TCREUR_Public/140605.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, June 5, 2014, Vol. 15, No. 110



BANK OF CYPRUS: To Sell Lossmaking Uniastrum Bank


ELIOR SA: Fitch Puts 'B+' IDR on Rating Watch Positive


ALFA HOLDING: Fitch Rates Loan Participation Notes 'BB+(EXP)'
CARLYLE GLOBAL: Fitch Assigns 'B-(EXP)' Rating to Class E Notes
KINTYRE CLO I: Moody's Hikes Rating on Class E Notes to 'B2'
SVG DIAMOND: Moody's Affirms 'Ba3' Ratings on 2 Note Classes
* IRELAND: Company Insolvencies Remain High, Vision-net Says


KAZINVESTBANK: S&P Assigns 'B-/C' Ratings; Outlook Stable


DUTCH MORTGAGE VIII: Seller Merger No Impact on Fitch's Ratings
GMAC INT'L: Fitch Raises LT Issuer Default Rating to 'BB+'
GREEN PARK CDO: S&P Lowers Rating on Class E Notes to 'B-'
PALLAS CDO II: S&P Lowers Ratings on 2 Note Classes to 'CCC-'


BALTIC FINANCIAL: S&P Revises Outlook & Affirms 'B' Rating
EUROPLAN CJSC: Fitch Affirms 'BB' IDR; Outlook Stable
IC RUSS-INVEST: Moody's Affirms B2 Issuer Ratings; Outlook Stable


DANNEMORA MINERAL: Reorganization to Continue Until Aug. 13

U N I T E D   K I N G D O M

CABLE & WIRELESS: S&P Revises Outlook to Stable & Affirms BB CCR
CARROS UK HOLDCO: S&P Assigns 'B' Corporate Credit Rating
QUAYSIDE: To Close in January 2015; 25 Jobs Affected
TRAGUS GROUP: Mulls Company Voluntary Arrangement
TREVOR WARDE: Goes Into Creditors Voluntary Liquidation

VOUVRAY MIDCO: Moody's Assigns 'B2' CFR; Outlook Stable
V.GROUP: S&P Assigns Preliminary 'B' CCR; Outlook Stable
VILLA PARADE: Ceases Trading; Holidaymakers to Recover Money



BANK OF CYPRUS: To Sell Lossmaking Uniastrum Bank
Martin Arnold at The Financial Times reports that Bank of Cyprus
plans to sell its Russian operation as part of a restructuring
launched by its new chief executive John Hourican to shore up the
lender's capital and refocus on its domestic market a year after
it collapsed.

Mr. Hourican, who joined Bank of Cyprus last year after quitting
as head of Royal Bank of Scotland's investment bank under a
cloud, told the FT that it would "seek a new owner" for Uniastrum
Bank, the lossmaking Russian lender it bought in 2008.

Bank of Cyprus paid US$576 million to buy 80% stake of Uniastrum
from its founders who retained 20%, the FT relates.  The Russian
operation accounts for more than half of Bank of Cyprus's 300
branches and a third of its 7,700 staff, the FT discloses.

The bank, which is being advised by HSBC, also plans to sell a
GBP300 million portfolio of UK corporate loans and mortgages that
it inherited from its takeover of its failed local rival Laiki
Bank last year, the FT says.

Two-fifths of Bank of Cyprus's liabilities come from central bank
funding with EUR11.1 billion of emergency liquidity assistance,
the FT notes.

Its shares have been suspended on the Athens and Nicosia stock
exchanges since last year's bailout, though they are expected to
resume trading this year, the FT recounts.

Non-performing loans of EUR12.8 billion make up almost half its
balance sheet and have been shifted into an internal "bad bank"
to be run down, sold or restructured, the FT states.

Bank of Cyprus is a major Cypriot financial institution.  In
terms of market capitalization of 350 million in March 2013, it
is the country's biggest bank.  As of September 2012, the bank
held a 26.7% share of the Cypriot deposit market and a 22.5%
share of the Cypriot loan market, making it the largest bank in
Cyprus.  The Bank of Cyprus Group employs 11,326 staff worldwide.

                          *     *     *

As reported by the Troubled Company Reporter-Europe on April 16,
2013, Moody's Investors Service downgraded Bank of Cyprus Public
Company Limited's deposit ratings to Ca, negative outlook, from
Caa3 and senior unsecured debt ratings to C, from Caa3.  The
subordinated and junior subordinated debt ratings of BoC were
affirmed at C.


ELIOR SA: Fitch Puts 'B+' IDR on Rating Watch Positive
Fitch Ratings has placed French-based foodservices company Elior
SA (previously Holding Bercy Investissement SCA) ratings on
Rating Watch Positive (RWP).  The ratings being placed on RWP are
Elior's Issuer Default Rating (IDR) of 'B+' and its senior
secured credit facility of 'BB-', and Elior Finance & Co. SCA's
'BB-'/'RR3' EUR350 million senior secured notes due 2020.

The RWP reflects the recent announcement of a EUR845 million
initial public offering (IPO) by the group, which will initially
be used to repay secured bank and bond debt.  Post IPO Fitch
expects funds from operations (FFO) Fitch-adjusted gross leverage
to reduce to around 5.2x on a pro-forma basis from 7.6x at the
financial year ended September 2013 and to remain at or below
5.0x thereafter.  On the basis that the IPO is successful this
could be consistent with a higher rating if the guidelines
detailed below for an upgrade are met.  In the event that the IPO
is completed but the de-leveraging path or profits are not in
line with expectations Fitch could assign the IDR a Positive
Outlook reflecting the diversification of the group's funding
sources and better financial flexibility resulting from the IPO.

The ratings continue to reflect Elior's balanced business profile
resulting from its broad product offering, strong customer and
business diversification, and high barriers to entry in the
catering sector.


Reducing but High Leverage

The IPO of EUR845 million (EUR785 million of new shares and EUR60
million of existing shares) should reduce FFO adjusted gross
leverage to a pro-forma 5.2x from 7.6x at FYE13.  Fitch expects
credit metrics to show additional improvement by September 2015,
driven by moderate organic sales growth and mild profit margin
expansion as extraordinary costs dissipate.  Thereafter, any
meaningful deleveraging will be predicated on continued profit
growth and Fitch does not expect any further material repayment
of debt prior to bullet maturities in 2019/2020.

Strong Cash Flow Conversion

The asset-light nature and low capital intensity of the business
allow Elior to convert operating profits into positive cash flow
before debt service; Fitch estimates free cash flow (FCF) margin
averaging 1% of sales over the next four years.  This provides
some financial flexibility, a key supporting factor of the
company's credit profile.  However, FFO fixed charge cover is
expected to at 2.4x by September 2015 (around 2.0x pre-IPO),
which is weak for the potentially higher rating, but adequate for
the existing rating.

Sound Business Risk Profile

Elior's geographical concentration in France and other southern
European countries remains a constraining factor on the rating
relative to its closest peers Compass (A-/Stable) and Sodexo
(BBB+/Stable), who maintain broader geographical diversification.
Nonetheless, Elior possesses several company-specific traits akin
to low investment grade business services companies such as a
broad range of services and customer diversification as well as a
high proportion of contracted revenues and low renewal risk.

Long-Term Outsourcing Trend

The long-term trend toward outsourced foodservices is expected to
support continued sales and profit growth over the medium term.

Diversified Profit Drivers

Elior's contract catering and support services segment
(representing 68% of FY13 group EBITDA) is a key anchor of the
ratings.  Fitch expects profitability under these contracts,
which is largely P&L based (ie where the provider is paid for the
service and bears the costs), to remain steady in a low
inflationary environment while retaining any productivity
improvements.  Fitch also expects concession activities,
accounting for one-third of group EBITDA, to remain structurally
more profitable, albeit more capital-intensive, than contract
catering over the next two years.

Adequate Liquidity

Unrestricted cash of EUR231 million at end-March 2014 (EUR210
million at FYE13), together with access to nearly EUR200 million
of undrawn revolving credit facilities pre-IPO, is sufficient to
meet Elior's business needs and moderate debt repayments for 2014
and 2015 of around EUR300 million.


Positive: Future developments that could, individually or
collectively, lead to positive rating actions include:

  -- Further deleveraging resulting from the application of a
     significant portion of IPO proceeds to debt redemption so
     that FFO adjusted gross leverage is below 5.0x
  -- FFO fixed charge coverage sustained above 2.8x (FYE13: 1.7x)
  -- FCF/total adjusted debt margin above 12%

Negative: The ratings are likely to be affirmed with a Stable
Outlook if the planned IPO fails to materialize or if future
credit metrics are worse than expected.


ALFA HOLDING: Fitch Rates Loan Participation Notes 'BB+(EXP)'
Fitch Ratings has assigned Alfa Holding Issuance plc's (AHI)
upcoming euro-denominated senior issue of limited recourse loan
participation notes an expected 'BB+(EXP)' rating.

AHI, an Irish SPV issuing the bonds, will on-lend the proceeds to
Cyprus-based ABH Financial Limited (ABHFL, BB+/Negative), as the
ultimate borrower under the notes.

The final rating is contingent on the receipt of final documents
conforming to information already provided.


The issue's rating is driven by ABHFL's 'BB+' Long-term Issuer
Default Rating (IDR).  The issue will not be guaranteed by Alfa
Bank (BBB-/Negative), a main operating subsidiary of ABHFL.
However, there is a cross-default clause in some of Alfa Bank's
public obligations triggered by a default of ABHFL (with a
materiality threshold below the current issue size), which
provides additional incentive for the bank to ensure ABHFL meets
its obligations.

ABHFL will use the proceeds from the issue mainly to refinance
existing liabilities and therefore it will not lead to an
increase in the company's net leverage.

The terms of the current issue contain a cross-default clause in
case of insolvency or default of Alfa Bank (with a materiality
threshold set above 3% of ABHFL's consolidated equity, which was
about USD145 million at end-2013).  There is also a covenant
limiting disposals, whereby ABHFL should not cease to control at
least 50% of Alfa Bank.

The issue's rating (as well as that of ABHFL) is not capped by
Cyprus's Country Ceiling of 'B' due to the transaction's
structure (and ABHFL's business overall) having minimum exposure
to the local operating risks.


The rating of the issue is likely to move in tandem with ABHFL's
Long-term IDR, which in turn is currently notched down once from
that of Alfa Bank.  The Negative Outlook on Alfa Bank's Long-term
IDRs reflects the potential for a downgrade due to the possible
weakening of the Russian operating environment, maintaining a
one-notch difference between the bank's rating and that of the
Russian sovereign (BBB/Negative).

If ABHFL significantly increases leverage, which is currently not
our base case expectation, both ABHFL's and the issue ratings may
be notched further down from Alfa Bank's rating.

CARLYLE GLOBAL: Fitch Assigns 'B-(EXP)' Rating to Class E Notes
Fitch Ratings has assigned Carlyle Global Market Strategies Euro
CLO 2014-2 Limited's notes expected ratings, as follows:

Class A-1: 'AAA(EXP)sf'; Outlook Stable
Class A-2A: 'AA+(EXP)sf'; Outlook Stable
Class A-2B: 'AA+(EXP)sf'; Outlook Stable
Class B: 'A+(EXP)sf'; Outlook Stable
Class C: 'BBB+(EXP)sf'; Outlook Stable
Class D: 'BB(EXP)sf'; Outlook Stable
Class E: 'B-(EXP)sf'; Outlook Stable
Subordinated notes: not rated

Final ratings are contingent on the receipt of final documents
conforming to information already reviewed.

Carlyle Global Market Strategies Euro CLO 2014-2 Limited (the
issuer) is an arbitrage cash flow collateralized loan obligation
(CLO).  Net proceeds from the issuance of the notes will be used
to purchase a EUR350 million portfolio of European leveraged
loans and bonds.  The portfolio is managed by CELF Advisors LLP
(part of The Carlyle Group LP).  The transaction features a four-
year reinvestment period.


Portfolio Credit Quality

Fitch expects the average credit quality of obligors to be in the
'B' category.  Fitch has public ratings or credit opinions on 53
of the 54 obligors in the identified portfolio.  The covenanted
maximum Fitch weighted average rating factor (WARF) for assigning
expected ratings is 33.0.  The WARF of the identified portfolio,
which represents 69% of the target par amount, is 32.87.

High Expected Recoveries

At least 90% of the portfolio will comprise senior secured
obligations. Recovery prospects for these assets are typically
more favorable than for second-lien, unsecured and mezzanine
assets.  Fitch has assigned Recovery Ratings to 53 of the 54
obligations in the identified portfolio.  The covenanted minimum
weighted average recovery rate (WARR) for assigning expected
ratings is 69.0%.  The WARR of the identified portfolio is 68.7%.

Limited Interest Rate Risk

Interest rate risk is naturally hedged for most of the portfolio,
as 94% of notes and a minimum of 90% of assets must be floating
rate.  As the fixed notes are junior in the transaction's
structure, the proportion of fixed-rate liabilities increases as
the class A-1 notes amortize.  Fitch modeled both a 10% and a 0%
fixed-rate bucket in its analysis, and the rated notes can
withstand the interest rate mismatch associated with both

Limited FX Risk

Perfect asset swaps are used to mitigate any currency risk on
non-euro-denominated assets.  The transaction is permitted to
invest up to 30% of the portfolio in non-euro-denominated assets,
provided suitable asset swaps can be entered into.


A 25% increase in the expected obligor default probability would
lead to a downgrade of one to four notches for the rated notes.

A 25% reduction in the expected recovery rates would lead to a
downgrade of one to four notches for the rated notes.

Document Amendments

The transaction documents may be amended subject to rating agency
confirmation or noteholder approval.  Where rating agency
confirmation relates to risk factors, Fitch will analyze the
proposed change and may provide a rating action commentary if the
change has a negative impact on the then current ratings.  Such
amendments may delay the repayment of the notes as long as
Fitch's analysis confirms the expected repayment of principal at
the legal final maturity.

If in the agency's opinion the amendment is risk-neutral from a
rating perspective, Fitch may decline to comment.  Noteholders
should be aware that the structure considers the confirmation to
be given if Fitch declines to comment.

KINTYRE CLO I: Moody's Hikes Rating on Class E Notes to 'B2'
Moody's Investors Service has upgraded the ratings on the
following notes issued by Kintyre CLO I P.L.C.:

   EUR20,300,000 Class B Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to Aaa (sf); previously on Nov 14,
   2012 Upgraded to Aa3 (sf)

   EUR21,700,000 Class C Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to A2 (sf); previously on Nov 14,
   2012 Upgraded to Baa1 (sf)

   EUR19,950,000 Class D Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to Ba1 (sf); previously on Nov 14,
   2012 Confirmed at Ba3 (sf)

   EUR11,550,000 Class E Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to B2 (sf); previously on Nov 14,
   2012 Confirmed at Caa1 (sf)

Moody's Investors Service has affirmed the ratings on the
following notes issued by Kintyre CLO I P.L.C.:

   EUR 239,750,000 (EUR 136.7 million outstanding rated balance)
   Class A Senior Secured Floating Rate Notes due 2023, Affirmed
   Aaa (sf); previously on Nov 14, 2012 Upgraded to Aaa (sf)

Kintyre CLO I P.L.C., issued in March 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 ended in December

Ratings Rationale

The actions on the notes are primarily a result of deleveraging
of the senior notes and subsequent improvement of over-
collateralization ratios.

On the last payment date in December 2013, the Class A notes have
paid down by approximately EUR50.7 million (21.1% of closing
balance) and EUR103.1 million (43.0%) since closing. As a result
of the deleveraging, over-collateralization has increased. As of
the trustee's April 2014 report, the Class B had an over-
collateralization ratio of 143.4% compared to 126.6% in April
2013, the Class C had an over-collateralization ratio of 126.0%
compared with 115.6% in April 2013, the Class D had an over-
collateralization ratio of 113.3% compared with 107.7% in April
2013, and the Class E had an over-collateralization ratio of
107.1% compared with 101.8% in April 2013.

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 EUR178 million,
defaulted par of EUR25.4 million, a weighted average default
probability of 25.3% over a 4.0 year weighted average life
(consistent with a 10 year WARF of 3651), a weighted average
recovery rate upon default of 46.8% for a Aaa liability target
rating, a diversity score of 27 and a weighted average spread of

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 17.6% 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 3.06% for the Class A notes, 1.92% for
the Class B notes and 0.77% for the Class E 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 90.8% 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

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
approximately5.6% of the portfolio, which could make refinancing
difficult. Moody's ran a model in which it raised the base case
WARF to3928 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 17.6% of the portfolio is exposed
to obligors located in Spain and Italy 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) 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 57% 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

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.

4) 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.

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.

SVG DIAMOND: Moody's Affirms 'Ba3' Ratings on 2 Note Classes
Moody's Investors Service announced that it has upgraded the
ratings of the following notes issued by SVG Diamond Private
Equity Plc:

  EUR58.5M (currently EUR22.5M rated balance outstanding) B-1
  Notes, Upgraded to A1 (sf); previously on Aug 1, 2013 Upgraded
  to Baa1 (sf)

  USD26.3M (currently USD10.1M rated balance outstanding) B-2
  Notes, Upgraded to A1 (sf); previously on Aug 1, 2013 Upgraded
  to Baa1 (sf)

  EUR15M C-1 Notes, Upgraded to Baa1 (sf); previously on Aug 1,
  2013 Upgraded to Baa3 (sf)

Moody's also affirmed the ratings of the following notes issued
by SVG Diamond Private Equity Plc:

  EUR40M M-1 Notes, Affirmed Ba3 (sf); previously on Aug 1, 2013
  Affirmed Ba3 (sf)

  USD49M M-2 Notes, Affirmed Ba3 (sf); previously on Aug 1, 2013
  Affirmed Ba3 (sf)

SVG Diamond Private Equity plc (SVG I), issued on September 28,
2004 is a private equity collaterized fund obligation ("CFO")
backed by private equity funds. The portfolio is managed by
Aberdeen SVG Private Equity Advisers Limited. This transaction is
predominantly composed of buyout funds.

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily the result of an improvement in the
overcollateralization ratios of the rated notes pursuant to the
amortization of the portfolio. Class B-1 and B-2 notes have
amortized approximately EUR38.5 million (61.5% of original
balance) in September 2013 over the last 6 months.

Based on September 2013 financial information, the EUR121.27
million outstanding notional of the rated notes (i.e. classes B,
C and M notes) are collateralized by a private equity fund share
portfolio valued in EUR314.86 million and available cash of
EUR51.80 million. Moody's assessed the coverage provided by the
value of the underlying portfolio of private equity fund shares
(NAV) for each class of rated notes to determine their credit
strength, and measure the drop in NAV that would lead to each
class of rated notes realizing a loss. The current NAV would need
to decrease by more than 88% for the Class B to experience a loss
over a 5-year horizon after taking into account senior expenses
and interest payments.

Moody's considers the risk of a default on an interest payment to
the rated notes remote. The liquidity available to fund ongoing
senior expenses, interest payments and draw-downs on unfunded
commitments is at an adequate level. Moody's analyzed the total
amount of reported draw-downs and distributions of the PE CFO
since closing, which allows us to also adjust Moody's projections
of draw-downs and distributions over the coming years. As of
September 2013, the unfunded commitments add up to EUR 59.5
million. However given the seasoning of the underlying funds,
Moody's expect potential draw-downs to be low over the coming
years. Furthermore, Moody's expect future distributions from the
underlying funds to continue at a steady pace as private equity
funds exit their investments.

Factors that would Lead to an Upgrade or Downgrade of the Rating:

Private equity CFO income depends on the distributions coming
from its underlying investments in the multiple private equity
funds portfolio. Over the life of the transaction, distributions
will be used to pay operating expenses, unfunded commitments (or
over commitments) and interest on the notes. Therefore, the
amount and the timing of such distributions are key for the
performance and fulfillments of the fund's obligations. If the
amount of net cash flow (i.e. distributions minus draw-downs on
unfunded commitments) is lower than expected or the distribution
is delayed, the rating may be negatively impacted, and vice
versa. Moody's expect the ratings will be stable going forward as
the presence of a liquidity facility will offset potential
volatility in cash distribution and there are sufficient cushion
in coverage to mitigate fluctuations in NAV.

Loss and Cash Flow Analysis:

Moody's complemented its analysis by considering the aggregated
cash flow projection based on random Internal Rate of Return
(IRR) draws from the student-t distribution in combination with a
J-curve assumption on cash flow distributions. For each
simulation, the aggregated cash-flows resulting from the asset
modelling is flushed into a simplified waterfall based on the
transaction's documentation.

Stress Scenarios:

In addition to the base case described above, Moody's also
considered various scenarios related to the IRR and the timing of
distributions and drawdowns via the J-curve. Moody's determined
these scenarios based on the total amount of reported drawdowns
and distributions of the PE CFO since inception, which allows us
to assess the transaction under different assumptions of IRR and
J-curve scenarios.

* IRELAND: Company Insolvencies Remain High, Vision-net Says
Vincent Ryan at Irish Examiner reports that new figures by credit
analysts Vision-net show there has been a 35% decline in the
number of consumer judgments in April 2014, while the value of
these judgments has also decreased by 53% compared to April of
last year.

There were 331 corporate and consumer judgments awarded during
April 2014, totaling EUR19.3 million, Irish Examiner discloses.
Of these, 226 judgments worth EUR14.6 million were awarded
against consumers, amounting to an average of EUR64,733
per judgment, Irish Examiner relates.

According to Irish Examiner, while consumer judgments are falling
company insolvencies remain high with an average of four a day
last month.

The figure is in line with those recorded in May 2013 Irish
Examiner says.  The total insolvencies figures comprised 89
liquidations, 20 receiverships and 3 examinerships during May,
Irish Examiner notes.

Dublin accounted for a third of all company insolvencies,
followed by Cork with 9% and Galway and Wexford with 8% and 7%
respectively, Irish Examiner relays.  The highest number of
company insolvencies were in the professional services,
construction, wholesale and retail and manufacturing sectors,
Irish Examiner states.


KAZINVESTBANK: S&P Assigns 'B-/C' Ratings; Outlook Stable
Standard & Poor's Ratings Services said that it has assigned its
'B-' long-term and 'C' short-term counterparty credit ratings and
'kzBB-' Kazakh national scale rating to Kazakhstan-based
KazInvestBank (KIB).  The outlook is stable.

The ratings reflect the structurally high operating risks for a
bank operating primarily in Kazakhstan, as well as S&P's view of
KIB's "weak" business position, "moderate" capital and earnings,
"moderate" risk position, "average" funding, and "adequate"
liquidity, as S&P's criteria define these terms.

The ratings also take into account KIB's focused conservative
growth strategy and good lending diversification by sector, with
low exposure to the volatile real estate and construction sector.
Offsetting these strengths are KIB's modest franchise in the
Kazakh banking sector and loss of competitive position since the
2008 financial crisis, asset quality that is worse than its
Kazakh peers', and low profitability.

The stable outlook on KIB reflects S&P's expectation that the
bank will implement its conservative growth strategy, led by the
new management team and supported by shareholder capital
injections. S&P do not expect a significant reduction in the
bank's higher-than-peer NPLs -- unless write offs take place in
the next 12-18 months -- or a substantial improvement in the
bank's competitive position.

S&P could consider a negative rating action if the bank's loss-
absorption capacity reduced due to smaller-than-planned or
delayed shareholder capital increases, faster-than-planned credit
growth, or creation of additional significant provisions.  This
would lead to S&P's RAC ratio declining below 5% over the next
12-18 months. In such a scenario, S&P would revise its assessment
of capital and earnings to "weak" from "moderate."  A negative
rating action could also occur if the bank experienced a
liquidity shortage, for example, due to the exit of large
depositors.  This is not included in S&P's base-case scenario.

S&P does not expect a positive rating action over the next 12-18


DUTCH MORTGAGE VIII: Seller Merger No Impact on Fitch's Ratings
Fitch Ratings says that the ratings of the RMBS transactions for
which Achmea Hypotheekbank N.V. (AHB) is the seller and
originator are not affected by the merger of AHB with its sister
company Achmea Retail Bank N.V. (ARB), which collects retail
deposits via direct channels, and Achmea Holding Bank Holding NV,
the holding company of AHB and ARB.

The merged entity will be named Achmea Bank N.V. (Achmea Bank);
the rationale for the merger is to streamline the operations of
AHB and ARB, which are already being managed and supervised
collectively. The merger was completed on May 31, 2014.

As a result of the merger the Dutch Mortgage Portfolio Loans and
Securitized Guaranteed Mortgage Loans transactions are exposed to
deposit set-off risk. Fitch has reviewed loan-by-loan information
on deposit set-off for each borrower and determined that no
rating action is warranted on any of the transactions below as
sufficient credit enhancement is in place. The ratings of the
notes are as follows:

Securitized Guaranteed Mortgage Loans I B.V.
Class A (XS0277021399): rated 'AAAsf'; Outlook Stable

Securitized Guaranteed Mortgage Loans II B.V.
Class A (NL0006477739): rated 'AAAsf'; Outlook Stable

Dutch Mortgage Portfolio Loans VIII
Class A1 (ISIN NL0009639277): rated 'AAAsf'; Outlook Stable
Class A2 (ISIN NL0009639285): rated 'AAAsf'; Outlook Stable
Class B (ISIN NL0009639293): rated 'BB+sf'; Outlook Stable

Dutch Mortgage Portfolio Loans IX
Class A1 (ISIN NL0009821891): rated 'AAAsf'; Outlook Stable
Class A2 (ISIN NL0009821909): rated 'AAAsf'; Outlook Stable

Dutch Mortgage Portfolio Loans X
Class A1 (ISIN NL0010200465): rated 'AAAsf'; Outlook Stable
Class A2 (ISIN NL0010200473): rated 'AAAsf'; Outlook Stable

Dutch Mortgage Portfolio Loans XI
Class A (ISIN NL0010514154): rated 'AAAsf'; Outlook Stable

Dutch Mortgage Portfolio Loans XII
Class A1 (ISIN NL0010773867): rated 'AAAsf'; Outlook Stable
Class A1 (ISIN NL0010773875): rated 'AAAsf'; Outlook Stable
Class B (ISIN NL0010773883): rated 'BB-sf'; Outlook Stable

GMAC INT'L: Fitch Raises LT Issuer Default Rating to 'BB+'
Fitch Ratings has upgraded GMAC International Finance BV's long-
term Issuer Default Rating (IDR) and senior unsecured debt rating
to 'BB+' from 'BB-' and affirmed its short-term IDR and short-
term debt rating at 'B'.  The Rating Outlook is Stable.

Fitch upgraded Ally's long-term IDR to 'BB+' on April 1, 2014 and
affirmed Ally's ratings on April 16, 2014, as part of its annual
Consumer Finance peer review.  The rating action aligns GMAC
International BV's ratings with Ally's.

KEY RATINGS DRIVERS - IDRs, Senior Unsecured Debt and Short-Term

The rating of GMAC International BV is based on support from its
parent Ally Financial (Ally), while the ratings of GMAC
International's BV's debt reflects Ally's guarantee of the debt.

RATING SENSITIVITIES - IDRs, Senior Unsecured Debt and Short-Term

GMAC International BV's ratings are linked to Ally's given that
it benefits from implicit and explicit support.  A change in
Ally's ratings would result in a commensurate change in GMAC
International BV's ratings.  Fitch cannot envision a scenario
where GMAC International BV would be rated higher than Ally.
Fitch's Stable Outlook for Ally and its rated subsidiaries
reflects the view that positive rating momentum is limited over
the next 12-24 months.  Longer term, however, positive ratings
momentum could potentially be driven by further improvements in
Ally's profitability and operating fundamentals, measured growth
in the currently competitive lending environment, and additional
actions to further enhance funding and liquidity sources while
maintaining strong capital levels at both the parent and
operating company levels.  In particular, durability of the
internet-based deposit platform in a rising rate environment will
be a key determinant in evaluating the strength of Ally's funding

A material decline in profitability or asset quality, reduced
capital and liquidity levels, an inability to access the capital
markets for funding on reasonable terms, and potential new and
more onerous rules and regulations are among the drivers that
could generate negative rating momentum.

GMAC International BV is based in the Netherlands and provides
funding to Ally via the international capital markets.  GMAC
International BV operates as a subsidiary of Ally and had
approximately US$1 billion of euro-denominated bonds outstanding
as of March 31, 2014 which are scheduled to mature in April 2015.

Fitch has upgraded the following ratings:

GMAC International Finance B.V.

-- Long-term IDR to 'BB+' from 'BB-';
-- Senior unsecured debt to 'BB+' from 'BB-'.

Fitch has affirmed the following ratings:

GMAC International Finance B.V.

-- Short-term IDR at 'B';
-- Short-term debt at 'B'.

The Rating Outlook is Stable.

GREEN PARK CDO: S&P Lowers Rating on Class E Notes to 'B-'
Standard & Poor's Ratings Services took various credit rating
actions in Green Park CDO B.V.

Specifically, S&P:

   -- Raised its ratings on the class B and C notes;
   -- Affirmed its ratings on the class A and D notes; and
   -- Lowered its rating on the class E notes.

The rating actions follow S&P's analysis of the transaction using
data from the trustee report dated March 6, 2014 and the
application of its relevant criteria.

S&P's review of the transaction highlights that, since its
previous review on Nov. 20, 2012, the available credit
enhancement increased for all the rated notes, and the portfolio
of performing assets experienced a positive rating migration.

These positive developments were partly offset by a decrease in
the weighted-average recovery rates, an increase in the obligor
concentration as the number of distinct obligors decreased to 71
from 103 in S&P's previous review, an increase in the weighted-
average life of the portfolio of performing assets to 4.41 years
from 4.33 years, and a decrease in the weighted-average spread to
3.6% from 4.0%.

S&P conducted its cash flow analysis to determine the break-even
default rate (BDR) for each rated class of notes at each rating
level.  The BDR represents our estimate of the maximum level of
gross defaults, under S&P's rating scenarios, that a tranche can
withstand and still fully pay interest and principal to the

S&P used the total collateral balance that it considers to be
performing, and the weighted-average recovery rates calculated in
line with S&P's 2009 criteria for corporate collateralized debt
obligation (CDO) transactions and its 2012 criteria for
structured finance CDO transactions.  S&P applied various cash
flow stresses using its standard default patterns for each rating
category assumed for each class of notes, combined with different
interest stresses in line with its criteria.  Since the
transaction started to amortize in March 2013, S&P believes that
it is exposed to the risk of reduced weighted-average spread.
Therefore, in scenarios above the initial ratings, S&P has
assumed the portfolio of performing assets paid a weighted-
average spread of 2.9%, instead of the current weighted-average
spread of 3.6%.

Of the transaction's performing collateral, 7% is exposed to
country risk through Ireland (BBB+/Positive/A-2), 6% through
Spain (BBB/Stable/A-2), and 2% through Italy (BBB/Negative/A-2;
unsolicited).  Under S&P's nonsovereign ratings criteria, it
limits the credit given to assets in countries with a sovereign
rating of more than six notches below the liabilities' rating to
10% of the total collateral.  Therefore, in S&P's 'AAA' cash flow
scenarios, it applied a EUR14.52 million haircut (discount) to
the collateral.

JPMorgan Chase Bank N.A. (A+/Stable/A-1) and Credit Suisse
International (A/Negative/A-1) are asset swap counterparties for
the transaction.  The documented downgrade provisions are not in
line with our current counterparty criteria.  Therefore, in
rating scenarios above 'A+', S&P has assumed exposure to foreign
exchange risk.

S&P's analysis shows that the available credit enhancement for
the class B and C notes is commensurate with higher ratings than
previously assigned.  S&P has therefore raised to 'AA+ (sf)' from
'AA (sf)' and to 'A+ (sf)' from 'A (sf)' its ratings on the class
B and C notes, respectively.

S&P's analysis also indicates that the available credit
enhancement for the class A and D notes is still commensurate
with their currently assigned ratings.  S&P has therefore
affirmed its 'AA+ (sf)' and 'BB+ (sf)' ratings on the class A and
D notes, respectively.

The application of the largest obligor default test constrains
S&P's ratings on the class E notes.  This test measures the
effect of several of the largest obligors defaulting
simultaneously.  S&P introduced this supplemental stress test in
its 2009 criteria update for corporate CDOs.  S&P has therefore
lowered to 'B- (sf)' from 'B+ (sf)' its rating on the class E

Green Park is a cash flow collateralized loan obligation (CLO)
transaction managed by Blackstone Debt Advisors L.P.  It is
backed by a portfolio of loans to primarily speculative-grade
corporate firms.  The transaction closed in December 2006 and
entered its post-reinvestment period in March 2013.


Green Park CDO B.V.
EUR462.6-mil senior secured floating-rate notes

                         Rating       Rating
Class    Identifier      To           From
A        XS0277011671    AA+ (sf)     AA+ (sf)
B        XS0277012133    AA+ (sf)     AA (sf)
C        XS0277012216    A+ (sf)      A (sf)
D        XS0277012562    BB+ (sf)     BB+ (sf)
E        XS0277012729    B- (sf)      B+ (sf)

PALLAS CDO II: S&P Lowers Ratings on 2 Note Classes to 'CCC-'
Standard & Poor's Ratings Services lowered its credit ratings on
Pallas CDO II B.V.'s class A-1-a to R Combo notes.

The downgrades follow S&P's assessment of the transaction's
performance using data from the March 2014 trustee report and the
application of its relevant criteria.

Since S&P's previous review on Aug. 5, 2013, the available credit
enhancement for the class A and B notes has increased.  This is
mainly due to the class A notes' deleveraging.  The weighted-
average spread has increased since May 2013.  The proportion of
assets rated in the 'CCC' category ('CCC+', 'CCC', and 'CCC-')
has decreased.

At the same time, S&P has also observed some negative performance

The aggregate collateral balance has decreased more than its
outstanding liabilities due to further losses from defaulted
assets.  This has reduced the available credit enhancement for
the class C and D notes.  These losses also had a negative impact
on our cash flow analysis.  Although the portfolio's spread has
increased, it is still below the covenanted levels under the
transaction documents.  Due to the increasing cost of debt, S&P's
cash flow analysis suggests lower break-even default rates (BDRs)
for all classes of notes.  The BDRs represent S&P's estimate of
the maximum level of gross defaults, based on our stress
assumptions, that a tranche can withstand and still fully repay
interest and principal to the noteholders.  The weighted-average
life test and the class D notes' par coverage test continue to
fail the required documented threshold levels.  The recovery
rates at each rating category have also decreased since S&P's
previous review.  The proportion of assets that S&P considers
assets to be defaulted (i.e., debt obligations of obligors rated
'CC', 'SD' [selective default], or 'D') has increased to EUR9.8
million from EUR3.4 million in August 2013.

S&P conducted its cash flow analysis to determine the BDR for
each class of notes at each rating level.  S&P used the portfolio
balance that it considers to be performing, the reported
weighted-average spread, and the weighted-average recovery rates
calculated in accordance with S&P's criteria for corporate
collateralized debt obligations (CDOs) and its criteria for CDOs
of asset-backed securities (ABS).  S&P applied various cash flow
stresses using its default patterns and timings for each rating
category assumed for each class of notes, combined with different
interest stresses as outlined in these criteria.

Based on the above factors, S&P's analysis indicates that the
class A-1-a to R Combo notes pass at lower rating levels, as the
available credit enhancement is insufficient to offset the
transaction's negative developments.  S&P has therefore lowered
its ratings on these classes of notes.

Pallas CDO II is a cash flow CDO transaction of primarily
European ABS.  The transaction closed in October 2006 and is
currently in its amortization phase; its reinvestment period
ended in January 2012.  The portfolio is managed by M&G
Investment Management Ltd.


Pallas CDO II B.V.
EUR498.6-mil senior secured fixed- and floating-rate notes

                               Rating          Rating
Class         Identifier       To              From
A-1-a         69644AAA2        BBB+ (sf)       A- (sf)
A-1-d         69644AAB0        BBB+ (sf)       A- (sf)
A-2           69644AAC8        BB+ (sf)        BBB- (sf)
B             69644AAD6        B+ (sf)         BB+ (sf)
C             69644AAL8        CCC+ (sf)       BB (sf)
D-1-a         69644AAE4        CCC- (sf)       CCC+ (sf)
D-1-b         69644AAF1        CCC- (sf)       CCC+ (sf)
P Combo       69644AAH7        B-p (sf)        BBp (sf)
Q Combo       69644AAJ3        CCCp (sf)       CCC+p (sf)
R Combo       69644AAK0        B-p (sf)        BBp (sf)


BALTIC FINANCIAL: S&P Revises Outlook & Affirms 'B' Rating
Standard & Poor's Ratings Services revised the outlook to
negative on 18 Russian banks and to stable on one other and
affirmed the counterparty credit ratings on these banks.  In
addition, S&P has affirmed its ratings on 13 banks; their
outlooks remain unchanged.

These actions follow the completion of S&P's review of 32 rated
Russian banks and S&P's view that the economic and industry risk
trend affecting Russian banks is now negative.  This review also
follows a series of negative rating actions on banks, notably
state-owned banks, systematically important private banks, and
subsidiaries of foreign groups, published immediately after the
downgrade of Russia in late April.  S&P believes weaker-than-
previously expected economic growth over the next few years will
likely have a negative impact on Russian banks' lending growth,
asset quality, and profitability.  S&P also considers that
geopolitical tensions between Russia and Ukraine and weakening
confidence of international and domestic investors toward Russia
will put increasing pressure on the funding profiles of Russian

S&P now forecasts weaker GDP growth of about 1% in 2014 and
consider the downside risks to be substantial.  A lack of
structural reform has left the economy vulnerable to fluctuations
in world commodity prices, particularly oil, and to slow growth
in the global economy.  In addition, growth will likely be
hampered by low labor efficiency and sluggish consumer demand
over the next two years.

Furthermore, risks related to the geopolitical tensions between
Russia and Ukraine remain high, in S&P's view, which is putting
pressure on the ruble and capital markets.  This could worsen
already difficult operating conditions for confidence-sensitive
institutions, such as banks.  S&P expects that this will lead to
slower lending growth, higher credit costs, and lower
profitability for banks.  It will also likely weigh on the
capitalization of the banking sector.

In S&P's view, the large capital outflows from Russia in the
first quarter of 2014 heighten the risk of a marked deterioration
in external financing.  S&P believes this situation could be
exacerbated if the EU and the U.S. impose additional economic
sanctions on Russia over the Russia-Ukraine tensions.

Indebtedness among the Russian population has increased
significantly following fast retail lending growth averaging
nearly 36% over the period 2011-2013.  Given the subdued economic
prospects, S&P anticipates that disposable incomes will shrink
and commercial borrowers' financial profiles will suffer from
worsening business prospects.  S&P thinks it likely that capital
outflows will continue in 2014-2015 and further limit Russian
borrowers' access to international capital markets.  As a result,
terms of borrowing will deteriorate.  Furthermore, S&P believes
the volatility of the Russian ruble will continue to prompt
businesses and individuals to increase their foreign currency-
denominated deposits, thus further increasing currency mismatch
in the banking sector over the next two years.

The dominance of large state-related banks in Russia distorts
competition in the sector, in S&P's view.  S&P believes that the
market share of these large banks could further increase over the
next few years, owing to a flight to quality by clients of
smaller banks, making it even more difficult for small and
midsize banks to compete for clients and funding sources and
generate profits.


Russian Federation
                              To                 From
BICRA Group                   7                  7

Economic risk                7                  7
  Economic resilience         High risk          High risk
  Economic imbalances         Intermediate risk  Intermediate
  Credit risk in the economy  Very high risk     Very high risk
Economic risk trend          Negative           Stable

Industry risk                7                  7
  Institutional framework     Very high risk     Very high risk
  Competitive dynamics        High risk          High risk
  Systemwide funding          High risk          High risk
Industry risk trend          Negative           Stable

* Banking Industry Country Risk Assessment (BICRA) economic risk
  and industry risk scores are on a scale from 1 (lowest risk) to
  10 (highest risk).

Ratings Affirmed; Downgraded; Outlook Action

                                   To                 From
Baltic Financial Agency Bank
Counterparty Credit Rating         B/Negative/B      B/Stable/B
Russia National Scale              ruA-/--/--        ruA-/--/--

Bank Soyuz
Counterparty Credit Rating         B/Stable/B
Russia National Scale              ruA/--/--         ruA/--/--

Bank Vozrozhdenie
Counterparty Credit Rating         BB-/Negative/B    BB-/Stable/B
Russia National Scale              ruAA-/--/--       ruAA-/--/--

Bank Tavrichesky
Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB-/--/--      ruBBB/--/--

CB Intercommerz Ltd.
Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB-/--/--      ruBBB-/--/--

CentroCredit Bank JSC
Counterparty Credit Rating         B/Negative/B      B/Stable/B
Russia National Scale              ruBBB+/--/--      ruA-/--/--

Commercial Bank OBRAZOVANIE
Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB-/--/--      ruBBB-/--/--

Commercial Bank Petrocommerce OJSC
Counterparty Credit Rating         B+/Negative/B
Russia National Scale              ruA/--/--         ruA/--/--

Commercial Bank Sudostroitelny Bank LLC
Counterparty Credit Rating         B/Negative/B      B/Stable/B
Russia National Scale              ruBBB+/--/--      ruA-/--/--

Federal Bank for Innovation and Development
Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB-/--/--      ruBBB-/--/--

International Bank of Saint-Petersburg
Counterparty Credit Rating         B/Negative/C      B/Stable/C
Russia National Scale              ruBBB+/--/--      ruBBB+/--/--

Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB/--/--       ruBBB/--/--

Investtradebank JSC
Counterparty Credit Rating         B+/Negative/B     B+/Stable/B
Russia National Scale              ruA/--/--         ruA+/--/--

Counterparty Credit Rating         B+/Negative/B     B+/Stable/B
Russia National Scale              ruA/--/--         ruA/--/--

LLC CB Koltso Urala
Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB/--/--       ruBBB/--/--

Mezhtopenergobank OJSC
Counterparty Credit Rating         B/Negative/B      B/Stable/B
Russia National Scale              ruBBB+/--/--      ruA-/--/--

Nota Bank
Counterparty Credit Rating         B/Negative/B      B/Stable/B
Russia National Scale              ruA-/--/--        ruA-/--/--

OJS Commercial Bank Rost Bank
Counterparty Credit Rating         B-/Negative/C     B-/Stable/C
Russia National Scale              ruBBB-/--/--      ruBBB-/--/--

Ural Bank for Reconstruction
and Development
Counterparty Credit Rating         B/Negative/B      B/Stable/B
Russia National Scale              ruBBB+/--/--      ruA-/--/--

Ratings Affirmed

Aljba Alliance
S.L. Capital Services Ltd.
Counterparty Credit Rating         B/Stable/B

Counterparty Credit Rating         B+/Stable/B

Credit Bank of Moscow
Counterparty Credit Rating         BB-/Stable/B
Russia National Scale              ruAA-/--/--

Development Capital Bank OJSC
Counterparty Credit Rating         B/Stable/C
Russia National Scale              ruA-/--/--

Foreign Economic Industrial Bank
Counterparty Credit Rating         B+/Stable/B
Russia National Scale              ruA+/--/--

JSCB Peresvet Bank
Counterparty Credit Rating         B+/Stable/B
Russia National Scale              ruA+/--/--

JSC AIKB Tatfondbank
Counterparty Credit Rating         B/Stable/B
Russia National Scale              ruA-/--/--

Bank of Khanty-Mansiysk (JSC)
Counterparty Credit Rating         BB-/Stable/B
Russia National Scale              ruAA-/--/--

Counterparty Credit Rating         B+/Stable/B
Russia National Scale              ruA+/--/--

Sovcombank ICB LLC
Counterparty Credit Rating         B/Stable/C
Russia National Scale              ruBBB+/--/--

West Siberian Commercial Bank
Counterparty Credit Rating         B+/Stable/B
Russia National Scale              ruA+/--/--

NB-This list does not include all ratings affected.

EUROPLAN CJSC: Fitch Affirms 'BB' IDR; Outlook Stable
Fitch Ratings has affirmed the ratings of two Russian autoleasing
companies Europlan CJSC and Carcade LLC, including their Long-
term Issuer Default Ratings (IDRs) at, respectively, 'BB' and
'BB-'. The agency has also affirmed Kazakh Eastcomtrans's (ECT)
IDR at 'B'.  The Outlooks on all ratings are Stable.


The affirmation of the companies' IDRs reflects their solid
performance, generally low credit losses of the lease books (zero
for Europlan and low single digits for Carcade) helped by solid
underwriting, a rigorous collection function, strong liquidity
positions and increasing funding diversification (somewhat better
for Europlan), which mitigates refinancing risk.

Constraining the ratings are a weaker economic outlook, including
declining car sales in Russia, and increased pressure on margins
due to rising funding costs.  There are also intrinsic
constraints, such as a rapid build-up of problem loans in the
bank start-up subsidiary of Europlan and somewhat alleviated
default levels in Carcade, although these are mitigated by
foreclosure and sale of collateral.

Europlan and Carcade are the two leading autoleasing companies in
Russia with market shares of about 15% and 8%, respectively, at
end-2013.  Both companies demonstrated strong growth in 2013 of
25% and 42%, while in 1Q14 growth was more muted (around 10%
annualized) due to a less benign operating environment.  Fitch
expects car sales to contract in 2014, driven by a broader
weakening of economy, although growing leasing penetration in car
sales will help mitigate a downturn for the leasing industry.  As
a result, Fitch expects growth of lease books this year to be
below 15%.

Europlan's lease book is more diversified with trucks and light
commercial vehicles amounting to 44%, followed by passenger car
fleet at 38% and the remaining 18% being specialized vehicles and
equipment.  Carcade is more of a monoliner focusing on passenger
cars (70% of total book).  Although Fitch assesses commercial
vehicles and equipment segments as higher-risk, primarily due to
a less liquid secondary market, this has not caused any problems
for Europlan so far.

Default origination rates have picked up and are higher for
Carcade (13% in 1Q14, 9% in 2013) than Europlan (6%, 3% in
respective periods).  However, the robust collateral coverage
(both companies require a down-payment of around 25%) underpins
the recovery process, resulting in small final losses -- zero for
Europlan and around 2% for Carcade.  Asset quality also benefits
from low lessee concentration with top 25 lessees not exceeding
8% and 4% of the lease books for Europlan and Carcade,

For Europlan additional credit risk stems from a recently
established (in 2011) banking subsidiary (around 13% of
consolidated assets at end-1Q14), which has demonstrated
extremely weak asset quality performance (non-performing loans of
8% at end-2013) due to aggressive growth, lack of banking
experience and untested underwriting.  Positively, high-risk
unsecured car loans have been discontinued.  However, Fitch
estimates that upon seasoning in 2014-2015 its loan book may
require additional provisioning of around RUB0.8 billion, thus
eroding Europlan's profitability.  Carcade also had a banking
subsidiary, but sold it to the parent Getin Holding in May 2014.

Profitability is so far reasonable, although there has been
increasing pressure on margins due to competitive pressure.
Fitch calculates that the risk-adjusted margins (after operating
expenses) for Europlan and Carcade contracted, respectively, to
2.8% and 1.2% in 1Q14 from 5.2% and 2% in 2013.  Funding costs
are likely to increase by about 150bp-200bp in 2014 in line with
banking sector trends, so the companies would try to pass this
increase on to their clients to preserve profitability, which may
be challenging given the increasing competition, especially from
state-owned VEB-Leasing (BBB/Negative).

Liquidity profile is strong for both entities, given sizable cash
buffers, a fairly diversified funding base with a repayment
schedule well-matched by asset amortization.  Also both companies
have demonstrated their ability to deleverage if refinancing
becomes problematic.  However, the downside of such a unwinding
scenario would be a reduced franchise and profitability.  For
Carcade some liquidity support may also come from sister Getin
Noble Bank S.A. (BB/Stable/bb).

Capitalization is generally satisfactory, albeit somewhat
stronger in Europlan (debt-to-equity (D/E) of 4.8x) compared with
Carcade (5.2x) at end-1Q14. Carcade plans dividend payments in
2014-2016, although it targets a D/E ratio of no more than 6.0x.

For Europlan there is uncertainty stemming from the scheduled end
of term in December 2014 of the Baring Vostok Private Equity
Fund, which owns 60.9% of its shares.  Unless the fund's term is
renewed there is a risk of potential change of a controlling
shareholder, which may affect the company's strategy and risk


There is currently limited upgrade potential for the ratings,
although continued franchise strengthening and maintenance of
reasonable leverage will be credit-positive.  For Europlan an
upgrade would also be contingent on an improvement of the banking
subsidiary's asset quality.

A significant increase in leverage, material credit losses
exerting pressure on performance and capitalization could be
negative for the ratings.


The affirmation of ECT's ratings reflects limited changes in the
credit profile over the past 12 months; a fairly narrow
franchise, high concentration risk and some credit risk stemming
from a high share of dollar-denominated/linked contracts.
Positively, the ratings also reflect generally strong financial
metrics, stable cash generation and moderate liquidity risk with
so far comfortable headroom over its main debt covenants.

The growth of ECT's fleet moderated to 14% in 2013 from 25% in
2012, but it retains a strong position in the Kazakh rolling
stock market, as the largest private fleet owner with 11,184 cars
at end-2013.  ECT's fleet is fairly young (about four years) and
dominated by oil tanker cars (54% of total fleet at end-2013).
While ECT has a solid position in Kazakhstan, it remains small in
the context of the wider CIS market.

ECT's fleet utilization ratio is close to 100% despite the
currently weak market dynamics and an increase in tenge terms of
dollar-linked rental rates after the local currency depreciated
by 19% in 1Q14.  ECT's client base concentration remains high
with the largest client, Tengizchevroil LLP (TCO, secured notes
rated BBB+/Stable), accounting for around 62% of the company's
2013 revenues or 52% of total wagons leased.  Therefore any
potential decrease by TCO of rail transportation in favor of the
pipeline could be detrimental to ECT's cash flows unless it
promptly finds a replacement.

Profitability remains solid with EBITDA margin at 85% and ROAE
close to 21% in 2013.  However, Fitch expects profitability to
moderate somewhat in mid to long-term, as rent rates on new or
renewed contracts would decrease to average market levels, while
funding costs of predominantly foreign-currency debt are likely
to remain flat.

Leverage is fairly low with debt/EBITDA of 2.6x and debt/equity
of 1.3x at end-2013.  However, ECT has not revalued its fleet
since 2010, while the wagons acquired in 2011-2012 were bought at
a rather high price.  Fitch estimates that based on CIS average
wagon prices the book value of assets is about 10% above the
market value.  However, this is not a big risk, as it would
require at least a 34% negative devaluation of assets to cause a
breach of the eurobond covenant of minimum total equity of
USD90 million.

ECT's EBITDA comfortably covers debt service (interest and
principal payments) by about 1.6x.  Also, ECT lengthened its
funding structure by placing a USD100 million eurobond in 1H13
and using USD65 million of the proceeds to refinance short-term
bank loans, although now there is a spike in 2018 when the
eurobond is due.


A greater franchise diversification in conjunction with an
extended track record of solid performance, comfortable leverage
and adequate liquidity, could create upside for the ratings.

A considerable decline of utilization, a shrinking revenue base
or an acquisition of another leasing company or portfolio
resulting in weaker credit metrics would be negative for the


The senior debt rating for the USD100 million notes due 2018 is
aligned with the company's IDR, among other factors reflecting
the Recovery Rating soft-cap of 'RR4' for countries, including
Kazakhstan, that are included in Group D as per Fitch's 'Country
Specific Treatment of Recovery Ratings' criteria.

List of rating actions:


  Long-term foreign and local currency IDR affirmed at to 'BB';
  Outlook Stable

  Short-term foreign-currency IDR affirmed at 'B'

  National Long Term Rating affirmed at 'AA-(rus)'; Outlook

  Senior unsecured debt: affirmed at 'BB'

  Senior unsecured debt National rating: affirmed at 'AA-(rus)'


  Long-term foreign and local currency IDR: affirmed at 'BB-';
  Stable Outlook

  Short-term IDR: affirmed at 'B'

  Long-term National Rating: affirmed at 'A+(rus)'; Stable

  Senior unsecured debt: affirmed at 'BB-'

  Senior unsecured debt National rating: affirmed at 'A+(rus)'


  Long-term foreign and local currency IDRs affirmed at 'B';
  Outlook Stable

  National Long-term Rating affirmed at 'BB(kaz)'; Outlook Stable

  Senior secured rating affirmed at 'B', Recovery Rating at 'RR4'

IC RUSS-INVEST: Moody's Affirms B2 Issuer Ratings; Outlook Stable
Moody's Investors Service has affirmed the local and foreign-
currency B2 long-term and Not-Prime short-term issuer ratings of
investment company IC RUSS-INVEST (Russia). The outlook on the
long-term ratings is stable.

The affirmation of RUSS-INVEST's ratings reflects Moody's
assessment of the company's ample capital cushion, low leverage
and strong liquidity profile. The affirmation also takes into
account constraints associated with the company's undiversified
business model, elevated exposure to market risk and volatile

Moody's affirmation of the issuer's ratings is primarily based on
RUSS-INVEST's audited financial statements for 2013, its
unaudited financial statements for Q1 2014, prepared under
Russian Accounting Standards, as well as information received
from the company.

Ratings Rationale

The affirmation of RUSS-INVEST's ratings reflects the company's
(1) very low leverage (debt-to-equity ratio of 18% as of year-end
2013); (2) ample capital (equity accounted for 94% of total
assets minus cash equivalents as of year-end 2013, which, in
Moody's view, provides more-than-adequate coverage of risks via
the capital cushion); and (3) strong liquidity profile (cash and
highly liquid securities exceed 60% of RUSS-INVEST's asset base).

The rating agency adds that RUSS-INVEST's ratings remain
constrained by the entity's (1) undiversified business model,
with a focus on proprietary investments in Russia's highly
correlated equities and fixed-income markets; (2) elevated
exposure to market risk, leading to volatility in its revenues
and capital base; and (3) volatile and recently weak

In 2011-13, equity investments accounted for 35%-50% of RUSS-
INVEST's total assets; over 60% of the equity portfolio was
invested in Russian stocks which offer limited diversification
capabilities given the high correlation between financial
instruments. These risks are exacerbated by significant single-
name concentration of RUSS-INVEST's equity portfolio (the five
largest positions represented 46% of the company's equity
portfolio at year-end 2013) and the company's significant
positions in less liquid stocks, which cannot be sold in one day
without considerably affecting the market price (these less
liquid stocks comprise over 25% of the equities portfolio).

RUSS-INVEST's business model implies that the company's revenues
are highly undiversified and volatile, and are also exposed to
the performance of the Russian capital markets. In 2013, RUSS-
INVEST posted a net loss of RUB19.1 million and its total equity
declined by 2% to RUB3.5 billion. The company thus remained loss-
making for three consecutive years (2011-13) and its equity has
declined by a total of 15% since year-end 2010.

Moody's notes that RUSS-INVEST has continued to diversify into
European markets via its Amsterdam subsidiary, but the rating
agency does not expect the share of the issuer's European
business to exceed 30% of the total assets in the next 12 months
(year-end 2013: 23%). Aside from proprietary trading, RUSS-
INVEST's other businesses (i.e., rental investments, brokerage
activities, asset management and investment banking) do not make
a material contribution to the company's revenues, given the low
scale of their operations. Overall, Moody's does not expect the
company to diversify to the more stable sources of revenue at
least in the next 12 to 24 months.

What Could Move The Ratings UP/DOWN

RUSS-INVEST's ratings are unlikely to be upgraded in the next 12
to 24 months. However, upward pressure on the ratings could
result from (1) a maturing operating environment and development
of regulatory oversight; (2) diversification of the revenue
stream away from proprietary trading; and (3) reduction in market

Downward rating pressure could result from any significant
increase in leverage which could jeopardize RUSS-INVEST's
liquidity profile and capital base.

The principal methodology used in this rating was Global
Securities Industry Methodology published in May 2013.

Based in Moscow, Russia, IC RUSS-INVEST reported total assets of
RUB4.1 billion ($127 million) and equity of RUB3.5 billion ($107
million) at year-end 2013, according to audited IFRS.


DANNEMORA MINERAL: Reorganization to Continue Until Aug. 13
Dannemora Mineral AB and its subsidiary Dannemora Magnetit on
Tuesday held a creditor's meeting at Uppsala District Court.

The district court decided that the reorganization procedures
would continue, which means that the reorganizations will
continue until August 13, 2014.  Neither of the present creditors
objected to the decisions.  It was further decided that a
creditors' committee would be appointed.

The preliminary reorganization plans for the companies were
presented at the meeting and it was noted that further capital is
required to complete the planned investments that the company
reported earlier.

Dannemora Mineral AB, a mining and exploration company, primarily
engages in the production and processing of iron ore products in

U N I T E D   K I N G D O M

CABLE & WIRELESS: S&P Revises Outlook to Stable & Affirms BB CCR
Standard & Poor's Ratings Services revised its outlook on Miami-
based (London headquartered) telecommunications group Cable &
Wireless Communications PLC (CWC) to stable from negative.

At the same time, S&P affirmed its 'BB' long-term corporate
credit rating on CWC.

In addition, S&P affirmed its 'B+' and 'BB' issue ratings on the
various senior notes issued by CWC's subsidiaries.

The outlook revision follows the completion of CWC's divestment
plan.  This has provided S&P with greater understanding of the
group's strategy and intentions.  S&P notes that CWC has used a
large portion of the disposal proceeds to repay debt and is
refocusing its strategy on the Latin-American and Caribbean
regions.  Therefore, S&P sees limited risks that the group may
reinvest in weaker businesses with high country risks or that
leverage will increase in the near term.

Over the past year, CWC announced US$1.75 billion worth of
disposals -- including the recent disposal of its participation
in Monaco Telecom.  CWC used some of these proceeds to repay
almost US$1.0 billion of debt, comprising debt at the subsidiary
level, the drawn amount under CWC's revolving credit facility
(RCF), and the group's senior notes due 2017.  This has led to a
significant leverage reduction.

CWC is also using a portion of the proceeds to fund its recently
Announced US$200 million, two-year restructuring plan for the
Caribbean region.  CWC intends to significantly improve its
margin in the region through this plan -- the medium-term target
is a 30% unadjusted EBITDA margin (up from about 24.5% in
financial year ending March 31, 2013).  The group also invested
$100 million in spectrum and license extensions in Panama and $30
million in spectrum and license extensions in Jamaica,
highlighting its strong commitment to these regions.  While these
regions carry meaningful country risks in S&P's view, it sees the
additional investment as supportive of CWC's local competitive
position.  In addition, S&P anticipates that CWC will reap
the benefits of being a more integrated, regional player in the
Caribbean, now that it has a narrower scope and has relocated its
corporate hub to Miami.

CWC has leading positions in most of the other markets in which
it operates, including Panama.  The group also enjoys solid
profitability and has good geographical, product, and customer

These positive factors are partially offset by S&P's view that
CWC will continue to face regulatory risks (even if S&P sees
these as easing in Jamaica) and fierce competition in most of its
markets.  Among CWC's main markets, S&P considers that country
risks are highest in Jamaica.

From a financial standpoint, S&P expects CWC to run a
significantly less-leveraged balance sheet following its debt
repayment.  It is important to note that S&P excludes a
significant portion of the cash coming from the sale of the
Monaco business as it anticipates that a material amount will be
reinvested in the business in the coming months.  Despite this,
S&P continues to forecast relatively strong metrics, on a
proportionate basis, for a "significant" financial risk profile,
as defined by S&P's criteria.  Metrics for this category include
Standard & Poor's-adjusted leverage of 3.2x and adjusted funds
from operations (FFO)-to-debt of 24%; both forecast for financial

S&P's financial risk profile assessment also reflects its view of
the risks associated with the group not having full ownership of
its key assets (for instance, in Panama and the Bahamas), which
leads to meaningful leakage of dividends to minority interests.
The uncertainties S&P sees over the timing and future cash
generation of reinvestments also make CWC's future discretionary
cash flow generation after dividends uncertain.

However, these weaknesses are partly offset by CWC's well-
controlled management of its key assets and its subsidiaries'
track record of steadily upstreaming dividends to CWC, based on a
long-established dividend policy.  The group's solid operating
cash flow generation and significant cash balances provide
further support to the financial risk profile.

S&P's base case assumes:

   -- Minor real GDP growth for the Caribbean region (Barbados:
      about 1.0%;

   -- Jamaica: 1.5%; Bahamas: 2.0%), while Panama should continue
      to grow at a high single-digit rate (7.0% for 2014).

   -- A slight revenue decline in financial 2015 (excluding
      Monaco) with slow growth in Panama not completely
      offsetting the anticipated decline in the Caribbean.

   -- An improvement in the EBITDA margin, on the back of the
      optimization plan in the Caribbean region -- reaching an
      adjusted margin of 33.5% in financial year 2015.

   -- An increase in capital expenditure as the company will
      continue to invest in its networks, both mobile and fixed.

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

   -- Adjusted proportionate leverage expected to stand at 3.2x
      in financial 2015 -- anticipated to decline to 3.0x in two

   -- Adjusted proportionate FFO-to-debt at 24% in financial
      2015; S&P expects this to significantly improve.

   -- Discretionary cash flow anticipated to return to positive
      for financial 2015, but still be relatively weak.

The stable outlook reflects S&P's view that CWC's credit metrics
are likely to improve as a result of better cash generation,
which will help to naturally reduce leverage.  It also reflects
S&P's view that CWC will maintain its leading market positions,
and is likely to report broadly stable revenues and sustain an
EBITDA margin of about 30%.

Additionally, S&P anticipates that underlying operating cash flow
generation will remain solid, at or above the current level, and
that discretionary cash flow will return to at least break-even
over the next 12-18 months as cash flow generation continues to
improve.  This should enable the group to maintain adjusted
leverage at a level below 3.5x on a proportionate basis (or less
than 2.5x on a consolidated basis).

S&P considers rating upside in the near term as limited, chiefly
owing to significant country risks and CWC's lack of full
ownership of its key assets.  A further constraint is the group's
limited headroom under the leverage threshold that S&P deems
commensurate with the current ratings.  S&P would require
adjusted leverage to be well below 3.0x and adjusted FFO-to-debt
to be comfortably higher than 30% -- both on a proportionate
basis -- before considering an upgrade.

The ratings could come under pressure if the improvement S&P
anticipates in discretionary cash flow generation appears
unlikely to materialize in the near term -- particularly if it
were to remain negative for an extended period of time.  Ratings
pressure could also arise if management takes a more aggressive
attitude toward shareholder returns or mergers and acquisitions.
Such a scenario could result in leverage exceeding the
aforementioned levels that S&P deems commensurate with the

CARROS UK HOLDCO: S&P Assigns 'B' Corporate Credit Rating
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit rating to Moorpark, Ca.-based sensing and
control components manufacturer Carros UK Holdco Ltd.  The
outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating and
'2' recovery rating to the company's proposed US$545 million
first-lien senior secured credit facilities, which comprise a
US$470 million senior secured first-lien term loan and a US$75
million revolver. The '2' recovery rating indicates our
expectation that lenders would receive substantial recovery (70%-
90%) in the event of a payment default.

S&P also assigned its 'B-' issue-level rating and '5' recovery
rating to the company's proposed $120 million second-lien term
loan.  The '5' recovery rating indicates S&P's expectation that
lenders would receive modest recovery (10%-30%) in the event of
payment default.

Carros Finance Luxembourg S.a.r.l. and Carros US LLC are
coborrowers of the first- and second-lien facilities.

S&P's rating on Carros reflects the company's pro forma leverage
of about 5x, its cyclical and competitive end markets and its
lagging market positions in certain segments.  These risk factors
are somewhat offset by the company's end-market diversification,
long-standing customer relationships, and low capital expenditure
requirements, which should support free cash flow generation.

Carros provides sensing and control components to a variety of
industrial, aerospace and defense, and transportation markets.
S&P expects revenues and earnings to be volatile over the
business cycle, partly because orders from original equipment
manufacturers can experience significant peak-to-trough
variations.  However, the company's products' specification into
multiyear platforms results in high customer switching costs,
which provides some competitive advantage.  S&P assess Carros'
business risk profile as "weak."

The stable outlook reflects S&P's expectation that generally
positive trends in industrial, aerospace and defense, and
transportation markets will support the company's gradual top-
line growth and stable margins.  The stable outlook also reflects
S&P's expectation that the company will transition smoothly to a
stand-alone entity.  "In an industry downturn, we do not expect
leverage to deteriorate to more than 6x and FFO to debt to
decline significantly below 10% for a sustained period, at the
current rating," said Standard & Poor's credit analyst Svetlana

S&P could lower the rating if weaker-than-expected market demand
or operational issues cause the company's revenues to contract
and its margins to deteriorate toward the mid-teen area,
resulting in leverage increasing to and remaining higher than 6x.
S&P could also lower the rating if free cash flow declines
significantly and liquidity becomes constrained.

S&P could raise the rating if Carros improves its credit metrics
so that leverage approaches 4x or better and S&P expects the
company to sustain the improvement.  S&P believes the company
could achieve this through revenue growth, stable operating
margins, and sizeable debt reduction using free cash flow.  For
an upgrade, S&P would also need to believe the company would
adhere to a less aggressive financial policy.

QUAYSIDE: To Close in January 2015; 25 Jobs Affected
BBC News reports that Quayside is to close at the end of January
next year, making 25 people redundant.

According to BBC, the owners of Quayside, the NP Group, say it is
not "cost-effective" to refurbish their building and they have
taken the decision to close.

"The business could not sustain itself during the period of
closure anticipated for the rebuild," BBC quotes Tony Gallienne
from the group as saying.

The company will provide redundancy pay and advice for staff, BBC

The company announced that Quayside will close on January 31,
2015, BBC discloses.

Quayside is a homeware store in Guernsey.

TRAGUS GROUP: Mulls Company Voluntary Arrangement
Ashley Armstrong at The Daily Telegraph reports that Tragus Group
is considering a company voluntary arrangement (CVA), which would
enable it to offload or revise its rental terms at Cafe Rouge and
Bella Italia.

According to The Daily Telegraph, Sky News said the final details
of plans are still being worked on and Tragus could still decide
to proceed with a restructuring that does not involve a CVA.

The Daily Telegraph relates a person close to the situation
confirmed that Tragus brought in Zolfo Cooper, the professional
services firm, in the last couple of weeks to advise on options
for the business.

Industry sources said that debt-laden Tragus is considering a
sale of its more upmarket Italian restaurant chain Strada, which
is thought to have a better business profile than its other two
businesses, The Daily Telegraph relays.

Tragus made a pre-tax loss of GBP36 million in the 53 weeks to
June 2, 2013 despite a small increase in sales to GBP295 million
as promotions pulled in customers, The Daily Telegraph recounts.
That compared with the previous year's GBP18 million loss, The
Daily Telegraph notes.

Tragus is a restaurant group.  It is the owner of restaurant
chains Cafe Rouge and Strada.  Cafe Rouge runs 125 restaurants
and Bella Italia has 90 across the UK.

TREVOR WARDE: Goes Into Creditors Voluntary Liquidation
Chris Tindall at Commercial Motor reports that Trevor Warde
Groupage Services has gone into creditors voluntary liquidation
with an estimated total deficiency of GBP1.2 million.

The company appointed liquidators from PJG Recovery on May 23
after more than 25 years trading, Commercial Motor relates.

The company, based in Newry, Co Down, owed the majority of money
to HM Revenue & Customs, Commercial Motor says, citing documents
filed at Companies House.

One other company creditor is listed, Gareth Warde, who is the
firm's sole director and is owed GBP48,450, Commercial Motor

Trevor Warde Groupage Services is a family-run, Northern Ireland
haulage company.

VOUVRAY MIDCO: Moody's Assigns 'B2' CFR; Outlook Stable
Moody's Investors Service has assigned a corporate family rating
(CFR) of B2 and a probability of default rating (PDR) of B2-PD to
Vouvray Midco Limited, the holding and parent company to V.Group.

Concurrently, Moody's has assigned a (P)B1 rating to the USD260
million 7 year first lien term loan; a (P)Caa1 rating to the
USD125 million 7.5 year second lien term loan, both loans to be
issued by Vouvray US Finance LLC; and a (P)B1 rating to the USD35
million 5 year revolving credit facility to be issued by Vouvray
Acquisition Limited. The outlook on all ratings is stable.

This is the first time Moody's has assigned a rating to V.Group.
Moody's issues provisional ratings in advance of the completion
of the transaction 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 term loans and the revolving
credit facility. A definitive rating may differ from a
provisional rating.

Together with a portion of cash on balance sheet, proceeds from
the term loans will be used to refinance the existing debt
facilities, fund a repayment of shareholder loan notes and pay
transaction costs. The revolving credit facility will be used for
working capital needs and general corporate purposes, and is
expected to be undrawn at closing.

Ratings Rationale

The B2 CFR reflects V.Group's (1) high opening financial
leverage; (2) relatively small scale; and (3) dependence on key
operational personnel, specifically fleet superintendents and
skilled crew.

However, this is partially offset by the company's (1) leading
market position in the marine operations segment; (2) diversified
customer portfolio with long-term relationships and low churn
rates; and (3) strong track record of growth.

V.Group's credit rating is constrained by its modest size.
However, it is the leading independent marine operations manager
globally, managing 840 vessels with a pool of over 26,500
seafarers. Moody's considers scale to be an advantage for
operators in the sector, as it enables a global support service
to be provided to clients and affords economies of scale, in both
vessel management and procurement. Likewise, access to a large
pool of trained and experienced crew is important as resources
are scarce.

Moody's considers opening leverage to be high at 6.4x, based on
2013 Moody-adjusted, pro forma for discontinued operations and
the new capital structure (although estimated 6.1x LTM 31 March
2014). Any reduction in leverage will result from EBITDA growth
given the negligible repayments required under the term loans and
the weak cash sweep mechanism. V.Group has an impressive
financial growth track record to date, primarily as a result of a
strong growth in fleet under management (from 396 in 2008 to 562
in 2013, vessels under full management only). Growth to date has
been primarily organic, with no material acquisitions since 2009.
It has also exited several non-core businesses over the past

Moody's expects that the company will continue to demonstrate
strong earnings growth, with Moody's-adjusted EBITDA margins of
around 14%, and as a result expect to see leverage reduce to
around 5.6x by the end of 2015. Free cash flow to debt ratios are
expected to be approximately 4% in 2014, increasing to 6% in
2015. The rating agency notes that the company has the ability to
increase leverage by approximately 1x should they utilize the
incremental facility available to it within the senior facilities

V.Group's revenues are based upon an agreed fee per vessel rather
than underlying freight prices. Moody's considers the addressable
market to be reasonably stable given that the number of vessels
operating globally is the key determinant of potential market
size. On 30 April 2014 the rating agency changed its outlook on
the Global Shipping Industry to stable from negative. While
overcapacity remains a concern for vessel owners and operators,
Moody's considers industry conditions to be at a trough and that
the supply-demand gap will not worsen materially.

Shipping owners are continually seeking to reduce fleet operating
costs given the weak and volatile freight rates and vessel
oversupply environment. Cost pressures have resulted in increased
outsourcing of operations and Moody's expects this trend to
continue, particularly for owners of smaller fleets. Whilst this
is positive for leading operators such as V.Group who have a
strong track record in delivering cost reductions to vessel
owners, Moody's considers the ability to raise prices to be

Efficient operation of the fleet is driven mainly by the quality
and competence of the crew and the shore-based fleet
superintendents. The fleet superintendents take responsibility
for 4-5 vessels each and ensure full delivery of the marine
operations. Meeting or outperforming the vessel budget (i.e.,
efficient operations) is the key driver for renewing contracts
and enhancing professional reputation. Moody's notes that the
loss of key personnel here, and in other areas, could be
detrimental to financial performance.

The size of client fleet ranges from less than 10 vessels to
those with over 100 vessels. Approximately half of the vessels
under management by type are tankers, a sector which requires a
higher level of crew skill to operate safely and efficiently.
Customer diversification is high, with no single customer
accounting for more than 3% of sales and the top 10 around 17%.
Churn rates are low at 3%-4% over the past three years for those
customers moving to new managers or insourcing.

Moody's considers V.Group's near-term liquidity to be good, with
sufficient internal resources to service debt. The business model
requires low levels of maintenance capex, although working
capital requirements may increase if a significant uplift in
vessel numbers is achieved. Free cash flow is expected to be
close to US$20 million for 2014 and US$25 million in 2015,
resulting in a build up of cash balances, which may be used for
acquisitions or additional distributions to shareholders, subject
to the restricted payment tests (which are shareholder-friendly).
Pro forma for the transaction the company is expected to have
US$15 million cash on balance sheet and access to the undrawn
US$35 million revolving credit facility. The revolving credit
facility has a springing maintenance leverage covenant when drawn
more than 30%.

The (P)B1 rating on the US$260 million first lien term loan and
the pari passu US$35 million revolving credit facility is one
notch higher than V.Group's CFR and reflects the fact that this
debt ranks ahead of the US$125 million equivalent second lien
term loan, which is consequently rated two notches below the CFR
at (P)Caa1.

Rationale for the Stable Outlook

The stable outlook reflects Moody's expectation that V.Group will
be able to maintain its leading position in the marine operations
market and benefit from increased outsourcing in the market. The
outlook also incorporates Moody's assumption that the company
will deleverage towards 6x by the end of 2014 and will not embark
on any transforming acquisitions or make debt-funded shareholder

What Could Change The Rating Up/Down

Upward pressure on the rating could materialize if (1) adjusted
debt/EBITDA moves sustainably below 5.5x; (2) improves its
(EBITDA-capex)/ interest ratio above 2.5x; and (3) maintains
positive Free Cash Flow.

Conversely, downward pressure on the rating could materialize if
the operating performance of the company weakens, such that (1)
adjusted debt/EBITDA exceeds 6.5x for a sustainable period; (2)
its (EBITDA-capex)/interest ratio falls towards 1.5x; and/or (3)
its liquidity profile weakens materially.

The principal methodology used in these ratings was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. 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 the United Kingdom, V.Group is a leading global
maritime service provider, specializing in the outsourced
technical management of high value maritime assets and the
provision of a wide-range of supporting technical, workforce and
commercial services. V.Group operates in the commercial shipping,
cruise and energy sectors. It currently has 840 vessels under
management and a crew pool of 26,500 seafarers, of which
approximately 17,500 are at sea at any one time. V.Group has a
network of 67 offices across 33 countries. V.Group, wholly owned
by Vouvray Finance Limited, was acquired by OMERS in September

In 2013, V.Group reported revenues of US$541 million and EBITDA
of US$56 million.

V.GROUP: S&P Assigns Preliminary 'B' CCR; Outlook Stable
Standard & Poor's Ratings Services assigned its preliminary 'B'
long-term corporate credit rating to U.K.-based integrated marine
service provider V.Group.  The outlook is stable.

"At the same time, we assigned preliminary 'B' issue ratings to
V.Group's proposed $260 million first-lien term loan and to its
$35 million revolving credit facility (RCF).  The preliminary
recovery ratings on these instruments are '3', indicating our
expectation of meaningful (50%-70%) recovery in the event of a
payment default," S&P said.

In addition, S&P assigned a preliminary 'CCC+' issue rating to
V.Group's proposed $125 million second-lien term loan.  The
preliminary recovery rating is '6', indicating S&P's expectation
of negligible (0%-10%) recovery prospects in the event of a
payment default.

The final ratings will depend on S&P's receipt and satisfactory
review of all final transaction documentation.  Accordingly, the
preliminary ratings should not be construed as evidence of the
final ratings.  If Standard & Poor's does not receive final
documentation within a reasonable time frame, or if final
documentation departs from materials reviewed, S&P reserves the
right to withdraw or revise its ratings.

The preliminary ratings on V.Group reflect S&P's assessment of
the group's "fair" business risk profile and "highly leveraged"
financial risk profile, under S&P's criteria.  S&P's preliminary
ratings also incorporate its view of V.Group's "adequate"

"Our assessment of V.Group's business risk profile as "fair"
reflects the company's competitive position, which we assess as
"satisfactory."  It benefits from the company's leading market
positions in a niche sector of integrated marine services, its
large and diversified portfolio of vessels under fixed-price
service contracts, and what we view as low volatility of
profitability.  Furthermore, we believe that V.Group's high
customer retention rate, strong strategic relationships with
recruitment sources, broad service range, and sustained reliable
execution will continue to provide a shield against the
cyclicality of the shipping industry.  We view, however, that the
annual revolving nature of a significant portion of V.Group's
contracts exposes the company to contract renewal and volume
risk," S&P noted.

"In our view, V.Group will be able to protect and gradually
expand its market share in the medium term, thanks to the
increasing rate of outsourcing of marine services and a gradually
improving economic outlook, which should stimulate world trade
and therefore seaborne transport volumes.  Furthermore, low
capital intensity and the fairly good earnings predictability of
the underlying business model underpin the company's good free
operating cash flows.  Our business risk assessment is
constrained by the company's overall small business scope and
scale and its sole focus on the cyclical shipping industry, when
compared with a peer group of large global players in the
business service industry (such as general facility management
providers or general staffing companies)," S&P added.

"Our assessment of V.Group's financial risk profile as "highly
leveraged" reflects the group's high adjusted debt and its
aggressive financial policies under a private-equity ownership.
We estimate that V.Group's year-end 2014 adjusted debt will
comprise about $385 million in financial debt; $250 million in
shareholder loans (post transaction) that accrue with payment-in-
kind (PIK) interest at a rate of 10% (that is, not paid in cash);
and about $28 million in operating lease obligations.  We
forecast a ratio of debt to EBITDA at over 10x (over 6x excluding
the shareholder loan), which is consistent with a "highly
leveraged" financial profile, as defined by our criteria.  This
is partly offset by the company's ability to generate solid and
predictable free cash flow (FCF) and good funds from operations
(FFO) cash interest coverage ratios.  We nevertheless forecast
that the accruals of the shareholder loans will hinder
significant deleveraging in the near future," S&P said.

S&P assess the company's management and governance as "fair,"
reflecting its experienced management team.

S&P's base case for V.Group over the next couple of years

   -- Organic revenue growth of about 7%, underpinned by both
      growth in the fleet under service and annual fee increases.

   -- Annual capital expenditure (capex) of about $10 million-$11
      million per year.

   -- No dividend payments or acquisitions.

   -- No significant calls on cash arising from the company's
      current efforts to exit non-core operations.

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

   -- An EBITDA margin of about 12%-13%;

   -- Standard & Poor's-adjusted debt to EBITDA of about 11x on
      average (about 6x excluding the shareholder loan).  S&P do
      not expect this number to change significantly as EBITDA
      growth is not likely to balance the PIK interest accruals.

   -- FFO cash interest coverage of about 3x.

The stable outlook reflects S&P's view that V.Group's credit
metrics will remain commensurate with a "highly leveraged"
financial risk profile.  S&P's base-case scenario assumes that
the company's EBITDA margins will remain broadly stable over the
12 months, supported by V.Group's ability to increase its fees
yearly.  S&P anticipates that liquidity will remain "adequate"
over the next 12 months following the refinancing.

The possibility of an upgrade is in S&P's view limited in the
near term.  This is due to V.Group's high adjusted debt and S&P's
assessment of the company's aggressive financial policy, stemming
from its private equity ownership, which results in a "highly
leveraged" financial risk profile.

S&P could consider a negative rating action if its assessment of
V.Group's liquidity were to weaken -- such that the liquidity
ratio drops to below 1x as defined by our criteria -- combined
with signs of a weaker business risk profile, leading to FFO cash
interest coverage falling to significantly below 2x.  A weakening
of the business risk profile could be the result of higher
volatility of profitability than S&P currently anticipates,
reputation-damaging incidents, and/or the loss of key clients.
Alternatively, if the company was not able to renew its contract
at the rate S&P currently anticipates or if pressure on liquidity
arises from other sources currently not included in S&P's base
case -- such as significant cash outflows for restructuring or
acquisitions -- it might consider lowering the rating.

VILLA PARADE: Ceases Trading; Holidaymakers to Recover Money
Lesley Houston at Belfast Telegraph reports that Villa Parade
Ltd. ceased trading on May 14, leaving a number of UK people
abroad and thwarting the plans of many others expecting to fly
this summer.

According to Belfast Telegraph, it is not known exactly how many
would-be fliers from Northern Ireland have been affected by the
firm's collapse but on Tuesday, a representative from travel
association ABTA confirmed "everyone will get their money back".

A spokesman for the Civil Aviation Authority (CAA) said it would
be unable to quantify the number of Northern Ireland
holidaymakers affected until every claim for dashed travel plans
had been lodged, Belfast Telegraph relates.

A spokesman for an insolvency firm dealing with the ill-fated
company confirmed people from as far away as the US, Sweden and
Germany had also been affected by the company's collapse, Belfast
Telegraph relays.

The CAA said it had been working closely with the company since
its collapse, but in the meantime, it urged agents that any
payment they've taken for an ATOL-protected booking with Villa
Parade must be held on behalf of the trustees of the Air Travel
Trust (ATT), Belfast Telegraph notes.

Villa Parade Ltd. is a travel company.


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  Go to 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,

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at

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