of the
cyclicality in new machinery sales.

However, S&P sees that the group has well-established market
positions in Europe and a broad product offering.  S&P's
assessment is supported by the broad geographic diversity of the
group's revenue generation, particularly because S&P expects
growth prospects in emerging markets to remain relatively better
than in KraussMaffei's domestic European market over the next two
years.  Still, S&P thinks that the group would find it difficult
to achieve similar diversification of its production operations
in the near term, which are mainly in Europe.

"We expect KraussMaffei will maintain its good market share in
the global plastics technologies markets, particularly in its
domestic European market.  KraussMaffei is a full-product line
global supplier across the industry's three primary machinery
applications: injection molding, extrusion, and reaction process
machinery.  Although we forecast that business stability should
continue to ride on increasing aftermarket and consumables
opportunities, as a result of its sizable installed base, a
significant portion of KraussMaffei's business remains exposed to
the highly cyclical and price competitive original equipment
market.  We expect the group will improve its EBITDA margins over
the next 12-18 months to higher than the some 7% it showed in
2013, thanks to extensive cost-cutting initiatives and
operational improvements," S&P said.

"We continue to view KraussMaffei's financial risk profile as
"highly leveraged."  This reflects relatively weak adjusted debt
to EBITDA (adjusted to include operating leases pension
liabilities and drawings under its factoring program) of about
7.5x and funds from operations (FFO) to total debt of about 5%,
as of Dec. 31, 2013. We further expect EBITDA interest cover
ratios to remain at or above 2x over our forecast horizon," S&P
noted.

Under S&P's base-case scenario, it assumes the following:

   -- Organic revenue growth of 2%-5%;

   -- Standard & Poor's-adjusted EBITDA margins in the 7%-9%
      range; and

   -- Capital expenditures of approximately 2%-3% of revenues.

Based on these assumptions, S&P arrives at the following credit
measures:

   -- Pro forma debt to EBITDA decreasing toward 6.5x in 2014 and
      below 6.0x in 2015; and

   -- FFO to debt between 5% and 9%.

The stable outlook on KraussMaffei incorporates S&P's expectation
of modest revenue growth in 2014 and 2015.  S&P also anticipates
that KraussMaffei will report an adjusted EBITDA margin of 7.5%-
8.5% in 2014 and more than 8.5% in 2014, supported by
restructuring efforts leading to minimally positive FOCF, as well
as no dividends and acquisition payouts that exceed FOCF
generation.

S&P could lower the ratings if weakening operating performance
were to lead to negative free cash flow, adversely affecting the
group's liquidity, or a significant deterioration of credit
measures.  Indications of weaker credit metrics could include a
10% decline in revenues and margins deteriorated by more than 200
basis points, resulting in EBITDA coverage ratios contracting to
less than 1.7x.

Rating upside could stem from lower debt and sustainably stronger
credit-protection measures.  Additionally, S&P could raise the
ratings if stronger-than-expected EBITDA generation led to a
lower leverage than 4x and FFO to debt of about 20%.  However,
S&P sees this scenario as relatively unlikely in the coming 12-18
months, given the high adjusted debt.


SERVUS HOLDCO: S&P Puts 'B' CCR on CreditWatch Positive
-------------------------------------------------------
Standard & Poor's Ratings Services said that it placed on
CreditWatch with positive implications its 'B' long-term
corporate credit rating on Servus Holdco Sarl (Servus), the
parent company of German capital goods group Stabilus.

At the same time, S&P placed on CreditWatch with positive
implications its 'B' issue rating on the senior secured EUR315
million 7.75% bond due 2018, issued by Servus Luxembourg Holding
SCA and guaranteed by Servus.  In addition, S&P revised the
recovery rating on this bond downward to '4' from '3'.  The
recovery rating of '4' indicates S&P's expectation of average
(30%-50%) recovery prospects in the event of a payment default.

The CreditWatch placement follows Stabilus' announcement of a
planned IPO on the Frankfurt Stock Exchange and its intention to
reduce debt.  S&P understands that Stabilus intends to use EUR59
million of the net proceeds raised to prepay a portion of the
EUR315 million senior secured bond.  S&P also understands that
prior to the closing of the IPO, profit participation loans --
which relate to a 2010 debt restructuring and are subordinated to
senior debt -- will no longer be liabilities of Servus.  S&P
could raise the long-term corporate credit rating on Servus by
one notch on completion of the IPO and planned debt reduction.

As part of the IPO, Servus' existing 90.1% shareholder and
financial sponsor, Triton, intends to reduce its shareholding to
50% (or to about 42% if a greenshoe option is exercised), with a
free-float of at least 50% (up to about 58% with the greenshoe).
On the basis that Triton's stake in Servus remains above 40%, we
expect to continue to assess the company as being owned by a
financial sponsor under S&P's criteria.

"Despite Triton remaining a key shareholder, we believe that the
announced debt reduction and ongoing favorable trends in
Stabilus' operating performance would likely strengthen Servus'
financial risk profile.  On the basis that the IPO and debt
reduction go ahead as planned, we forecast leverage ratios for
the financial year to Sept. 30, 2014, of funds from operations
(FFO) to debt of around 15% and Standard & Poor's-adjusted debt
to EBITDA of 4.0x-4.5x.  We also envisage adjusted EBITDA
interest coverage of around 3.0x.  We would likely therefore
revise upward our assessment of Servus' financial risk profile to
"aggressive" from "highly leveraged."  Our expectation of a more
moderate and predictable financial policy provides further
support for this upward revision," S&P said.

"We continue to assess Servus' business risk profile as "fair."
Our assessment is supported by the company's leading market
position in gas springs and dampers; the geographical spread of
its operations; long-established customer relationships; and
stable profit margins in the past three years.  We also see
improving market conditions in the automotive and industrial
sectors.  Constraining factors include the company's modest size;
limited end-market diversity, with a focus on the auto sector;
and a narrow product range with niche applications," S&P added.

S&P's base-case operating scenario for Servus assumes:

   -- Debt reduction of EUR59 million following completion of the
      IPO.

   -- In 2014, ongoing growth in auto industry vehicle sales and
      improving economic conditions, leading to high-single-digit
      revenue growth and reported EBITDA margins of 16%-17%, with
      scope for improvement in 2015.

   -- Capital expenditures (capex) of around EUR40 million per
      year, and dividend payments (starting in respect of
      financial 2015), of 20%-40% of net profit, as indicated by
      the company if the IPO is completed.

   -- Debt adjustments for pensions (EUR27 million), operating
      leases (EUR9 million), and a factoring facility (EUR20
      million).

Based on these assumptions, S&P arrives at the following credit
measures for financial 2014 of:

   -- FFO to debt of around 15%, rising to 15%-20% in 2015.

   -- Adjusted debt to EBITDA of 4.0x-4.5x, reducing to about
      4.0x in 2015.

   -- Adjusted EBITDA interest coverage of 3.0x, rising to 3.5x-
      4.0x in 2015.

Stabilus is a developer and manufacturer of gas springs,
hydraulic dampers, and electromechanical lifting equipment used
in the auto and industrial sectors.  In the financial year to
Sept. 30, 2013, it reported revenues of EUR460 million.

S&P aims to resolve the CreditWatch on completion of the IPO and
repayment of debt, which S&P understands is due to take place by
early June 2014.

Upside scenario

S&P would likely raise its long-term corporate credit and issue
ratings on Servus by one notch to 'B+' on completion of the IPO
and repayment of debt.

Downside scenario

If the IPO does not proceed, or if the repayment of debt does not
occur, S&P would affirm the existing ratings after removing them
from CreditWatch.



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NAVIOS PARTNERS: S&P Affirms 'BB' CCR; Outlook Stable
-----------------------------------------------------
Standard & Poor's Ratings Services said it had affirmed its long-
term corporate credit rating on the Marshall Islands-registered
owner and operator of drybulk and container vessels Navios
Maritime Partners L.P. (Navios Partners) at 'BB'.  The outlook is
stable.

S&P also affirmed its 'BB' issue rating on the company's senior
secured debt.

The affirmation reflects Navios Partners' conservative medium-
term time charter profile and its competitive and predictable
operating breakeven rates, which support overall profitability
with low volatility.  At the same time, Navios Partners' 2013 and
forecast credit metrics have weakened moderately as a result of
increased investment activity, and S&P anticipates moderately
increasing debt due to further, albeit partly equity-funded,
acquisitions of vessels.  Consequently, S&P has revised its
assessment of Navios Partners' financial risk profile downward to
"significant" from "intermediate."

The combination of a "significant" financial risk profile and
"weak" business risk profile results in a revision of Navios
Partners' anchor, the starting point for assigning a long-term
corporate credit rating, to 'bb-' from 'bb'.  At the same time,
S&P has revised its assessment of Navios Partners' management and
governance to "strong" from "satisfactory," which leads to a one-
notch uplift to the final rating outcome.  Accordingly, S&P is
affirming its corporate credit rating on Navios Partners at the
same level.

Navios Partners' "significant" financial risk profile reflects
the company's weakened core credit ratios, given its partly debt-
funded investment in new tonnage and lower time charter rates
achieved from the employed fleet.  S&P takes into consideration
that 2013 was an expansion period for the company in which it
acquired several vessels and most notably diversified into the
container segment.  Therefore, the 2013 credit ratios were
restrained by cash flow and debt mismatches.  Although S&P
forecasts a rebound in credit measures, such as a weighted
average ratio of funds from operations (FFO) to debt improving to
26%-28% in 2014-2015 from about 24% in 2013, they remain
consistent with "significant" financial risk profile.

"We assess Navios Partners' management and governance as
"strong," which leads to a positive adjustment of one notch to
our anchor, as defined in our criteria.  We believe that Navios
Partners has a strong management team with substantial industry
experience and expertise and a demonstrated track record in
operational effectiveness, in particular during the prolonged
industry downturn," S&P said.

The stable outlook reflects S&P's view that Navios Partners will
maintain rating-commensurate credit measures, thanks to its
medium-term time-charter profile, competitive cost structure, and
predictable and expanding operating cash flow owing to the recent
and likely further fleet additions.  This will be supported by
gradually recovering dry charter rates, as S&P forecasts in its
base case.

S&P forecasts that the company will maintain a ratio of adjusted
FFO to debt of more than 20%, which it considers to be consistent
with the 'BB' rating on Navios Partners.  This reflects S&P's
expectation that the company will continue to prudently use
equity to fund its likely further expansion.  Furthermore, given
the inherent volatility of the sector in which Navios Partners
operates, S&P considers the company's consistently "adequate"
liquidity position, with liquidity sources-to-uses coverage of
more than 1.2x, along with manageable covenant compliance tests
through the industry cycle, to be important stabilizing rating
factors.


NAVIOS ACQUISITION: S&P Raises CCR to 'B+'; Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on Marshall Islands-registered tanker
shipping company Navios Maritime Acquisition Corp. (Navios
Acquisition) to 'B+' from 'B.'  The outlook is stable.

S&P's upgrade reflects a sustained improvement in Navios
Acquisition's earnings and credit ratios, which S&P expects will
continue over the next two years.  As a result, S&P has removed
the downward one-notch adjustment for its negative comparable
ratings analysis that it applied to its initial analytical
outcome, or "anchor", as defined in S&P's criteria, to reflect
Navios Acquisition's weak credit ratios. Under our base-case
operating scenario, the company will be able to achieve a core
ratio of Standard & Poor's-adjusted funds from operations (FFO)
to debt of 8%-9% in 2014, subsequently strengthening to more than
12% in 2015, which S&P considers to be commensurate with a 'B+'
rating.

Furthermore, given its demonstrated track record of proactive
treasury management and access to capital markets amid difficult
industry and lending conditions, S&P continues to believe that
Navios Acquisition will preserve its "adequate" liquidity
profile.

Under S&P's base-case operating scenario, it projects the
improvement in earnings to be underpinned by a moderate and
sustained recovery of charter rates for product tankers and very
large crude carriers, which will be accompanied by an increasing
number of vessel-available days, as new tankers enter Navios
Acquisition's fleet.  S&P estimates a resulting improvement in
Navios Acquisition's EBITDA to about US$170 million-US$180
million in 2014 and about US$220 million-US$230 million in 2015,
from about US$115 million in 2013.

"We take into account Navios Acquisition's high contracted
revenues, which provide good earnings visibility, and
consequently, good downside protection.  As of May 14, 2014,
about 89% of Navios Acquisition's vessel-operating days were
fixed for 2014, about 45% for 2015, and about 22% for 2016.  We
understand that the average charter rates in these contracts are
above Navios Acquisition's cash flow break-even rates (including
capital repayments) and that the vast majority of contracts
include a profit-sharing provision, which will allow Navios
Acquisition to benefit if charter rates recover to more than the
contracted rate," S&P said.

"We forecast that Navios Acquisition's Standard & Poor's-adjusted
debt will reach its peak in 2014, after the company has paid the
bulk of installments for vessels on order, and gradually decline
thereafter.  This is assuming that the company makes no
acquisitions of additional vessels beyond the current US$280
million capital expenditure program, which includes eight vessels
to be delivered by June 30, 2015," S&P noted.

"We forecast that Navios Acquisition will gradually improve its
credit ratios over 2014-2015, thanks to steady growth in EBITDA
and declining debt from 2015.  We note that because 2014-2015
will continue to be an expansion period for the company, its
credit ratios will continue to be distorted by cash flow and debt
mismatches.  In general, we consider 2015 to be a more
representative year for Navios Acquisition's credit ratios than
2013-2014 because by then, six of the eight vessels yet to be
delivered will have been operating, and therefore generating cash
flows, for 12 months," S&P added.

According to S&P's base case, it arrives at the following credit
measures:

   -- A weighted average ratio of Standard & Poor's-adjusted FFO
      to debt of 10%-12% in 2014-2015, up from 5.2% in 2013.

   -- A weighted average ratio of adjusted debt to EBITDA of
     about 6.0x in 2014-2015, down from 9.5x in 2013.

The rating on Navios Acquisition remains constrained by S&P's
view of the company's financial risk profile as "highly
leveraged," reflecting the company's high adjusted debt as a
result of the underlying industry's high capital intensity and
Navios Acquisition's large expansionary investments.  The key
consideration in our assessment of Navios Acquisition's "fair"
business risk profile is S&P's view of the shipping industry's
"high" risk.  This, S&P believes, stems from the industry's
capital intensity, high fragmentation, frequent imbalances
between demand and supply, lack of meaningful supply discipline,
and volatility in charter rates and vessel values.  S&P sees
further constraints in the prolonged weak charter rate
environment. However, this should continue its recovery in 2014
and 2015, as the industry's demand and supply imbalance tightens.
The company's relatively narrow business scope and diversity,
with a focus on the tanker industry, and its concentrated, albeit
good-quality, customer base also constrain the rating.

"We consider these risks to be partly offset by Navios
Acquisition's competitive position, which we assess as
"satisfactory" and which incorporates the company's
profitability, which we assess as "strong."  This reflects low
volatility of EBITDA margins and returns on capital, thanks to
the company's conservative chartering policy, competitive
operating break-even rates, and limited exposure to fluctuations
in prices of bunker fuel through time-charter contracts, which
largely counterbalance the industry's cyclical swings.  We also
think that Navios Acquisition's competitive position benefits
from its attractive fleet profile, supported by a relatively
large, modern, and high-quality fleet," S&P added.

"We assess Navios Acquisition's management and governance as
"strong" which leads to a positive one-notch adjustment to our
"anchor," as defined in our criteria.  We think that Navios
Acquisition has a strong management team with substantial
industry experience and expertise and a demonstrated track record
in operational effectiveness, in particular during the prolonged
industry downturn," S&P noted.

S&P's rating reflects Navios Acquisition's stand-alone credit
quality.  Although the company is partly owned by and shares
links with Navios Maritime Holdings Inc., these companies have
different shareholder groups and are separately listed.
Furthermore, management has informed us that, financially, each
company operates on a stand-alone basis.

The stable outlook reflects S&P's view that Navios Acquisition's
EBITDA, and therefore its operating cash flow, will continue
increasing, thanks to the company's expanding fleet and
competitive cost structure.  Consequently, S&P believes that the
company will achieve rating-commensurate credit ratios, further
underpinned by a gradual recovery in time-charter rates and
profit-share income from the employed vessels, as estimated in
S&P's base case.

S&P forecasts that Navios Acquisition will achieve a weighted
average adjusted ratio of FFO to debt of about 10%-12% in 2014-
2015, which it considers to be commensurate with the 'B+' rating
on the company.  This also reflects S&P's assumption that Navios
Acquisition will significantly curb its fleet expansion and use
free operating cash flow to reduce debt in 2015 and thereafter.
Given the inherent volatility in the underlying sector, S&P
considers the company's consistently "adequate" liquidity profile
to be a critical and stabilizing rating factor.

S&P could consider an upgrade if Navios Acquisition delivered
sustained EBITDA growth, pursued a balanced investment strategy,
reduced debt, and improved its core credit ratios to the level
that we consider commensurate with a higher rating, such as a
core ratio of adjusted FFO to debt of more than 12% on a
sustainable basis.

A negative rating action would primarily stem from unexpected
downward pressure on charter rates and asset values.  S&P
considers that persistently depressed charter rates would likely
prevent Navios Acquisition from achieving favorable employment
for vessels not yet delivered and contracted, and those up for
recharter.  They would also hinder the company from earning a
profit-share income from the employed vessels, resulting in weak
credit ratios and potential liquidity pressure.  Moreover, rating
pressure could arise if Navios Acquisition's debt were to
increase significantly on account of additional investments in
new vessels beyond the current order book.  The rating may come
under pressure if S&P regards management's operating strategy and
its stance toward the company as no longer consistent with our
"strong" management and governance assessment.



=============
I C E L A N D
=============


ICELAND: May Enter Into Talks with Failed Banks' Creditors
----------------------------------------------------------
Omar R. Valdimarsson at Bloomberg News reports that Iceland is
close to inviting hedge funds and other creditors in the nation's
failed banks to discuss their claims for the first time.

According to Bloomberg, two people close to the matter said
Iceland's government, which has so far ignored creditor requests
to meet, is now ready to listen to their demands and explain its
position after being briefed on the legal ramifications of doing
so.  They said talks may take place as early as within the next
month, Bloomberg relates.

The 2008 default by Kaupthing Bank hf, Glitnir Bank hf and
Landsbanki Islands hf on US$85 billion in debt made Iceland a
global example of how financial systems can destroy an entire
economy, Bloomberg recounts.  Iceland averted a sovereign default
by rejecting pleas to save its banks, Bloomberg relays.  Since
then, the nation has relied on currency controls to prevent a
capital flight and to protect its US$16 billion economy,
Bloomberg notes.

The people, as cited by Bloomberg, said the government is now
confident it can outline what kind of a settlement would allow
creditors an exemption from the capital controls.  The
composition agreement it's pursuing would make creditors owners
in holding companies overseeing the failed banks' assets, most of
which aren't denominated in kronur, Bloomberg states.



=============
I R E L A N D
=============


ELVERYS SPORTS: High Court Okays Survival Scheme
------------------------------------------------
Mary Carolan at The Irish Times reports that the High Court has
approved a survival scheme for the Elverys Sports operating
company.

According to The Irish Times, the scheme, supported by the
National Assets Management Agency or NAMA, will see Staunton
Sports exit examinership at 1:00 p.m. on Friday.

Mr. Justice Brian McGovern heard NAMA is the company's largest
secured creditor, owed some EUR23 million, after acquiring its
AIB loans in 2010 and 2011 and will get value for its security,
The Irish Times relates.

Declan Murphy BL, on behalf of examiner Simon Coyle of Mazars,
noted that unsecured creditors will get 5% of what they are owed
and all but two unsecured creditors had supported the scheme, The
Irish Times relays.

The court also heard preferential creditors -- understood to mean
the Revenue -- will get 100% of what they are owed, The Irish
Times notes.

Mr. Justice McGovern, as cited by The Irish Times, said he was
satisfied to approve the scheme.

The petition for examinership was brought in hurried
circumstances last February by a NAMA company, The Irish Times
recounts.

Elverys Sports is a sports store in Ireland.  The company employs
654 people in 56 stores nationwide.



RMF EURO CDO V: Moody's Affirms Ba3 Rating on Class V Notes
-----------------------------------------------------------
Moody's Investors Service announced that it has taken the
following rating actions on the following classes of notes issued
by RMF EURO CDO V PLC:

EUR48,900,000 Class II Senior Secured Floating Rate Notes due
2023, Upgraded to Aaa (sf); previously on Aug 16, 2011 Upgraded
to Aa3 (sf)

EUR20,800,000 Class III Deferrable Mezzanine Floating Rate Notes
due 2023, Upgraded to Aa3 (sf); previously on Aug 16, 2011
Upgraded to A2 (sf)

EUR33,000,000 Class IV Deferrable Mezzanine Floating Rate Notes
due 2023, Upgraded to Baa2 (sf); previously on Aug 16, 2011
Upgraded to Baa3 (sf)

EUR6,000,000 Class R Combination Notes due 2023, Upgraded to Aa2
(sf); previously on Aug 16, 2011 Upgraded to A2 (sf)

EUR110,000,000 (Current outstanding amount of EUR95,655,587.70)
Revolving Facility due 2023, Affirmed Aaa (sf); previously on
Aug 16, 2011 Upgraded to Aaa (sf)

EUR275,000,000 (Current outstanding amount of EUR158,242,425)
Class I Senior Secured Floating Rate Notes due 2023, Affirmed
Aaa (sf); previously on Aug 16, 2011 Upgraded to Aaa (sf)

EUR17,100,000 Class V Deferrable Mezzanine Floating Rate Notes
due 2023, Affirmed Ba3 (sf); previously on Aug 16, 2011 Upgraded
to Ba3 (sf)

RMF Euro V PLC, issued in April 2007, is a multi-currency
Collateralised Loan Obligation ("CLO") backed by a portfolio of
mostly high yield European leveraged loans. The portfolio is
managed by Pemba Credit Advisers and this transaction ended its
reinvestment period in April 2013. It is predominantly composed
of senior secured loans.

Ratings Rationale

The rating actions on the notes are primarily a result of the
significant deleveraging of the Class I and the subsequent
increase in the overcollateralization ratios ("OC ratios") of the
senior notes. Class I has paid down EUR 100.6 million (36% of
closing balance) since the last two payment dates.

As a result, the OC ratios for all classes of notes have
increased in the last 12 months. As per the latest trustee report
dated April 2014, the Class I/II, Class III, Class IV and Class V
overcollateralization ratios are reported at 132.26%, 123.37%,
111.47% and 106.17%, respectively, compared to 124.17%, 117.96%,
109.28% and 105.27% 12 months ago.

The credit quality of the collateral pool has not changed as
reflected in the average credit rating of the portfolio (measured
by the weighted average rating factor, or WARF). As of the
trustee's April 2014 report, the WARF was 2,876 compared with
2862 in April 2013. Over the same period, the reported diversity
score reduced from 48 to 41.

The ratings of the Combination Notes address the repayment of the
Rated Balance on or before the legal final maturity. For Class R,
the 'Rated Balance' is equal at any time to the principal amount
of the Combination Note on the Issue Date minus the aggregate of
all payments made from the Issue Date to such date, either
through interest or principal payments. The Rated Balance may not
necessarily correspond to the outstanding notional amount
reported by the trustee.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having
(a) an EUR pool with performing par and principal proceeds
balance of EUR 297.2 million, and defaulted par of
EUR18.3 million and (b) a GBP pool with performing par and
principal proceeds of GBP68.5 million, a weighted average default
probability of 20.47% (consistent with a WARF of 3017 over a
weighted average life of 4.03 years), a weighted average recovery
rate upon default of 47.12% for a Aaa liability target rating, a
diversity score of 36 and a weighted average spread of 4.25%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 91.8% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default, while
the non first-lien loan corporate assets would recover 15%. In
each case, historical and market performance and a collateral
manager's latitude to trade collateral are also relevant factors.
Moody's incorporates these default and recovery characteristics
of the collateral pool into its cash flow model analysis,
subjecting them to stresses as a function of the target rating of
each CLO liability it is analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes.
Moody's ran a model in which it diminished the base case WAS to
3.95%; the model generated outputs that were within one notch of
the base-case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, in light of uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties due to because of embedded ambiguities.

Additional uncertainty about performance is due to the following:

1) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales the collateral manager or
be delayed by an increase in loan amend-and-extend
restructurings. Fast amortization would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

2) Around 33% of the collateral pool consists of debt obligations
whose credit quality Moody's has assessed by using credit
estimates.

3) Recoveries on defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices. Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.



===================
K A Z A K H S T A N
===================


SAMRUK-ENERGY: S&P Affirms 'BB+/B' CCRs; Outlook Negative
---------------------------------------------------------
Standard & Poor's Ratings Services said it had affirmed its
'BB+/B' long-term and short-term corporate credit ratings and
'kzAA-' Kazakhstan national scale rating on Kazakhstan-based
energy group Samruk-Energy JSC.  The outlook is negative.

The affirmation reflects S&P's continued view that there is a
"high" likelihood that the Kazakh government would provide timely
and sufficient extraordinary financial support to Samruk-Energy
in the event of financial distress.  It also reflects S&P's
assessment of the group's stand-alone credit profile (SACP) at
'b+', based on its view of its business risk profile as "weak"
and its financial risk profile as "significant."

"We believe that Samruk-Energy might struggle to maintain its
funds from operations (FFO)-to-debt credit ratio in the 20%-30%
range and its debt-to-EBITDA ratio below 4.0x following its
acquisition of the 50% of coal-fired electricity generator
Ekibastuz GRES-1 for $1.3 billion, financed via a Kazakh tenge
(KZT) 200 billion15-year 7.8% loan and KZT 21 billion equity
injection, both provided by Samruk-Energy's 100% owner, Samruk-
Kazyna.  As Samruk-Energy now owns 100% of Ekibastuz GRES-1, we
expect the group to consolidate the acquired company into its
financial statements from 2014," S&P said.

"At the same time, we understand that Samruk-Kazyna is
considering taking additional actions to offset the weakened
financial risk profile at Samruk-Energy, such as converting a
portion of its KZT 200 billion loan to equity or making it
subordinate to Samruk-Energy's other debt.  In addition, we
believe there is scope to scale down the group's investment plans
in the next few years, which would lower external borrowing
needs," S&P added.

Samruk-Energy is a vertically integrated group of companies with
business segments including coal mining and electricity
generation, distribution, and supply.

"Our assessment of Samruk-Energy's business risk profile as weak
reflects our view of its evolving corporate structure, with a
limited track record of operations in their current form, an aged
asset base, uncertainties over the regulatory framework after
2015, and the transitional features of the domestic power market.
Supporting factors include the group's solid domestic market
position and high vertical integration through its long position
in coal, electricity generation, distribution, and supply
operations," S&P noted.

S&P's assessment of the group's financial risk profile as
significant incorporates its view of Samruk-Energy's ambitious
investment program -- over which it has limited flexibility as it
has been approved by the regulator -- and its fairly high debt to
EBITDA.

S&P's view that there is a "high" likelihood of extraordinary
financial support from the government reflects Samruk-Energy's:

   -- "Important" role for the government, given its strategic
      position as a leading provider of electricity in
      Kazakhstan; and

   -- "Very strong" link with the government, given its 100%
      ownership of the group through its investment vehicle
      Samruk-Kazyna, S&P's expectation that the government will
      maintain majority ownership for at least the next two
      years, the government's involvement in strategic decision-
      making, and the risk to the sovereign's reputation if
      Samruk-Energy was to default.  This is supported by
      historically strong financial support from the government
      in the form of equity injections, asset transfers, low
      interest-rate loans, debt guarantees, and the provision of
      financial aid and tax benefits.

S&P's base case assumes:

   -- Consolidation of Ekibastuz GRES-1 from the first quarter of
      2014, with estimated annual contribution to revenues of
      about KZT80 billion and to EBITDA of about KZT40 billion.

   -- Consolidated capital expenditures (capex) of about KZT115
      billion in 2014 and KZT129 billion in 2015, including KZT33
      billion-KZT35 billion of capex at Ekibastuz GRES-1 level.

   -- KZT7 billion-KZT8 billion of cash dividends from joint
      ventures received annually, which we add to EBITDA and FFO
      in line with S&P's criteria.

    -- Consolidated profitability of about 35%-40%, measured by
       the EBITDA margin.

   -- Single-digit revenue growth in 2014-2015.

   -- No cash flows from asset disposals.

Based on these assumptions, S&P forecasts the following credit
measures in 2014-2015:

   -- Adjusted debt to EBITDA in the 4.0x-5.0x range.

   -- FFO to debt in the range of 12%-20%.

   -- Heavily negative free operating cash flow (FOCF) generation
      in 2014-2015

The negative outlook reflects S&P's expectation that Samruk-
Energy's credit metrics might weaken on a sustainable basis as a
result of the recent acquisition.  Nevertheless, S&P sees scope
for Samruk-Kazyna to act to mitigate the negative effect of
increased debt to EBITDA on Samruk-Energy's credit ratios.

Under S&P's current base-case scenario, which treats the
KZT200 billion intra-group loan as debt, it forecasts that the
debt-to-EBITDA ratio in 2014-2015 will exceed 4.0x and that FFO
to debt will be below 20%, which S&P believes could weaken its
assessment of Samruk-Energy's financial risk profile, and of its
SACP to 'b+'.

S&P might lower the ratings if it saw no tangible actions or
credible plans to restore the credit metrics to levels in line
with S&P's significant financial risk profile, including debt to
EBITDA in the range 3.0x-4.0x and FFO to debt in the range of
20%-30%.  A lower financial risk profile assessment is likely to
trigger a downward revision of the group's SACP to 'b' and a
one-notch downgrade of the corporate credit rating, provided that
S&P's assessment of the likelihood of extraordinary state support
is unchanged.

"We might also consider a negative rating action if we saw
significant deterioration in the group's liquidity and maturity
profiles, or if we saw signs of weakening state support.  This
might include heightened privatization risk, losing majority
ownership, for instance, weakened focus on the group's financial
and operational results, an aggressive dividend policy, or the
establishment of a track record of not taking steps to back up
Samruk-Energy while its liquidity and financial profiles are
deteriorating.  If we were to revise the likelihood of
extraordinary state support to "moderately high" we would
downgrade the corporate credit rating by one notch, providing
that the SACP remained at 'b+'," S&P said.

S&P might revise the outlook to stable if it believed that
Samruk-Energy could maintain its FFO-to-debt credit ratio
sustainably in the range of 20%-30% and debt to EBITDA below 4.0x
in 2014-2015, which would likely stem from a positive shareholder
action.  This could include a conversion of a part of its loan to
equity, through further equity contributions, or by supporting
lower investment levels at the Samruk-Energy level.



=====================
N E T H E R L A N D S
=====================


CELF LOAN: Moody's Hikes Rating on Class Y Notes to 'Ba3'
---------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of the following notes issued by CELF Loan Partners B.V.:

EUR54M Class B Senior Secured Floating Rate Notes, Upgraded to
Aa1 (sf); previously on Jul 26, 2011 Upgraded to A1 (sf)

EUR30.5M Class C-1 Senior Secured Deferrable Floating Rate
Notes, Upgraded to Baa3 (sf); previously on Jul 26, 2011 Upgraded
to Ba2 (sf)

EUR10M Class C-2 Senior Secured Deferrable Fixed Rate Notes,
Upgraded to Baa3 (sf); previously on Jul 26, 2011 Upgraded to Ba2
(sf)

EUR12.5M (Current rated balance: EUR5.9M) Class Y Combination
Notes, Upgraded to Ba3 (sf); previously on Jul 26, 2011 Upgraded
to B1 (sf)

EUR15M (Current rated balance: EUR8.5M) Class Z Combination
Notes, Upgraded to Baa2 (sf); previously on Jul 26, 2011 Upgraded
to Ba2 (sf)

Moody's also affirmed the ratings of the following notes issued
by CELF Loan Partners B.V.:

EUR283.5M (Current outstanding balance: EUR90.8M) Class A Senior
Secured Floating Rate Notes, Affirmed Aaa (sf); previously on Jul
26, 2011 Upgraded to Aaa (sf)

EUR16M Class D Senior Secured Deferrable Floating Rate Notes,
Affirmed B1 (sf); previously on Jul 26, 2011 Upgraded to B1 (sf)

EUR1.53M (Current rated balance: EUR0.3M) Class X Combination
Notes, Affirmed Aa1 (sf); previously on Mar 28, 2013 Downgraded
to Aa1 (sf)

CELF Loan Partners B.V., issued in April 2005, is a single
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly high yield senior secured European loans. The
portfolio is managed by CELF Advisors LLP. This transaction has
ended its reinvestment period in July 2011.

Ratings Rationale

The rating actions on the notes are primarily a result of the
improvement in over-collateralization ("OC") ratios following the
January 2014 payment date, when Class A notes amortized by
EUR43.5M or 15.33% of their original outstanding balance, and
increase in principal proceeds balance to EUR 30.6M which will
further increase the OC ratios following the next payment date in
July 2014.

As of the trustee's April 2014 report, the Class A/B, Class C and
Class D had over-collateralization ratios of 148.63%, 116.14%,
and 106.91% compared with 137.14%, 112.86% and 105.48%,
respectively, as of the trustee's December 2013 report.

The ratings on the combination notes address the repayment of the
rated balance on or before the legal final maturity. For the
Class Z notes, the 'rated balance' at any time is equal to the
principal amount of the combination note on the issue date times
a rated coupon of 1.5% per annum accrued on the rated balance on
the preceding payment date, minus the sum of all payments made
from the issue date to such date, of either interest or
principal. For the Class Y, the rated balance at any time is
equal to the principal amount of the combination note on the
issue date minus the sum of all payments made from the issue date
to such date, of either interest or principal. The rated balance
will not necessarily correspond to the outstanding notional
amount reported by the trustee.

The key model inputs Moody's uses, such as par, weighted average
rating factor, diversity score and the weighted average recovery
rate, are based on its published methodology and could differ
from the trustee's reported numbers. In its base case, Moody's
analyzed the underlying collateral pool as having a performing
par and principal proceeds balance of EUR205.11M, defaulted par
of EUR29.7M, a weighted average default probability of 26.93%
(consistent with a WARF of 3,853), a weighted average recovery
rate upon default of 46.21% for a Aaa liability target rating, a
diversity score of 20 and a weighted average spread of 3.78%.

In its base case, Moody's addresses the exposure to obligors
domiciled in countries with local currency country risk bond
ceilings (LCCs) of A1 or lower. Given that the portfolio has
exposures to 10.6% of obligors in Spain, whose LCC is A1 and 3.9%
in Italy, whose LCC is A2, Moody's ran the model with different
par amounts depending on the target rating of each class of
notes, in accordance with Section 4.2.11 and Appendix 14 of the
methodology. The portfolio haircuts are a function of the
exposure to peripheral countries and the target ratings of the
rated notes, and amount to 1.81% for the Class A and Class X
notes, 1.13% for the Class B notes and 0.45% for the Class Z
notes.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed a recovery of 50% of the 89.20% of the portfolio
exposed to first-lien senior secured corporate assets upon
default and of 15% of the 9.94% remaining non-first-lien loan
corporate assets upon default. In each case, historical and
market performance and a collateral manager's latitude to trade
collateral are also relevant factors. Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base case analysis described above, Moody's
also performed sensitivity analysis on key parameters for the
rated notes, which includes deteriorating credit quality of
portfolio to address the refinancing risk. Approximately 5.72% of
the portfolio is European corporate rated B3 and below and
maturing between 2014 and 2015, which may create challenges for
issuers to refinance. Moody's considered a model run where the
base case WARF was increased to 3,942 by forcing ratings on 50%
of refinancing exposures to Ca. This run generated model outputs
that were consistent with the base case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of 1) uncertainty about credit conditions in the
general economy 2) the concentration of lowly- rated debt
maturing between 2014 and 2015, which may create challenges for
issuers to refinance. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Additional uncertainty about performance is due to the following:

1) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager
or be delayed by an increase in loan amend-and-extend
restructurings. Fast amortization would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

2) Around 43.62% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates. As part of its base case, Moody's has stressed
large concentrations of single obligors bearing a credit estimate
as described in "Updated Approach to the Usage of Credit
Estimates in Rated Transactions," published in October 2009 and
available at https://www.moodys.com/research/PBC_120461.

3) Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices. Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


NEPTUNO CLO I: Moody's Affirms 'B1' Ratings on 2 Note Classes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Neptuno CLO I B.V.:

  EUR44M Class B-1 Senior Secured Floating Rate Notes due 2023,
  Upgraded to Aa1 (sf); previously on Sep 30, 2011 Upgraded to
  Aa3 (sf)

  EUR4M Class B-2 Senior Secured Fixed Rate Notes due 2023,
  Upgraded to Aa1 (sf); previously on Sep 30, 2011 Upgraded to
  Aa3 (sf)

  EUR25M Class C Senior Secured Deferrable Floating Rate Notes
  due 2023, Upgraded to A1 (sf); previously on Sep 30, 2011
  Upgraded to Baa1 (sf)

  EUR28M Class D Senior Secured Deferrable Floating Rate Notes
  due 2023, Upgraded to Baa3 (sf); previously on Sep 30, 2011
  Upgraded to Ba1 (sf)

Moody's Investors Service has affirmed the ratings on the
following notes:

  EUR223M Class A-T Senior Secured Floating Rate Notes due 2023,
  Affirmed Aaa (sf); previously on Sep 30, 2011 Upgraded to
  Aaa (sf)

  EUR100M Class A-R Senior Secured Revolving Floating Rate Notes
  due 2023, Affirmed Aaa (sf); previously on Sep 30, 2011
  Upgraded to Aaa (sf)

  EUR24M Class E-1 Senior Secured Deferrable Floating Rate Notes
  due 2023, Affirmed B1 (sf); previously on Sep 30, 2011 Upgraded
  to B1 (sf)

  EUR2M Class E-2 Senior Secured Deferrable Fixed Rate Notes due
  2023, Affirmed B1 (sf); previously on Sep 30, 2011 Upgraded to
  B1 (sf)

Neptuno CLO I B.V., issued in May 2007, is a collateralized loan
obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans. The portfolio is managed by BNP
Paribas. The transaction's reinvestment period will finish at the
end of November 2014.

Ratings Rationale

The rating actions on the notes are primarily a result of
improvement in the credit quality of the underlying collateral
pool, the improvement in over-collateralization ratios and the
benefit of the shorter period of time remaining before the end of
the reinvestment period at the end of November 2014.

The credit quality has improved as reflected in the improvement
in the average credit rating of the portfolio (measured by the
weighted average rating factor, or WARF) and an decrease in the
proportion of securities from issuers with ratings of Caa1 or
lower. As of the trustee's March 2014 report, the WARF was 2686,
compared with 2810 in the March 2013 report. Securities with
ratings of Caa1 or lower currently make up approximately 5.69% of
the underlying portfolio, versus 11.75% in March 2013.

The over-collateralization ratios of the rated notes have
improved over the last year. The over-collateralization ratio of
the Class B is 130.9% compared to 127.5% in March 2013, that of
the Class C 121.1% compared to 118.1%, that of the Class D 111.8%
compared to 109.1% and that of the Class E 104.3% compared to
101.3%.

In light of reinvestment restrictions during the amortization
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analyzed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed
that the deal will benefit from a shorter amortization profile
and higher spread levels than it had assumed previously.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR346.7 million
and GBP43.5 million, defaulted par of EUR9.8 million, a weighted
average default probability of 19.11% over 4.8 years (consistent
with a 10 year WARF of 2591.4), a weighted average recovery rate
upon default of 47.38% for a Aaa liability target rating, a
diversity score of 39 and a weighted average spread of 3.55%. The
GBP denominated liabilities are naturally hedged by the GBP
assets.

In its base case, Moody's addresses the exposure to obligors
domiciled in countries with local currency country risk bond
ceilings (LCCs) of A1 or lower. Given that the portfolio has
exposures to 10.6% of obligors in Italy and Spain, whose LCC are
A2 and A1, respectively, Moody's ran the model with different par
amounts depending on the target rating of each class of notes, in
accordance with Section 4.2.11 and Appendix 14 of the
methodology. The portfolio haircuts are a function of the
exposure to peripheral countries and the target ratings of the
rated notes, and amount to 0.22% for the Class A and B notes,
0.05% for the Class C notes.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed a recovery of 50% of the 93.97% of the portfolio
exposed to first-lien senior secured corporate assets upon
default and of 15% of the remaining non-first-lien loan corporate
assets upon default. In each case, historical and market
performance and a collateral manager's latitude to trade
collateral are also relevant factors. Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed lower credit quality in the portfolio to
address refinancing risk. Loans to European corporates rated B3
or lower and maturing between 2014 and 2015 make up approximately
3.9% of the portfolio, which could make refinancing difficult.
Moody's ran a model in which it raised the base case WARF to 2693
by forcing ratings on 50% of the refinancing exposures to Ca; the
model generated outputs that were within one notch of the base-
case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of 1) uncertainty about credit conditions in the
general economy and 2) the exposure to lowly-rated debt maturing
between 2014 and 2015, which may create challenges for issuers to
refinance. CLO notes' performance may also be impacted either
positively or negatively by 1) the manager's investment strategy
and behavior and 2) divergence in the legal interpretation of CDO
documentation by different transactional parties because of
embedded ambiguities.

Additional uncertainty about performance is due to the following:

1) Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty Moody's analyzed
defaulted recoveries assuming the lower of the market price or
the recovery rate to account for potential volatility in market
prices. Recoveries higher than Moody's expectations would have a
positive impact on the notes' ratings.

2) Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation
risk on those assets. Moody's assumes that, at transaction
maturity, the liquidation value of such an asset will depend on
the nature of the asset as well as the extent to which the
asset's maturity lags that of the liabilities. Liquidation values
higher than Moody's expectations would have a positive impact on
the notes' ratings.

3) Foreign currency exposure: The deal has a significant
exposures to non-EUR denominated assets. Volatility in foreign
exchange rates will have a direct impact on interest and
principal proceeds available to the transaction, which can affect
the expected loss of rated tranches.

4) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales the collateral manager or
be delayed by an increase in loan amend-and-extend
restructurings. Fast amortization would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


REGENT'S PARK: Moody's Affirms 'B1' Rating on Class E Notes
-----------------------------------------------------------
Moody's Investors Service announced that it has taken the
following rating actions on the following notes issued by
Regent's Park CDO B.V.:

EUR393M (current outstanding balance of EUR260,930,544.45)
Class A Senior Secured Floating Rate Notes due 2023, Affirmed
Aaa (sf); previously on Oct 26, 2011 Upgraded to Aaa (sf)

EUR40.2M Class B-1 Senior Secured Floating Rate Notes due 2023,
Upgraded to Aaa (sf); previously on Oct 26, 2011 Upgraded to Aa3
(sf)

EUR12M Class B-2 Senior Secured Fixed Rate Notes due 2023,
Upgraded to Aaa (sf); previously on Oct 26, 2011 Upgraded to
Aa3 (sf)

EUR51M Class C Senior Secured Deferrable Floating Rate Notes due
2023, Upgraded to A2 (sf); previously on Oct 26, 2011 Upgraded
to Baa1 (sf)

EUR24M Class D Senior Secured Deferrable Floating Rate Notes due
2023, Affirmed Ba1 (sf); previously on Oct 26, 2011 Upgraded to
Ba1 (sf)

EUR13.8M Class E Senior Secured Deferrable Floating Rate Notes
due 2023, Affirmed B1 (sf); previously on Oct 26, 2011 Upgraded
to B1 (sf)

EUR6M (current outstanding balance of EUR 3,861,102.15) Class R
Combination Notes due 2023, Upgraded to A1 (sf); previously on
Oct 26, 2011 Upgraded to Baa1 (sf)

EUR8M (current outstanding balance of EUR 3,916,654.47) Class W
Combination Notes due 2023, Upgraded to Baa3 (sf); previously on
Oct 26, 2011 Upgraded to Ba2 (sf)

Moody's has also withdrawn the rating of the following notes as
they are no longer outstanding:

EUR5M Class P Combination Notes due 2023, Withdrawn (sf);
previously on Oct 26, 2011 Upgraded to A3 (sf)

Regent's Park CDO B.V., issued in October 2006, is a
Collateralised Loan Obligation ("CLO") backed by a portfolio of
mostly European senior secured loans. The portfolio is managed by
Blackstone Debt Advisors L.P. The transaction's reinvestment
period ended in January 2013.

Ratings Rationale

The rating actions on the notes are primarily a result of
deleveraging of the senior notes and subsequent improvement of
over-collateralization ratios. Class A has paid down by
approximately 129.5 million (66.4%) in the last 10 months. As a
result of the deleveraging, over-collateralization has increased.
As of the trustee's April 2014 report, the Class A had an over-
collateralization ratio of 165.9%, compared with 151.5% in
December 2013, and the Class B, an over-collateralization ratio
of 138.22%, compared with 130.50%.

The ratings on the combination notes address the repayment of the
rated balance on or before the legal final maturity. For the
Class R notes, the 'rated balance' at any time is equal to the
principal amount of the combination note on the issue date times
a rated coupon of 0.25% per annum accrued on the rated balance on
the preceding payment date, minus the sum of all payments made
from the issue date to such date, of either interest or
principal. For the Class W, the rated balance at any time is
equal to the principal amount of the combination note on the
issue date minus the sum of all payments made from the issue date
to such date, of either interest or principal. The rated balance
will not necessarily correspond to the outstanding notional
amount reported by the trustee.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR 413.9
million, a weighted average default probability of 19.82%
(consistent with a WARF of 2828 and a weighted average life of
4.33 years), a weighted average recovery rate upon default of
46.63% for a Aaa liability target rating, a diversity score of 26
and a weighted average spread of 3.70%.

In its base case, Moody's addresses the exposure to obligors
domiciled in countries with local currency country risk bond
ceilings (LCCs) of A1 or lower. Given that the portfolio has
exposures to 13.73% of obligors in Italy, and Spain, whose LCC is
A2 (Italy) and A1 (Spain), Moody's ran the model with different
par amounts depending on the target rating of each class of
notes, in accordance with Section 4.2.11 and Appendix 14 of the
methodology. The portfolio haircuts are a function of the
exposure to peripheral countries and the target ratings of the
rated notes, and amount to 1.49% for the Class A and B notes and
0.37% for the Class C notes.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed a recovery of 50% of the 89.17% of the portfolio
exposed to first-lien senior secured corporate assets upon
default and of 15% of the remaining non-first-lien loan corporate
assets upon default. In each case, historical and market
performance and a collateral manager's latitude to trade
collateral are also relevant factors. Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed lower credit quality in the portfolio to
address refinancing risk. Loans to European corporates rated B3
or lower and maturing between 2014 and 2015 make up approximately
5% of the portfolio, which could make refinancing difficult.
Moody's ran a model in which it raised the base case WARF to 2896
by forcing ratings on 50% of the refinancing exposures to Ca; the
model generated outputs that were within one notch of the base-
case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of 1) uncertainty about credit conditions in the
general economy especially as 13.73% of the portfolio is exposed
to obligors located in Spain and Italy and 2) the concentration
of lowly-rated debt maturing between 2014 and 2015, which may
create challenges for issuers to refinance. CLO notes'
performance may also be impacted either positively or negatively
by 1) the manager's investment strategy and behavior and 2)
divergence in the legal interpretation of CDO documentation by
different transactional parties because of embedded ambiguities.

Additional uncertainty about performance is due to the following:

1) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales by the liquidation
agent/the collateral manager or be delayed by an increase in loan
amend-and-extend restructurings. Fast amortization would usually
benefit the ratings of the notes beginning with the notes having
the highest prepayment priority.

2) Around 28.24% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates.

3) Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices. Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.



===============
P O R T U G A L
===============


MILLENNIUMBCP AGEAS: S&P Affirms 'BB' IFS Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its 'BB' long-
term counterparty credit and insurer financial strength ratings
on the core entities of Portugal-based Millenniumbcp Ageas Grupo
Segurador S.G.P.S. (together MAGS) to stable from negative.  At
the same time, S&P affirmed its 'BB' insurer financial strength
and counterparty credit ratings on these entities.

The rating action mirrors S&P's similar action on Portugal.

Under S&P's criteria, MAGS' investment exposure to Portugal
results in a constraint on the 'BB' long-term ratings by its
long-term rating on Portugal.

According to S&P's methodology, it applies a hypothetical
sovereign foreign currency default stress scenario (stress test)
when rating an entity above our sovereign foreign currency rating
on the country where the entity is domiciled and has a material
concentration of exposure.

S&P believes MAGS is unlikely to sustainably pass its sovereign
default stress test, given its high domestic investment exposure
relative to regulatory capital.  Therefore, S&P considers that
the ratings on MAGS are unlikely to exceed the long-term rating
on Portugal even though S&P assess MAGS' indicative stand-alone
credit profile (SACP) is 'bbb'. MAGS' domestic exposure currently
makes up 62% of its assets and S&P thinks it will stay higher
than 50% over the next few years.

With gross written premium (GWP) of EUR1,087.4 million as of
Sept. 30, 2013, MAGS is the third-largest life insurance group in
Portugal, holding a 14.1% market share.  MAGS is a holding
company controlling four operating entities:

   -- In life, Ocidental Companhia Portuguesa de Seguros de Vida
      S.A., 85% of MAGS' GWP;

   -- In property/casualty, Ocidental Companhia Portuguesa de
      Seguros S.A., 6% of MAGS' GWP;

   -- In health, Medis Companhia Portuguesa de Seguros de Saude,
      S.A., 9% of MAGS' GWP; and

   -- In pension funds, Pensoesgere.

S&P considers the first three operating entities as core
subsidiaries given their full integration and significant
contribution to MAGS.  Consequently, S&P rates them at the same
level as MAGS.

The ratings continue to reflect S&P's view of MAGS' fair business
risk profile and upper adequate financial risk profile, from
which S&P derives the anchor of 'bbb', the starting point for
assigning the ratings.  S&P bases its opinion of MAGS' business
risk profile on its adequate competitive position and moderate
industry and country risk.  Its financial risk profile reflects
very strong capital and earnings, high risk owing to investment
exposure in Portugal, and less-than-adequate financial
flexibility.

"We classify MAGS as strategically important within the Belgian
insurance group Ageas, but this does not translate into a rating
uplift because of the sovereign rating cap.  MAGS has the long-
term commitment of senior group management and still contributes
substantial premium income to the Ageas group.  Consequently, we
would expect MAGS to be able to draw on Ageas' financial support
if necessary.  MAGS benefits from Ageas' strong complementary
expertise in bancassurance operations, asset-liability
management, and risk management," S&P said.

S&P's stable outlook on MAGS mirrors that on Portugal, which
incorporates its view that Portugal's credit metrics are
stabilizing and that risks to the ratings are broadly balanced
over the next year.  S&P also takes into account MAGS' meaningful
exposure to Portuguese assets.  Any rating action on the
sovereign would lead to a similar action on MAGS.

S&P would lower the ratings on MAGS if it was to lower its
ratings on Portugal.

S&P would raise the ratings on MAGS if it was to raise its
ratings on Portugal, which would indicate its view of lower
sovereign risk.



=============
R O M A N I A
=============


KMG INTERNATIONAL: Fitch Affirms 'B+' IDR; Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Romania-based KMG International NV's
(KMGI: formally The Rompetrol Group NV) Long-term Issuer Default
Rating (IDR) at 'B+'. The Outlook is Stable.

The rating reflects KMGI's continued heavy reliance on its parent
company JSC National Company KazMunaiGas (NC KMG; BBB/Stable) for
financial support.  Fitch views KMGI's stand-alone rating as
commensurate with a 'CCC' rating, given the company's weak
financial profile (end-2013: funds from operations (FFO) net
adjusted leverage of 30x).  Fitch treats the 51-year hybrid loan
from KazMunayGas PKOP Investment B.V. (outstanding balance at
end-2013 of USD0.9 billion) as debt because interest payments are
not deferrable if the company returns to profitability and starts
paying dividends.

KMGI plans to finalize the repurchase of around 27% of Rompetrol
Rafinare S.A.'s (RRC) shares from the government in 2014 for
USD200 million.  Fitch believes that NC KMG is financing the
transaction through a shareholder loan to KMGI, further
demonstrating parental assistance.

KEY RATING DRIVERS

KMG Rebranding Complete

NC KMG's rebranding was complete in March 2014 when the group
renamed what was formally known as The Rompetrol Group to KMG
International NV, to more closely align the subsidiary with its
parent company.  However Rompetrol, a brand born in Romania, and
used in domestic and foreign gas stations, will be kept for the
near future, according to the company.  Fitch views the
rebranding as significant in further integrating the Romanian
business into the NC KMG group, but does not attach any
additional support to the standalone rating beyond that already
incorporated.

Expansion of Retail Development Strategy

KMGI is keen to improve its integrated distribution (retail and
wholesale) network domestically, having completed the upgrade of
its Petromidia refinery in 2012.  KMGI will focus on the Romanian
market, where it plans to open 96 new filling stations by 2017.
The company believes it is in a position to increase market share
in Romania from their approximate 25% share (16% retail).  In
Fitch's opinion KMGI would benefit from a greater share of the
domestic market.  In Romania, KMGI operates over 450 gas stations
and 250 liquefied petroleum-filing stations.

Share Buyback Support

KMGI plans to repurchase around 27% of RRC shares from the
government in line with the Memorandum of Understanding entered
into with the Romanian State.  KMGI aims to complete the purchase
in 2014.  Fitch expects that NC KMG will finance the transaction
through an intercompany loan.  Fitch had said previously that in
light of the historical support provided by NC KMG to KMGI, it is
likely that the company will receive financial support from its
parent to finance such a transaction, which is not expected to
impact KMGI's rating.

Acquisition Growth Strategy Delayed

KMGI will reassess its investment plans in Ukraine and Turkey
following recent political and social developments in the two
countries.  KMGI was earlier considering expanding into these
markets.  Fitch believes that KMGI is still keen to be involved
in these markets, and could eventually look to make an
acquisition as a quick way to gain a foothold if the political
climate improves. Credit profile implications for KMGI will
depend on the structure of financing for potential acquisitions,
which is yet to be determined.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to positive rating action include:

-- Improvement in KMGI's standalone financial profile away from
    the 'CCC' rating category

-- Increased cash flow generation from an improving business
    profile

-- Higher market share in Romania or neighboring markets such as
    Turkey or Ukraine

-- A longer debt maturity profile
Negative: Future developments that may, individually or
collectively, lead to negative rating action include:

-- Reduced support from NC KMG
-- Liquidity crisis related to cash flow difficulties
-- Large debt-financed acquisitions at the KMGI level
-- Large debt-financed capital expenditure at the KMGI level

LIQUIDITY AND DEBT STRUCTURE

At end-2013, KMGI's short-term debt amounted to USD682 million,
against a cash balance of USD226 million.  Fitch assumes KMGI
will be able to extend a significant portion of short-term credit
lines with domestic relationship banks in 2014.


* ROMANIA: Four Judges Under Probe Over Insolvency Bribery
----------------------------------------------------------
Global Insolvency, citing Romania-Insider, reports that four
Romanian judges are currently investigated for having asked for
and received money in several insolvency cases.

According to Global Insolvency, prosecutors started the
investigation against Ion Stanciu, Elena Rovena, Ciprian Sorin
Viziru and Mircea Moldovan, all judges of the Bucharest court.
They allegedly delayed some insolvency cases, or named certain
judicial administrators to favor third parties, as well as
disclosed information about the insolvency cases they handled,
Global Insolvency relates.



===========
R U S S I A
===========


BORETS INT'L: S&P Revises Outlook to Stable & Affirms 'BB' CCR
--------------------------------------------------------------
Standard & Poor's rating services revised its outlook on Russia-
based electrical submersible pumps (ESP) producer Borets
International Ltd. (Borets) to stable from negative.

At the same time, S&P affirmed its 'BB' long-term corporate
credit and 'ruAA' Russia national scale ratings on the company.

In addition, S&P affirmed its 'BB' issue rating on the US$420
million unsecured notes issued by Borets' wholly owned finance
subsidiary Borets Finance Ltd.  The recovery rating on the notes
is '3', indicating S&P's expectation of meaningful (50%-70%)
recovery in the event of a payment default.

The outlook revision reflects S&P's view that Borets' debt levels
and liquidity have stabilized since the company raised the
capital necessary to complete a minority share buyback
transaction.  The transaction has left Borets with a materially
higher amount of debt than the company has historically
maintained.  Meanwhile, Borets' 2013 results are weaker than we
had anticipated.  In S&P's opinion, the trading environment in
which Borets operates is unlikely to improve significantly in the
next two to three years against a backdrop of political
uncertainty and the risk of Russian ruble (RUB) depreciation
against the U.S. dollar. Together, these factors lead to credit
metrics that are weaker than those S&P views as commensurate with
an "intermediate" financial risk profile assessment.  Therefore,
S&P has revised its assessment of Borets' financial risk profile
downward to "significant" from "intermediate."  S&P has revised
its anchor on Borets to 'bb' from 'bb+', accordingly.

Borets bought back the 35.6% minority equity stake from
Switzerland-based oilfield products and services company
Weatherford International in October 2013 and financed it through
the issuance of US$420 million unsecured notes.  The effect of
raising additional debt was somewhat offset by the consequent
sale of minor equity stakes to the European Bank for
Reconstruction and Development and International Finance
Corporation later in 2013, for a combined US$48 million of
proceeds.  As a result, Borets' credit metrics deteriorated from
past levels.  For the 12 months ended Dec. 31, 2013, Standard &
Poor's-adjusted debt to EBITDA at Borets was 3.1x and funds from
operations (FFO) to debt was about 28%.  When assessing the
weighted average level of credit measures in S&P's base-case
scenario, as per its criteria guidance, Borets' ratios are at the
lower end of the range commensurate with a "significant"
financial risk profile assessment.  This means that Borets has
limited flexibility to accommodate any possible profitability
deterioration, or cash generation that is weaker than S&P assumes
in its base case, without putting pressure on the rating.

Borets bears some exposure to foreign currency fluctuations.
Depreciation of the Russian ruble against the U.S. dollar poses a
risk for Borets because of the mismatch in the company's finances
between dollar-denominated debt and largely ruble-denominated
cash flows.  Therefore, S&P considers that Borets' leverage
metrics have limited headroom to absorb recently increased
foreign exchange risks, bearing in mind that the company uses no
hedge instruments to mitigate these risks.

S&P continues to assess Borets' business risk profile as "fair."
S&P's assessment of Borets' business risk is constrained by the
company's relatively small scale of operations, the limited
diversity of its business, and its fairly concentrated customer
base.  Borets does not benefit from any end-market
diversification -- 100% of its revenues come from the oil and gas
industry.  Another key constraint is Borets' exposure to the
inherent risks of operating in Russia, where it generates 75% of
revenues and most of its EBITDA.

"In our view, these factors are partly mitigated by the company's
good, established niche positions in its core segments and
sizable market shares, which we assume it will be able to
sustain.  This is underpinned, in our view, by Borets'
technological leadership, and the limited ability of domestic
competitors to expand their operations over the near term due to
high investment needs for modernization and upgrades of their
asset bases.  Borets also has longstanding relationships with its
clients, and a large installed pumps base," S&P said.

Furthermore, Borets' operations bear limited cyclicality since
the bulk of its revenues come from the replacement of already
installed ESPs supplied by Borets in the past, and increasingly,
from aftermarket services, such as repair and maintenance.

S&P's base-case scenario for Borets over 2014-2015 assumes:

   -- Its forecast for real GDP growth for Russia, which S&P
      recently revised downward, of 1.2% in 2014 and 2.2% in
      2015.

   -- Declining revenues to about 5% in 2014 on the back of
      difficult trading conditions in the oil and gas market and
      the risk of oil and gas majors delaying their capital
      expenditure plans because of geopolitical tensions.  S&P
      forecasts a slight increase of 1%-2% in Borets' revenues in
      2015.

   -- S&P do not expect any substantial improvement in Borets'
      EBITDA margin due to ongoing restructuring of its U.S.
      operations.

Based on these assumptions, S&P arrives at the following credit
measures over the forecast period:

   -- Debt to EBITDA of about 3.0x-3.5x;
   -- FFO to debt of slightly more than 20%; and
   -- EBITDA interest coverage of about 3.5x.

The stable outlook reflects S&P's expectation that Borets will
maintain credit metrics that are in line with its thresholds for
the current rating, and that liquidity will not deteriorate in
the foreseeable future.  S&P views a ratio of adjusted debt to
EBITDA of comfortably below 4x and EBITDA interest coverage of
above 3x as commensurate with the 'BB' rating.  S&P could raise
the rating if Borets significantly decreases its leverage, and
improves its credit metrics, with EBITDA interest coverage
consistently above 6x and debt to EBITDA sustainably below 3x.
This could occur, in S&P's opinion, if Borets restored and
maintained its profitability at the level achieved in 2012, and
posted positive FOCF supported by tight working capital
management.

S&P could consider lowering the ratings if Borets cash flow
generation deteriorates, which could lead S&P to revise its
liquidity assessment downward, and/or result in debt to EBITDA
exceeding 4x and EBITDA to interest coverage falling below 3x.
This could result from significant cash outflows due to working
capital financing or worsening operating performance.


GALLERY MEDIA: S&P Affirms 'B-' CCR; Outlook Stable
---------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed its
'B-' long-term corporate credit ratings on outdoor advertising
group Gallery Media Holding Ltd. BVI (Gallery), operating in
Russia and Ukraine, and its Russian subsidiary, Gallery Services
LLC.  The outlook is stable.

S&P has also withdrawn its 'B-' issue rating on the US$100.3
million senior secured notes due 2015, issued by special-purpose
vehicle European Media Capital S.A., following the notes'
redemption in April 2014.

The affirmation reflects S&P's unchanged assessments of Gallery's
business and financial risk profiles following substantial
regulatory changes affecting the outdoor advertising market in
Russia, primarily Moscow, which accounted for over 50% of the
group's revenues in 2013.

S&P continues to assess Gallery's financial risk profile as
"highly leveraged" although it expects the group's leverage to
significantly increase in 2014.  S&P expects its adjusted gross
debt to EBITDA to reach close to 5x in 2014, versus about 2.5x in
2013.  The company has raised US$48.9 million in bank loans to
finance license purchases at auctions held in Moscow in August
2013.  On the positive side, Gallery has repaid early its 2015
maturity of US$100.3 million, which has eliminated its exposure
to exchange-rate risk, as the dollar-denominated bond was
refinanced with a ruble-denominated loan.

The stable outlook reflects S&P's expectation that the group's
liquidity will remain adequate over the next 12 months, and that
the group will protect liquidity if necessary by curtailing part
of its growth capex during the period.  The outlook also
incorporates S&P's assumption that Gallery will be able to
successfully increase advertising prices thanks to progress on
the removal of illegal advertising faces in Moscow by local
authorities.  S&P further assumes that the macroeconomic and
geopolitical environment in Russia and Ukraine will not
materially deteriorate from current levels and that revenues will
not significantly decline from about RUB6.5 billion recorded in
2013. Finally, S&P also expects that the company will maintain
its strong positions in the Russian market, which will include
obtaining licenses in the upcoming auctions for the remaining
part of the Moscow market, as well as in certain other Russian
cities.

S&P could lower the ratings if group's liquidity was to
materially weaken, in particular if it believed that available
cash balances would durably fall below RUB340 million (about $10
million) during the next 12 months.  Such a scenario could stem
from significantly weaker earnings than expected.

S&P sees limited rating upside at this stage, given its
expectations of a reduction in cash balances in 2014 and overall
limited financial resources owing to investments for new
contracts and contract renewals during the period.  S&P could
raise the ratings, however, if Gallery was to significantly
improve FOCF generation, leverage, and liquidity, thanks to
strong nominal EBITDA growth over the next 12 months.  In
particular, S&P could raise the rating if it believed that the
group could maintain a cash balance of over RUB1 billion and
generate sound positive free cash flow on a sustainable basis.


KHAKASSIA REPUBLIC: Fitch Affirms 'BB' IDR; Outlook Stable
----------------------------------------------------------
Fitch Ratings has affirmed the Russian Republic of Khakassia's
Long-term foreign and local currency Issuer Default Ratings
(IDRs) at 'BB', with Stable Outlooks, and its Short-term foreign
currency IDR at 'B'.  The agency has also affirmed the republic's
National Long-term rating at 'AA-(rus)' with a Stable Outlook.

The republic's outstanding senior unsecured domestic bonds (ISIN
RU000A0JU8R1 and RU000A0JSQR7) of RUB4.2 billion have also been
affirmed at 'BB' and 'AA-(rus)'.

KEY RATING DRIVERS

The affirmation reflects Khakassia's still adequate budgetary
performance with operating balance fully covering interest
payment, its moderate -- albeit increasing -- direct risk with
smooth maturity profile and low contingent liabilities.  The
ratings also factor in high tax concentration, although the
distribution of the top 10 taxpayers across three industries
mitigates sudden tax revenue shock in one particular sector.
Fitch expects Khakassia to report stable budgetary performance in
2014-2016 with operating balance at about 6% of operating
revenue. The operating balance deteriorated in 2013 to 4% from
10% a year earlier, driven by contraction of the tax base due to
low market prices in the coal industry over the last two years.
Operating expenditure will continue to be under pressure in the
medium term due to the federal government's decision to raise
public sector salaries and fund other social programs.

Fitch estimates Khakassia's deficit before debt variation will
narrow to 9% of total revenue in 2014-2016 from 20% in 2013 on
the gradual restoration of tax revenue and steady transfers from
the federal government.  Given the republic's limited cash
reserves, the agency expects the deficit to be fully covered by
new debt. The significant deficit in 2013 was caused by increased
capital transfers to municipalities and by significantly lower
tax revenue.

Fitch now expects a much sharper increase in the republic's
direct risk to 70% of current revenue by end-2016, compared with
45% previously.  In 2014 the republic plans to issue a RUB2.5
billion seven-year bond to fund the deficit and to partially
refinance maturing bank loans.  The region's direct risk rose to
50% in 2013 (2012: 26%) and was composed of bank loans (26%),
domestic bonds (53%), and budget loans (21%).  Debt servicing
coverage (direct debt servicing/operating balance) significantly
deteriorated in 2013 to 327% (2012: 115%) and approached the
lower end of the current rating.

Fitch expects refinancing pressure to remain moderate in the
medium term, due to the republic's smooth debt maturity profile.
Khakassia relies mostly on three-year bank loans and seven-year
domestic bonds.  In 2014 the republic faces maturing debt of
RUB2.4 billion, which corresponded to 25% of direct risk as at
April 1, 2014.  Such refinancing risk is mitigated by RUB1.4
billion available committed credit lines with commercial banks.

Contingent risk remains moderate and is limited to the debt of
few public sector entities and guarantees issued by the republic.
Fitch assesses as prudent the republic's ability to control
contingent risk stemming from its public sector and issued
guarantees.

Khakassia's tax base is strong, but concentrated in a few
companies in the mining, non-ferrous metallurgy and hydro-power
generation sectors.  The 10 largest taxpayers contributed 44.1%
to the republic's tax revenue in 2013 (2012: 52.3%).  Taxes
provided 71% of operating revenue in 2013.

Khakassia's creditworthiness remains constrained by the
institutional framework for local and regional governments (LRGs)
in Russia.  The predictability of Russian LRGs' budgetary policy
is hampered by frequent reallocation of revenue and expenditure
responsibilities between the tiers of government.

RATING SENSITIVITIES

Inability to restore debt servicing coverage to 100%, coupled
with inability to narrow deficit before debt variation to less
than 10% of total revenue for two consecutive years, would be
negative for the ratings.

A positive rating action, although unlikely in the near term,
would result from consolidation of budgetary performance with an
operating margin consistently above 10% and maintaining sound
debt payback ratio (2013: 87.8 years) that matches average debt
maturity (2013: 4.4 years) over the medium term.


POLYUS GOLD: S&P Revises Outlook to Stable & Affirms 'BB+' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised the
outlook on Russia-based gold miner Polyus Gold International Ltd.
(Polyus) to stable from positive.  At the same time, S&P affirmed
its 'BB+' long-term corporate credit rating on Polyus.

In addition, S&P affirmed its issue rating on Polyus' $750
million senior unsecured notes at 'BB+'.  The recovery rating on
these notes is unchanged at '3', indicating S&P's expectation of
meaningful (50%-70%) recovery prospects in the event of a payment
default.

This outlook revision follows the recently announced delays in
the construction of Polyus' greenfield flagship gold mine project
Natalka, as well as a change in our working gold price
assumptions.  S&P now forecasts that Polyus' free operating cash
flow (FOCF) will remain negative in 2015, whereas previously S&P
assumed positive FOCF for that year.  A secondary factor in the
outlook revision was S&P's recent downgrade of the Russian
Federation (Foreign Currency: BBB-/Negative/--).

The rating on Polyus reflects the company's supportive credit
metrics -- with Standard & Poor's-adjusted funds from operations
(FFO) to debt of more than 100% -- and material liquidity
sources, consisting of US$877 million of cash on the balance
sheet and a US$1 billion credit facility that Polyus recently
established with Sberbank.

"We still view the Natalka gold mine as an important second-
quartile asset that should improve Polyus' competitive position
and strengthen its cash flow generation once it is commissioned.
According to the company, the mine will be commissioned in the
summer of 2015.  We previously assumed that the mine would start
operating in late 2014, with a contribution of about 200,000
ounces of gold the same year.  At this stage, we do not think
that the current delays in commissioning the Natalka project will
have an immediate effect on the company's business and financial
risk profiles.  We believe that the progress that Polyus made in
2013 in securing equipment, pre-stripping, and training the
miners makes the revised start-up time more realistic.  In our
base-case scenario, we factor in the mine's commissioning from
early 2016," S&P noted.

In 2013, gold prices dropped to US$1,200 per ounce (/oz) from
US$1,675/oz, while the current price is slightly less than
US$1,300/oz.  The drop in price since early 2013 was due to
market expectations that the U.S. Federal Reserve would gradually
scale back its quantitative easing policy, and that interest
rates would increase in the medium term.  This was coupled with a
lack of inflationary pressure on prices.  The change in market
sentiment since early 2013 led to a material number of exits from
exchange-traded funds, which have dropped to 57 million ounces
(Moz) currently, from 85Moz, although the current figure still
represents more than 65% of global annual production.  Earlier
this year, S&P lowered its gold price assumptions to $1,250/oz
from US$1,350/oz for 2014, and to US$1,200/oz from US$1,300/oz
for 2015.

S&P views Polyus' reported unit cash operating cost of US$707/oz
in 2013, and its all-in sustainable cost (AISC) of US$1,000/oz
the same year, as on a par with the costs of South African and
North American gold miners.  In 2013, the gold mining industry's
AISC was between US$900/oz and US$1,200/oz.  S&P believes the
recent devaluation of the Russian ruble may improve Polyus'
profitability, as the gold price is quoted in U.S. dollars while
most of the costs are denominated in rubles.  Over the medium
term, S&P thinks that the energy projects that Polyus has under
way and the potential expansion of its operations may help to
mitigate ongoing cost pressures.

Under S&P's base-case scenario, it projects that Polyus' adjusted
EBITDA will be US$0.7 billion in 2014 and about US$0.6 billion-
US$0.7 billion in 2015, compared with adjusted EBITDA of US$0.9
billion in 2013.  The following assumptions underpin these
estimations:

   -- A working gold price of US$1,250/oz for the rest of 2014
      and US$1,200/oz in 2015, compared with a gold price of
      US$1,410/oz in 2013.

   -- Total attributable production of 1.6 Moz in 2014 and in
      2015.  S&P assumes that the Natalka project will only be
      commissioned in 2016.

   -- Russian ruble (RUB) 35 per U.S. dollar in 2014 and RUB35-
      RUB37 per dollar in 2015, in line with the market
      consensus.

   -- A unit cash cost of US$670/oz in 2014, rising to about
      US$700/oz in 2015.

S&P's base-case assumptions translate into FFO of US$0.6 billion
in 2014 and about US$0.5 billion in 2015.  This compares to
capital spending of approximately US$0.8 billion-US$0.9 billion
in each of 2014 and 2015, resulting in negative free operating
cash flow of US$0.3 billion-US$0.4 billion in each of these
years.  Such negative FOCF would absorb the company's material
cash of US$0.8 billion at year-end 2013.  However, S&P takes
comfort from the company's "strong" liquidity position, which is
further supported by its newly signed $1 billion available credit
facility with Sberbank (maturing in 2019).

Consequently, S&P calculates that Polyus' adjusted ratio of FFO
to debt will to be above 50% in 2014, before dropping to 35%-40%
by the end of 2015, compared with the 30%-35% range that S&P sees
as commensurate with the 'BB+' rating.

The stable outlook reflects S&P's view of Polyus' "strong"
liquidity thanks to its recent establishment of a US$1.0 billion
long-term credit facility from Sberbank.  The outlook also
assumes that Polyus will be able to commission the Natalka
project in late 2015 or early 2016.  While Polyus maintains
negative FOCF in 2014 and in 2015, S&P considers an adjusted
ratio of FFO to debt of about 35% as commensurate with the
current rating.

Downside scenario

A downgrade could occur if Polyus' adjusted ratio of FFO to debt
dropped below 30%, without any near-term prospects of
improvement, or if FOCF was more negative than S&P assumes in
2014-2015.  This could be triggered by one of the following
scenarios:

   -- The gold price dropping below US$1,000/oz-US$1,100/oz for
      several months, with no relief from foreign-exchange rates
      or cost-cutting measures.

   -- Material delays and cost overruns in the Natalka project,
      or a higher unit cash cost than we currently assume.

   -- Deviation from Polyus' currently moderate financial policy.

Upside scenario

An upgrade is unlikely over the next 12-18 months, until S&P has
greater visibility on the commissioning of the Natalka project,
and on whether it will have a second-quartile unit cash cost.  In
addition, an upgrade is contingent on Polyus adhering to what S&P
considers to be a moderate financial policy, with FFO to debt
above 45%.  Finally, an upgrade also depends on a stabilization
of the sovereign rating on Russia.



=========
S P A I N
=========


CODERE SA: Extends Talks with Lenders for Fourth Time
-----------------------------------------------------
Jennifer Joan Lee at Bloomberg News reports that Codere SA and
its stakeholders have extended talks to avoid insolvency.

According to Bloomberg, Codere's lenders and a majority of
bondholders agreed on Tuesday night to extend talks for a fourth
time, pushing the deadline for agreement until this evening.

The company, which has reported eight consecutive quarters of
losses, is trying to avoid starting insolvency proceedings after
seeking preliminary creditor protection in January, Bloomberg
notes.

                        About Codere S.A.

Codere SA is a Madrid-based gaming company.  It operates betting
shops and race tracks from Italy to Argentina.  The firm sought
preliminary creditor protection on Jan. 2 after reporting seven
consecutive quarters of losses.


FTPYME TDA CAM 4: S&P Affirms 'D' Ratings on Two Note Classes
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
FTPYME TDA CAM 4, Fondo de Titulizacion de Activos' class A2,
A3(CA), B, C, and D notes.

The affirmations follow S&P's review of the transaction's
performance.  S&P has based its analysis on the trustee report
for the March 2014 interest payment date (the collateral
information is as of Feb. 28, 2014), and have applied S&P's
relevant criteria.

CREDIT ANALYSIS

FTPYME TDA CAM 4's collateral is a closed portfolio of secured
(92.45%) and unsecured (7.55%) loans granted to Spanish small and
midsize enterprises (SMEs) originated by Caja de Ahorros del
Mediterraneo (CAM) (now merged with Banco Sabadell, S.A.).  The
pool has a pool factor (the percentage of the outstanding
aggregate principal balance) of 17%.  Of the pool, 53.77% of its
outstanding balance is concentrated in the originator's home
market of Valencia.  Concentration in the real estate and
construction sectors represents 20.68% of the outstanding pool
balance.  Since closing in December 2006, obligor concentration
has increased due to the pool's deleveraging.  The top one, five,
and 10 obligors represent 1.16%, 4.23%, and 6.94% respectively,
of the outstanding pool balance. The top obligor is in default.

Available credit enhancement for the class A, B, and C notes is
provided by subordination and excess spread and totals 30.76%,
4.14%, and -11.19%, respectively (the class C notes are
undercollateralized).  The class D notes are not collateralized
as they were issued in order to fund the cash reserve.  S&P
calculated these amounts using the outstanding pool balance
(excluding arrears greater than 90 days and defaults) as of
Feb. 28, 2014.  Since S&P's July 2012 review, credit enhancement
has increased due to the deleveraging of the class A to C notes.

S&P has applied its European SME collateralized loan obligation
(CLO) criteria to determine the scenario default rates (SDRs) for
this transaction.  The SDR is the minimum level of portfolio
defaults that S&P expects each tranche to support the specific
rating level using Standard & Poor's CDO Evaluator.

"Our qualitative originator assessment is moderate because of the
lack of data the servicer, Banco Sabadell, provided.  Taking into
account Spain's Banking Industry Country Risk Assessment (BICRA)
of 6, we have applied a one-notch decrease to the archetypical
European SME average credit quality assessment as described in
our criteria.  We applied a portfolio selection adjustment of
minus three notches based on the portfolio selection adjustment.
As a result, our average credit quality assessment of the
portfolio is 'ccc'," S&P noted.

The originator did not provide S&P with internal credit scores.
Therefore, S&P assumed that each loan in the portfolio had a
credit quality that is equal to S&P's average credit quality
assessment of the portfolio.

S&P used CDO Evaluator to determine the 'AAA' SDR.  S&P
determined that the whole portfolio's 'AAA' SDR is 87.50%.  In
S&P's view, the high SDR is due to obligor concentration,
industry concentration in the real estate and construction
sector, and S&P's 'ccc' average credit quality assessment of the
portfolio.

S&P has reviewed historical originator default data, and assessed
market trends and developments, macroeconomic factors, changes in
country risk, and the way these factors are likely to affect the
loan portfolio's creditworthiness.

Total delinquencies have decreased to 6.96% of the outstanding
pool balance, from a peak of 13.24% in January 2013, as
delinquent loans have rolled into defaults (defined in this
transaction as arrears greater than 12 months).  Since S&P's July
2012 review, defaults have increased to 21.52% from 8.21%.
Because of the increase in defaulted assets, and given that the
transaction structure has to artificially write off the defaulted
loans, the reserve fund has been fully depleted since March 2013.

As a result of this analysis, S&P's 'B' SDR is 10%.

The SDRs for rating levels between 'B' and 'AAA' are interpolated
in line with S&P's European SME CLO criteria.

RECOVERY RATE ANALYSIS

At each liability rating level, taking into account the observed
historical recoveries, we assumed a weighted-average recovery
rate (WARR) by taking into consideration the asset type, its
seniority, and the country recovery grouping.

As a result of this analysis, S&P's WARR assumptions in a 'A+'
scenario was 45.27%.

CASH FLOW ANALYSIS

S&P subjected the capital structure to various cash flow
scenarios, incorporating different default patterns and interest
rate curves, to determine each tranche's passing rating level
under S&P's European SME CLO criteria.  S&P gave benefit to the
swap in its analysis.  Additionally, there was an amortization
deficit of about EUR20.52 million on the March 2014 payment date.
S&P's cash flow analysis shows that the class A2 and A3(CA) notes
are able to withstand its cash flow stresses at a 'A+' rating
level.

SUPPLEMENTAL TESTS

S&P's supplemental tests take into account obligor concentration,
industry concentration, and regional concentration for the 'AAA'
and 'AA' rating categories, and only obligor concentration for
the remaining rating categories.  As, according to S&P's credit
and cash flow analysis, the maximum achievable rating in this
transaction is 'A+ (sf)', only the obligor concentration test
applies.  S&P's ratings on the notes were not constrained by the
application of this supplemental test as the maximum ratings
achievable resulting from the test were 'AAA (sf)', 'AAA (sf)',
and 'B+ (sf)', for the class A, B, and C notes, respectively.

COUNTERPARTY RISK

The issuer receives from the swap counterparty, JP Morgan, an
amount equivalent to the weighted-average coupon of the notes
plus 50 basis points per annum on the performing balance of the
collateral (this includes loans that are up to 90 days in
arrears).  S&P has reviewed the swap counterparty's downgrade
provisions in the swap agreement, and they comply with its
current counterparty criteria.  Under the transaction
documentation, the swap counterparty has chosen replacement
option 1 in accordance with our criteria.

SOVEREIGN RISK

Under S&P's nonsovereign ratings criteria, the highest rating it
would assign to a structured finance transaction is six notches
above the investment-grade rating on the country in which the
securitized assets are located.  Because this transaction
securitizes Spanish SME loans, and S&P's criteria deem it to have
low sensitivity or exposure to sovereign risk, the highest rating
achievable is 'AA-', which is six notches above S&P's 'BBB-'
long-term sovereign rating on Spain.

RATING ACTIONS

Following S&P's full analysis described above, it has affirmed
its 'A+ (sf)' ratings on the class A2 and A3(CA) notes.  Despite
having no reserve fund, credit enhancement from the performing
pool and excess spread in the transaction is sufficient to
support our ratings on these classes of notes, in S&P's view.

"We have affirmed our 'CCC- (sf)' rating on the class B notes,
because we believe this class of notes will default in the short
term, due to the considerable increase in cumulative defaults
over the past year.  We lowered to 'CCC- (sf)' from 'BB (sf)' our
rating on the class B notes on Dec. 20, 2013.  The class B notes
will default if the interest deferral trigger, set at 8.00% of
the initial collateral balance, is breached and available funds
are insufficient to meet interest payments under this class,
after the senior classes of notes have amortized.  The current
level of cumulative defaults is 7.22%," S&P said.

S&P has affirmed its 'D (sf)' ratings on the class C and D notes
as they are not paying interest.  S&P's ratings on FTPYME TDA CAM
4's notes address the timely payment of interest and payment of
principal during the life of the transaction.

FTPYME TDA CAM 4 is a cash flow CLO transaction that securitizes
a portfolio of SME loans that CAM, now merged with Banco
Sabadell. The transaction closed in December 2006.

RATINGS LIST

Class      Rating

FTPYME TDA CAM 4, Fondo de Titulizacion de Activos
EUR1.529 Billion Floating-Rate Notes

Ratings Affirmed

A2         A+ (sf)
A3(CA)     A+ (sf)
B          CCC- (sf)
C          D (sf)
D          D (sf)

PYMES SANTANDER 8: Moody's Rates EUR310MM Serie C Notes 'Ca'
------------------------------------------------------------
Moody's Investors Service has assigned the following definitive
ratings to the debts issued by Fondo de Titulizacion de Activos
PYMES Santander 8 (the Issuer):

EUR1317.5M Serie A Notes, Definitive Rating Assigned A1 (sf)

EUR232.5M Serie B Notes, Definitive Rating Assigned Baa1 (sf)

EUR310M Serie C Notes, Definitive Rating Assigned Ca (sf)

FTA PYMES SANTANDER 8 is a securitization of standard loans and
credit lines granted by Banco Santander S.A. (Spain)
("Santander", Baa1/P-2; Stable Outlook) to small and medium-sized
enterprises (SMEs) and self-employed individuals.

At closing, the Issuer -- a newly formed limited-liability entity
incorporated under the laws of Spain -- will issue three series
of rated notes. Santander will act as servicer of the loans and
credit lines for the Issuer, while Santander de Titulizacion,
S.G.F.T., S.A. will be the management company (Gestora) of the
Issuer.

Ratings Rationale

The ratings are primarily based on the credit quality of the
portfolio, its diversity, the structural features of the
transaction and its legal integrity.

As of May 2014, the audited provisional asset pool of underlying
assets was composed of a portfolio of 23,404 contracts granted to
SMEs and self-employed individuals located in Spain. In terms of
outstanding amounts, around 76.7% corresponds to standard loans
and 23.3% to credit lines. The assets were originated mainly
between 2009 and 2013 and have a weighted average seasoning of
2.1 years and a weighted average remaining term of 3.2 years.
Around 5.2% of the portfolio is secured by first-lien mortgage
guarantees. Geographically, the pool is concentrated mostly in
Catalonia (15.9%), Madrid (15.9%) and Andalusia (13.2%). At
closing, any loans more than 15 days in arrears will be excluded
from the final pool.

In Moody's view, the strong credit positive features of this deal
include, among others: (i) a relatively short weighted average
life of around 1.9 years; (ii) a granular pool (the effective
number of obligors is close to 1000); and (iii) a well-
diversified portfolio, both geographically and in terms of
industry sectors. However, the transaction has several
challenging features: (i) a strong linkage to Santander related
to its role as originator, servicer, accounts holder and
liquidity line provider; (ii) no interest rate hedge mechanism in
place; and (iii) a complex mechanism which allows the Issuer to
compensate on daily basis the increase on the disposed amount of
certain credit lines with the decrease of the disposed amount
from other lines, and/or the amortization of the standard loans.
These characteristics were reflected in Moody's analysis and
definitive ratings, where several simulations tested the
available credit enhancement and 20% reserve fund to cover
potential shortfalls in interest or principal envisioned in the
transaction structure.

In its quantitative assessment, Moody's assumed an inverse normal
default distribution for this securitized portfolio due to its
granularity. The rating agency derived the default distribution,
namely the relevant main inputs such as the mean default
probability and its related standard deviation, via the analysis
of: (i) the characteristics of the loan-by-loan portfolio
information, complemented by the available historical vintage
data; (ii) the potential fluctuations in the macroeconomic
environment during the lifetime of this transaction; and (iii)
the portfolio concentrations in terms of industry sectors and
single obligors. Moody's assumed the cumulative default
probability of the portfolio to be equal to 9.13% with a
coefficient of variation (i.e. the ratio of standard deviation
over mean default rate) of 63.9%. The rating agency has assumed
stochastic recoveries with a mean recovery rate of 35% and a
standard deviation of 20%. In addition, Moody's has assumed the
prepayments to be 10% per year.

The principal methodology used in this rating was "Moody's Global
Approach to Rating SME Balance Sheet Securitizations" published
in January 2014.

For rating this transaction, Moody's used the following models:
(i) ABSROM (v.3.6) to model the cash flows and determine the loss
for each tranche and (ii) CDOROM (V.2.12-2) to determine the
coefficient of variation of the default definition applicable to
this transaction.

Loss and Cash Flow Analysis:

Moody's ABSROM cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of such
default scenarios as defined by the transaction-specific default
distribution. On the recovery side Moody's assumes a stochastic
(normal) recovery distribution which is correlated to the default
distribution. In each default scenario, the corresponding loss
for each class of notes is calculated given the incoming cash
flows from the assets and the outgoing payments to third parties
and noteholders. Therefore, the expected loss for each tranche is
the sum product of (i) the probability of occurrence of each
default scenario; and (ii) the loss derived from the cash flow
model in each default scenario for each tranche. As such, Moody's
analysis encompasses the assessment of stressed scenarios.

Moody's used CDOROM to determine the coefficient of variation of
the default distribution for this transaction. The Moody's
CDOROM(TM) model is a Monte Carlo simulation which takes borrower
specific Moody's default probabilities as input. Each borrower
reference entity is modelled individually with a standard multi-
factor model incorporating intra- and inter-industry correlation.
The correlation structure is based on a Gaussian copula. In each
Monte Carlo scenario, defaults are simulated.

The ratings address the expected loss posed to investors by the
legal final maturity of the notes. In Moody's opinion, the
structure allows for timely payment of interest and ultimate
payment of principal with respect to the Notes by the legal final
maturity. Moody's ratings address only the credit risk associated
with the transaction, Other non-credit risks have not been
addressed but may have a significant effect on yield to
investors.

Factors that would lead to an upgrade or downgrade of the rating:

Factors or circumstances that could lead to a downgrade of the
ratings affected by the action would be (1) worse-than-expected
performance of the underlying collateral; (2) an increase in
counterparty risk, such as a downgrade of the rating of
Santander.

Factors or circumstances that could lead to an upgrade of the
ratings affected by the action would be the better-than-expected
performance of the underlying assets and a decline in
counterparty risk.

Stress Scenarios:

Moody's also tested other set of assumptions under its Parameter
Sensitivities analysis. If the assumed default probability of
9.13% used in determining the initial rating was changed to
11.87% and the recovery rate of 35% was changed to 25%, the
model-indicated rating for Serie A, Serie B and Serie C of
A1(sf), Baa1(sf) and Ca(sf) would be A3(sf), Ba1(sf) and Ca(sf)
respectively. For more details, please refer to the full
Parameter Sensitivity analysis to be included in the New Issue
Report of this transaction.



=============
U K R A I N E
=============


KHARKOV CITY: Fitch Affirms 'CCC' IDR; Outlook Negative
-------------------------------------------------------
Fitch Ratings has affirmed the City of Kharkov's Long-term
foreign currency Issuer Default Rating (IDR) at 'CCC' and its
Short-term foreign currency IDR at 'C'.  Fitch has also affirmed
the city's Long-term local currency IDR at 'B-' and National
Long-term rating at 'A+(ukr)'.  The Outlook on the Long-term
local currency IDR and National Long-term rating is Negative.

Kharkov's outstanding domestic bond of UAH99.5 million has been
affirmed at 'B-' and 'A+(ukr)'.

KEY RATING DRIVERS

The city's ratings are constrained by the ratings of Ukraine
(CCC/B-/Negative).  Political risk in Ukraine remains high and
the transition of power has a range of potential outcomes.  Fitch
assesses the institutional framework governing Ukrainian regions
as weak.  It lacks clarity and sophistication, hindering long-
term development and budget planning of the subnationals.  In
Fitch view, the political crisis in Ukraine has escalated over
the past six months, leading to further deterioration of the
Ukraine's institutional framework.

Positively, for 2013 Kharkov continued to record stable budgetary
performance, low debt and outstanding liquidity.  However, the
city is exposed to refinancing risks and the contingent
liabilities of a large public sector, which may put pressure on
the city's budget.

At end-2013, Kharkov's debt was low at 8.4% of current revenue or
UAH394 million. The city recorded strong debt coverage ratio
(debt / current balance) of under one year and interest payments
amounting to 1% of its operating revenue.  Fitch expects the
city's debt to remain low at around 5% of current revenue as the
city does not have borrowing needs in the medium term.

Kharkov needs to pay back UAH99.5m of maturing bond and UAH185
million of bank loans in 2014, which is equivalent to 72% of
total debt. Refinancing need is mitigated by the city's large
cash balance, which stood at UAH1bn on April 1, 2014, 4x as much
as its maturing debt amount.

Fitch expects Kharkov to consolidate its stable budgetary
performance in 2014-2016 with the operating margin easing to
around 10%, from a strong 14.5% average in 2012-2013.  The agency
also views budget deterioration as likely following the expected
contraction of the national economy (Ukraine's GRP to decline by
5% in 2014) and amid continuing political risk.

The city's contingent liabilities are comparable to its direct
debt levels and may put pressure on the budget, particularly as
major PSEs are loss-making and depend on subsidies to sustain
operations.  The debt of the 10 largest public sector entities
(PSEs) amounted to UAH219.8m at end-2012.  Fitch assesses that
the top 10 PSEs' debt at end-2013 was on average close to UAH250
million in 2010-2012.  Nonetheless, the city's contingent
liabilities are below 10% of its current revenue and currently do
not represent a substantial risk to the budget.

RATING SENSITIVITIES

Any downgrade of Ukraine would lead to a downgrade of the city's
IDRs.  A downgrade could also result from the city being unable
to meet its debt service obligations due to a sharp liquidity
shortage.

Positive rating actions are unlikely in the medium term, given
high political risk, the deteriorating institutional framework
and a shrinking economy.



===========================
U N I T E D   K I N G D O M
===========================


BARCLAYS PLC: Fitch Assigns 'BB+(EXP)' Rating to Convertible Secs
-----------------------------------------------------------------
Fitch Ratings has assigned Barclays Plc's (A/Stable/F1/ a)
potential upcoming issue of perpetual subordinated contingent
convertible securities (CCS) an expected rating of 'BB+(EXP)'.
The securities are expected to be issued as part of the bank's
exchange offer for certain legacy hybrid tier 1 instruments
announced.

The final rating assignment is contingent on the receipt of final
documentation conforming to information already received and the
exchange offer being completed.

KEY RATING DRIVERS

The CCS are additional Tier 1 (AT1) instruments with fully
discretionary interest payments and are subject to conversion
into Barclays plc ordinary shares on breach of a consolidated 7%
CRD IV common equity Tier 1 (CET1) ratio, which is calculated on
a 'fully loaded' basis.

The rating of the securities, under Fitch's 'Assessing and Rating
Bank Subordinated and Hybrid Securities' criteria, is five
notches below Barclays plc's 'a' Viability Rating (VR), in line
with Fitch's criteria for assigning ratings to hybrid
instruments.  The securities are notched twice for loss severity
to reflect the conversion into common shares on a breach of the
7% fully loaded CET1 ratio trigger, and three times for non-
performance risk.

The notching for non-performance risk reflects the instruments'
fully discretionary coupon payment, which Fitch considers as the
most easily activated form of loss absorption.  Under the terms
of the securities, the issuer will be subject to restrictions on
interest payments if it has insufficient distributable items, if
it is insolvent or if it fails to meet the combined buffer
capital requirements that will be gradually introduced from 2016.
At end-March 2014, Barclays reported a 9.6% fully loaded CET1
ratio and the bank is targeting a ratio above 11% by 2016.

Fitch has assigned 100% equity credit to the securities, which
reflects their full coupon flexibility, their ability to be
converted into common equity well before the bank would become
non-viable, their permanent nature and their subordination to all
senior creditors.

RATING SENSITIVITIES

As the securities are notched down from Barclays plc's VR, their
rating is primarily sensitive to any change to the VR, which
itself is currently in line with Barclays Bank plc's VR, as per
Fitch's 'Rating FI Subsidiaries and Holding Companies' criteria.
Double leverage at the holding company could result in its VR
being rated below Barclays Bank's VR, and hence a downgrade of
the securities.

The securities' ratings are also sensitive to changes in their
notching, which could arise if Fitch changes its assessment of
the probability of their non-performance relative to the risk
captured in Barclays plc's VR.  This may reflect a change in
capital management in the group or an unexpected shift in
regulatory buffer requirements, for example.


DIXONS RETAIL: Fitch Affirms 'B+' IDR; Outlook Stable
-----------------------------------------------------
Fitch Ratings has affirmed Dixons Retail PLC's Long-term Issuer
Default Rating (IDR) at 'B+' with a Stable Outlook and senior
unsecured ratings at 'BB-'.

Fitch has subsequently withdrawn all the ratings, which are
unsolicited, due to the lack of sufficient information to assess
the rating impact of the announced business combination with
Carphone Warehouse PLC and the financial profile of the merged
entity.


INMARSAT FINANCE: Moody's Rates New US$1BB Senior Notes 'Ba2'
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba2 to the proposed new
issue of USD1 billion Senior Notes (due 2022) being issued by the
Inmarsat plc's subsidiary, Inmarsat Finance plc ('Issuer'). At
the same time the agency has affirmed Inmarsat plc's Corporate
Family Rating ('CFR') and Probability of Default Rating at Ba1
and Ba1-PD respectively. The outlook on all ratings is stable.

Proceeds from the proposed new Senior Notes will be used to
repurchase the existing USD850 million Senior Notes (rated Ba2;
currently callable) at Inmarsat Finance plc. The remainder of the
proceeds will be used for general corporate purposes. Moody's
positively notes that the proposed notes issue will strengthen
Inmarsat's debt maturity profile and improve its interest costs.

The affirmation of Inmarsat's CFR at Ba1 reflects its solid
operating performance. On 15 May 2014, Inmarsat announced that it
expects a delay in the planned launch of both the Inmarsat-5 F2
and F3 due to the recent failure of a proton launch vehicle. The
company now expects to complete the launch the Inmarsat-5 F2 and
F3 in time to provide for a launch allowing global GX commercial
service to commence in the first half of 2015 (instead of its
original guidance of early 2015). Moody's nevertheless takes
comfort from Inmarsat's confirmation that the start of commercial
GX services on a regional basis using F1 (and F2 in due course),
as well as existing customer commitments to purchase GX services,
will not be impacted by the delay in global service availability.

At the time of the FY2013 results announcement, Inmarsat had
indicated that it expected its leverage to peak at the end of
2014 (due to planned GX investments). This implies that the
company's 2014 year-end leverage could likely be somewhat higher
than Moody's Ba1 rating guidance (of Gross Debt to EBITDA of
3.5x). The agency nevertheless expects Inmarsat to de-lever
thereafter in line with its own leverage target range (2.5-3.0x
Net Debt / EBITDA - calculated by Inmarsat).

Ratings Rationale

The proposed USD1 billion Senior Notes are senior unsecured
obligations of the Issuer and carry subordinated guarantees from
the existing USD850 million Senior Notes guarantors. The
covenants for the new Notes are largely similar to the existing
Notes with the exception of the permitted liens test which has
been increased to a ratio of 3.5x for Consolidated Senior Secured
Leverage (from 2.0x).

Inmarsat Plc has a Probability of Default rating of Ba1-PD and an
expected family recovery rate of 50%. The senior credit
facilities (syndicated RCF, EIB and Ex-Im facilities) at Inmarsat
Investments Limited all rank pari-passu and also rank first in
priority of claims, reflecting the benefits of upstream
guarantees from the operating companies of Inmarsat. Trade
claims, pension deficit and deferred satellite payments also rank
pari passu with the senior secured facilities -- followed by
lease rejection claims. The USD1 billion of new senior notes
which replace the existing USD850 million notes at the Inmarsat
Finance plc level are the next highest ranking instrument and are
therefore rated Ba2-LGD5, 73%. The capital structure is
complemented by a convertible bond (unrated) at the Inmarsat plc
level.

Inmarsat's Ba1 Corporate Family Rating ("CFR") acknowledges the
company's leading global market position in the MSS industry, its
strong operational track record and its large installed customer
base. In addition, the rating is based on Moody's expectation
that Inmarsat's revenue growth in its Inmarsat Global MSS
division will likely be modest, until additional revenues from
the company's GX project begin to contribute towards the
division's growth from late 2014 onwards.

Inmarsat is in the middle of executing its USD1.6 billion GX
programme, an investment focussed upon the design and launch of
four (three to be launched initially which will complete a global
constellation) Ka-band satellites that will form the Inmarsat-5
satellite constellation. However, the additional debt required to
complete the GX program will result in credit metrics weakening
in 2014. At the time of the FY2013 results, Inmarsat had
indicated that it expected its net reported leverage to peak at
3.3x to 3.5x by the end of 2014. While 2014 leverage could exceed
Moody's Ba1 leverage threshold, the agency assumes that
Inmarsat's leverage will reduce thereafter and not exceed a Gross
Debt / EBITDA ratio (as calculated by Moody's) of 3.5x on a
sustained basis. Also, Moody's expects Inmarsat's financial
policy to remain largely intact following the arrival of
Inmarsat's new Chief Financial Officer, Tony Bates in June 2014.

The Ba1 CFR also considers the competition from other MSS
players, from operators of fixed satellite services (FSS) and (on
land) from terrestrial cellular networks, concentrated ownership
of third-party distribution and a degree of execution risk on
deploying the planned Inmarsat-5 satellite constellation. The
rating further reflects the company's exposure to sector-typical
technological risks of satellite malfunctioning and / or
breakdown and launch failure.

The principal methodology used in this rating was the Global
Communications Equipment Industry published in June 2008. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Headquartered in London, U.K., Inmarsat plc (Inmarsat) is the
market leader in global mobile satellite communication services.
Inmarsat Group Limited, the entity which consolidates all of
Inmarsat's operating activities, reported revenue of USD1.26
billion and EBITDA of USD648.8 million for FY2013.


MOY PARK: Moody's Assigns 'B1' Corporate Family Rating
------------------------------------------------------
Moody's Investors Service has assigned a corporate family rating
(CFR) of B1 and probability of default rating (PDR) of B1-PD to
Moy Park Holdings (Europe) Limited (Moy Park).

Concurrently, Moody's has assigned a (P)B1 rating to Moy Park
(Bondco) Plc's GBP200 million senior unsecured fixed rate notes
due 2021 and the GBP50 million senior unsecured floating rate
notes due 2017. The outlook is stable.

Proceeds from the notes will be used to pay a dividend to Moy
Park's parent Marfrig Global Foods S.A. (B2 stable), and to fund
the acquisition of the European assets of fellow Marfrig
subsidiary Keystone.

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect Moody's preliminary
credit opinion regarding the transaction only. Upon a conclusive
review of the final documentation, Moody's will endeavor to
assign a definitive rating to the notes. A definitive rating may
differ from a provisional rating.

Ratings Rationale

Moy Park's CFR is weakly positioned in the B1 category. This
reflects: (1) the company's limited product diversification; (2)
its high geographic and customer concentration; (3) the potential
for events beyond the company's control; and (4) a leveraged
credit profile, with weak margins reflecting the commodity-like
nature of its products, and negative free cash flow.

The rating also reflects the company's: (1) leading market
position; (2) favorable sector demand dynamics; and (3) strong,
longstanding relationships with key suppliers and customers.

Moody's estimates that sales of fresh poultry products, ready to
eat and coated poultry together account for approximately 80% of
Moy Park's revenues. This dependence on poultry sales leaves the
group exposed to changing tastes or consumption patterns.
However, as the most affordable meat protein in the UK, the
government department DEFRA reports that poultry has experienced
higher growth in consumption rates than other meats, and
represents approximately half of meat purchases by weight. This
growth appears to be supported by consumer preferences for fresh,
convenient and healthy food, sourced within the UK.

Furthermore, geographic and customer concentration in the
industry is very high, with the group's customer base
predominantly made up of the large UK retailers, plus important
customers within the food services segment. The group's
concentrated customer exposure is partially mitigated by its
long-standing relationships, and mutual dependency. The
consolidated nature of the poultry processing industry means that
while customers have more than one supplier, material switching
away from Moy Park which typically has estimated number one or
number two supplier status with a material share of customers
wallet -- would be problematic.

The potential for events beyond the full control of individual
food producers to impact demand includes exposure to: (1) input-
cost inflation; (2) business issues experienced by key suppliers;
(3) food scares. Moy Park works closely with suppliers and
customers to limit and mitigate risks. For example, over recent
years it has increased the proportion of business with customers
where feed price variability is specifically addressed via agreed
pricing models (fixed price deals, rolling feed models, customer
hedging) from 30-40% to approximately 70%.

The nature of the contractual relationship with suppliers of
breeding stock and with broiler farmers is such that Moy Park has
a high degree of inter dependence. These relationships typically
date back many years and Moy Park is able to regularly check and
satisfy itself as to bio-security, and in the case of farmers has
control over the feed, other inputs such as vaccines and
utilities, and indeed is heavily involved in issues such as the
poultry's living conditions. The UK poultry industry has a high
level of traceability and bio-security, while the relatively
remote location of the farms employed by the company i.e. within
relatively sparsely populated areas of the UK, and notably within
Northern Ireland, serves as a further barrier to risks of
contamination.

At close, pro-forma for the transaction, Moy Park has gross debt
of GBP293 million and reported LTM (to March 31, 2014) EBITDA of
GBP101 million. Moody's has considered the costs of breeding
(bearer) stock as opex rather than capex, and has deducted
amortization of bearer stock in adjusting reported EBITDA.
Moody's adjusted EBITDA margin is low at about 6%, reflecting the
essentially commodity-like nature of the product. Moody's expects
adjusted gross leverage at the end of 2014 to be 4.7x, with the
pace of deleveraging likely to be slow. With capex at
approximately 3% of sales, as the company continues to invest in
new production lines to match demand, Moody's expects free cash
flow to remain moderately negative in 2014.

Moy Park began the financial year with a GBP60 million cash
balance. The company's liquidity is further supported by the
availability of a GBP20 million revolving credit facility (RCF)
and a GBP45 million receivables facility, the latter of which is
secured by the receivables financed. These facilities include
identical Net Total Leverage and Net Senior Leverage maintenance
covenants. While the receivables line is off-balance sheet, some
utilization of it is included in Moody's calculations of Moy
Park's gross debt. The company has no near-term debt maturities
or amortizing debt.

Moy Park is currently wholly-owned by Marfrig. The ring-fenced
nature of Moy Park's financing, which includes the mutual absence
of any guarantees or other credit support or direct credit
linkages between it and Marfrig, means that Moy Park's B1 CFR
reflects its own credit fundamentals. This is a notch above the
rating of Marfrig. However, such positive ratings differentiation
will remain limited while Marfrig remains a majority and/or
controlling shareholder, with any downwards pressure on the
Marfrig credit profile and rating potentially flowing through to
that of Moy Park.

The (P)B1 rating on the unsecured notes, which benefit from
upstream guarantees, is at the same level as the CFR. This
reflects the fact that all debt within the structure essentially
ranks at the same level (with only a small amount of opco debt
secured over specific assets).

The stable outlook on the ratings reflects Moody's expectation
that: (1) Moy Park will continue to show positive momentum in
earnings and ongoing ability to cope with raw material price
volatility; and (2) the company will preserve some liquidity
cushion, as evidenced by a sizable cash balance and headroom
under its financial covenants.

As Moy Park is currently weakly positioned within the B1
category, and deleveraging is likely to be slow, near-term
positive pressure is unlikely. To be considered for the Ba rating
category, Moy Park would need to demonstrate a significant and
sustainable improvement in margins and free cash flow generation,
with adjusted debt/EBITDA also falling below 4.0x.

Negative pressure could be exerted on Moy Park's ratings if: (1)
adjusted EBITDA margins were to fall towards 5%; (2) free cash
flow remained negative beyond 2014; (3) leverage increased to
more than 5.0x; (4) its liquidity were to weaken; or (5) the
financial profile and/or rating of its parent Marfrig were to
deteriorate, while it remained a majority and/or controlling
shareholder.

Principal Methodology

The principal methodology used in these ratings was the Global
Protein and Agriculture Industry published in May 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Corporate Profile

Headquartered in Craigavon, Northern Ireland, Moy Park is a
leading player in the UK poultry processing market. It operates
14 production facilities. For the year ending December 31, 2013
the company reported revenue and EBITDA of GBP1.4 billion and
GBP96 million respectively.


NORKING ALUMINIUM: Three New Firms Formed Following Collapse
------------------------------------------------------------
John Brazier at InsolvencyNews reports that three new independent
companies have been established from the remains of Norking
Aluminium Limited.

The company entered administration in April, after the company
suffered cash flow problems as a result of a slump in the
construction industry, despite maintaining a "healthy" order
book, InsolvencyNews discloses.

Lisa Hogg -- l.hogg@wilsonfield.co.uk -- and Robert Dymond of
Wilson Field were appointed as joint administrators to Norking
Aluminium on 4 April.

According to the report, three new independent companies have now
been formed, two of which are from trading arms of Norking which
held sole UK distribution rights, and creating 14 new jobs.

New company APCO produces signage systems while FOGA supplies a
Swedish-based modular exhibition and display system, the report
says.

The third company, Mettech Fabrications Ltd, is a new venture
manufacturing press metal work and aluminium and steel bracketry
for the construction industry, InsolvencyNews discloses.

"At this very late stage, our aim was to seek new owners to take
on the viable elements of the business," the report quotes
Ms. Hogg as saying.

"Every effort has been made to find a buyer for the company and
to salvage three divisions of the business and their associated
employment. Interest was shown by a number of parties before
negotiations resulted in successful sales to different parties"

Based in Doncaster, Norking Aluminium Ltd specialized in the
manufacture and installation of aluminium and glass facades.


PAUL SIMON: To Close Remaining 22 Stores
----------------------------------------
The Joint Administrators to Paul Simon (London) Limited have
announced a phased closure of all 22 remaining stores. This will
take place over the next three weeks into mid-June, resulting in
the loss of 209 jobs in stores and at head office.

Deloitte partner and lead administrator, Lee Manning, commented:
"We very much regret that a buyer for the remaining stores as a
going concern could not be found. We will close stores over the
coming weeks, selling the remaining unsold stock in these stores
in clearance sales. The business cannot trade indefinitely
without the prospect of a buyer.

"The sector in which Paul Simon operates remains a challenging
market. Loss-making stores with excessive rents, a complicated
delivery model for relatively modest transaction sizes and
financing problems combined to reduce the ongoing viability of
the enterprise. This ultimately led to the appointment of
administrators and restricted the level of interest from
potential purchasers."

Earlier in May, the administrators announced the sale of the
business and assets of seven stores to Lewis's Home Retail,
preserving 73 jobs. The stores sold were: Colindale, Chelmsford,
Edmonton, Harlow, Hayes, Lakeside and New Malden. Eight stores
have already closed in May, and 13 stores in April.

There were originally 50 leasehold retail stores with 571
employees. Lee Manning -- leemanning@deloitte.co.uk -- and
Nick Edwards -- nedwards@deloitte.co.uk -- were appointed Joint
Administrators of Paul Simon (London) Limited on April 2, 2014.

The remaining 22 stores due to be closed are: Aylesbury,
Aylesford, Basildon, Byfleet, Catford, Chadwell Heath,
Colchester, Crawley, Croydon, Fareham, Farnborough, Ipswich,
Milton Keynes, Northampton, Norwich, Orpington, Peterborough,
Rayleigh, Southampton, Stevenage, Swindon, Watford.

Paul Simon (London) Limited is a furniture retailer.


PHONES4U: S&P Revises Outlook to Negative & Affirms 'B' CCR
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on U.K.-based mobile phone retailer Phones4U Finance PLC
(Phones4U) to negative from stable.  At the same time, S&P
affirmed its 'B' long-term corporate credit rating on Phones4U.

In addition, S&P affirmed its issue rating of 'BB-' on Phones4U's
GBP125 million super senior revolving credit facility (RCF).  The
recovery rating on the RCF is unchanged at '1', reflecting S&P's
expectation of very high (90%-100%) recovery for senior secured
lenders in the event of a payment default.

S&P also affirmed its issue rating of 'B' on Phones4U's GBP430
million senior secured notes.  The recovery rating on the notes
is unchanged at '3', indicating S&P's expectation of meaningful
(50%-70%) recovery prospects in the event of a default.

Finally, S&P affirmed its issue rating of 'CCC+' on the GBP205
million payment-in-kind (PIK) toggle notes issued by Phones4U's
parent Phosphorus Holdco PLC.  The recovery rating on these notes
is unchanged at '6', reflecting S&P's expectation of negligible
(0%-10%) recovery prospects in the event of a default.

The outlook revision reflects the likelihood that Phones4U's
revenues and earnings could decline from 2015, as a result of the
termination of the company's store-in-store distribution contract
with Dixons PLC following the planned merger of Dixons and
Phones4U's main competitor Carphone Warehouse.  Phones4U
generates about 10% of revenues and 8% of EBITDA from mobile
devices and contract sales through its distribution contract with
Dixons.  The contract expires in May 2015.

S&P anticipates that Phones4U will try to mitigate the likely
loss of the Dixons distribution channel by sourcing new retail
partners.  However, even if Phones4U sources suitable partners,
the new distribution channels are likely to take time to roll out
and will increase the company's capital expenditure (capex).
Furthermore, the change in the mobile phone retail landscape is
likely to increase competition and put pressure on S&P's
assessment of Phones4U's "weak" business risk profile.  The
merged entity, Dixons Carphone, plans to open a Carphone
Warehouse outlet in all of Dixons 552 U.K. stores.  Carphone
Warehouse's increased distribution presence will significantly
increase competition for Phones4U.  In addition, the enlarged
Dixons Carphone entity will have strong bargaining power with
suppliers of mobile devices, which may increase pricing
competition.

S&P's assessment of Phones4U's business risk profile as "weak"
reflects its position as the second-largest independent retailer
(behind Carphone Warehouse) in the mature but highly competitive
U.K. mobile phone market.  The market is characterized, in S&P's
opinion, by volatile demand because of its dependency on
discretionary consumer spending and strong competition from
direct sales channels from mobile telecommunications companies.
This risk is further aggravated by the inherent revenue
volatility from ongoing innovation in mobile devices, the limits
of independent retailers' abilities to access the latest devices,
and Phones4U's reliance on maintaining strong contractual
relationships with mobile telecoms companies.

"We assess Phones4U's financial risk profile as "highly
leveraged" following a GBP205 million debt-funded distribution to
its financial sponsor shareholder in 2013.  The GBP205 million
PIK toggle notes were borrowed by Phones4U's parent Phosphorus
Holdco PLC.  In addition, Phones4U has GBP430 million outstanding
notes due in 2018. We make adjustments to debt for capitalized
operating leases of about GBP150 million. Phones4U has about
GBP100 million cash on hand following the sale of its Lifestyle
Services Group insurance business in 2013, but we do not add this
cash back to adjusted debt because of its "weak" business risk
profile and financial sponsor ownership.  We assess Phones4U's
financial policy as "FS-6", reflecting our expectation that
leverage will not increase meaningfully above current levels,"
S&P said.

S&P's base-case scenario for Phones4U assumes:

   -- Flat revenue growth in 2014 and a 5% fall in revenues in
      2015 following the termination of the Dixons contract.

   -- Flat EBITDA of about GBP95 million in 2014 and a 5% drop to
      about GBP90 million in 2015.

   -- Ongoing investment in LIFE Mobile (a mobile virtual network
      operator [MVNO]) of about GBP15 million in 2014 and GBP20
      million in 2015.

   -- Capex of GBP20 million in 2015, rising to about GBP25
      million in 2015, as Phones4U will likely need to increase
      capex to roll out new store-in-store formats with a new
      retail partner.

   -- Working capital inflow of GBP3 million in 2014 and outflow
      of GBP22 million in 2015, relating to changes in network
      payment arrangements.

Based on these assumptions, S&P arrives at the following credit
measures:

   -- Standard & Poor's-adjusted interest coverage of about 1.8x;

   -- Adjusted debt to EBITDA of about 6.0x; and

   -- About GBP15 million of positive free operating cash flow
      (FOCF) in 2014 and negative FOCF in 2015.

The negative outlook reflects the possibility that Phones4U's
revenues and earnings could decline from 2015 because of the
termination of its distribution contract with Dixons.  The
outlook also reflects S&P's forecast of negative FOCF in 2015,
because of Phones4U's ongoing investment in the LIFE Mobile MVNO,
and capex and working capital outflows.

Downside scenario

S&P could lower the rating if Phones4U is unable to implement
strategies to mitigate the loss of revenues and earnings from the
termination of its contract with Dixons.  S&P could also lower
the rating if adjusted interest coverage falls sustainably below
2x, FOCF is persistently negative, or Phones4U's liquidity
position weakens.

Upside scenario

S&P could revise the outlook to stable if Phones4U is able to
promptly mitigate the potential loss of revenues and earnings
through sourcing new distribution partners.  Specifically, for
S&P to revise the outlook to stable, Phones4U would need to
achieve stable earnings and margins while generating positive
FOCF and adjusted interest coverage of more than 2x.


RECEPTORS SECURITY: Exec Was Entitled to Redundancy Pay
-------------------------------------------------------
Out-Law.com reports that the director of a failed company can be
entitled to a redundancy payment as an 'employee', depending on
the facts of the particular case, the UK's Employment Appeal
Tribunal (EAT) has said.

Out-Law.com relates that the EAT upheld the earlier ruling of an
employment tribunal that a Mrs. Knight, the sole shareholder and
managing director of Receptors Security Systems (UK) Ltd, was
entitled to the payment. Over its last two years of trading,
Knight had forfeited the salary that she was entitled to under a
contract of employment between herself and the company. However,
the judge said this did not necessarily mean that she had
"entered into an agreed variation of the contract or a discharge
of that contract".

"Whether the regularity of payment in this case negative the
continuing existence of a contract was a matter of fact for the
employment judge; he had to decide whether the evidence showed
that the contract of employment had been varied or discharged or
whether there had only been a choice by Mrs. Knight not to take
her salary when the company was in difficulties: and the judge
found on the facts in favour of the latter alternative," the
report quotes EAT judge as saying.

According to Out-Law.com, the EAT judge also dismissed arguments
by the Insolvency Service to the effect that there was no
'mutuality' in the arrangement between Mrs. Knight and her
company during the last two years, or that the arrangement was
not a contract at all because there was no 'consideration' moving
from the employer to the employee. In addition, there was no
"perversity in the sense that an employment judge has reached a
decision which no reasonable judge could have reached", he said.

Knight set up her company in February 1991. It ceased trading due
to insolvency on Oct. 18, 2011.  Out-Law.com notes that when the
company started businesses a contract of employment, dated June
13, 1991, was drawn up between it and Knight, although it was
never formally executed. It included her job description, working
hours and salary, provided for bonuses and included termination
provisions.

According to Out-Law.com, the employment judge found that in the
company's last two years of trading, Knight did not enforce her
contractual entitlement to pay. In her witness statement, she
said that this was because of the company's financial
difficulties and that she had "forfeited" her salary in order to
pay her employees and the company's suppliers. When the company
became insolvent, she claimed a redundancy payment of GBP7,296
from the Insolvency Service, the report relays.

Out-Law.com relates that the Insolvency Service did not dispute
the company's insolvency; or the fact that if Knight was an
employee of the company at the point of insolvency she was
entitled to the payment by virtue of the 1996 Employment Rights
Act. However, it had argued that once she had stopped enforcing
her right to a salary under the contract, Knight was no longer an
employee.

Out-Law.com adds that the EAT judge said the original employment
tribunal had "specifically considered" whether the employment
contract had existed during the last two years of the company's
existence. He had concluded that it had, and that Knight had
"chosen not to ask the company to honour her contractual
entitlement to pay in order to keep the company afloat," relays
Out-Law.com.

"That finding is inconsistent with her having agreed with the
company that no salary would be payable -- thereby agreeing that
she would be unpaid even if, hypothetically, the company had
suddenly landed a highly profitable new contract and found itself
in a position in which it could pay what otherwise would have
been her contractual salary," the EAT judge, as cited by Out-
Law.com, said.


SMITHS STORAGE: Director Banned For 5 Years For Unpaid Taxes
------------------------------------------------------------
Warren Smith, the director of Leeds-based Smiths Storage (UK)
Limited and Miami Storage Limited, which provided warehousing
services, has been disqualified for five years from May 19, 2014,
for failing to pay taxes.

The disqualification follows an investigation by the Insolvency
Service.

Mr. Smith, 53, gave an undertaking to the Secretary of State for
Business, Innovation and Skills not to promote, manage or be a
director of a limited company until 2019.

Investigators found that Mr. Smith had failed to ensure that both
companies paid business rates to Leeds City Council and income
tax to HM Revenue & Customs (HMRC) for more than a year.

Smiths Storage UK and Miami Storage were placed into liquidation
on June 23, 2011, and Feb. 15, 2012, respectively, owing over
GBP738,000 to creditors including GBP424,000 in business rates
and almost GBP177,000 to HMRC.

Robert Clarke, Group Leader of Insolvent Investigations North at
the Insolvency Service, said:

"Company directors have a duty to ensure businesses meet their
legal obligations, including paying taxes. Deliberate neglect of
tax affairs is not a victimless action as it deprives the
taxpayer of the funds needed to operate public services and
introduces unfair competition in the business market.

"The Insolvency Service will investigate and disqualify directors
who do not comply with their obligations and remove them from the
business arena."


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than US$3 per
share in public markets.  At first glance, this list may look
like the definitive compilation of stocks that are ideal to sell
short.  Don't be fooled.  Assets, for example, reported at
historical cost net of depreciation may understate the true value
of a firm's assets.  A company may establish reserves on its
balance sheet for liabilities that may never materialize.  The
prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


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.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2014.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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