TCREUR_Public/150219.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, February 19, 2015, Vol. 16, No. 36

                            Headlines


B U L G A R I A

PLOVDIV AIRPORT: Faces Bankruptcy; Executive Director Steps Down


F R A N C E

CMA CGM: Credit Profile Stronger Than Hapag-Lloyd, Says Moody's


G E R M A N Y

ARMACELL: S&P Affirms 'B' CCR on Modest Acquisitions


G R E E C E

GREECE: To Submit Request for Six-Month Loan Extension Today


I R E L A N D

VERSAILLES CLO I: Moody's Hikes EUR14MM Cl. E Notes Rating to Ba1


I T A L Y

GAMENET SPA: S&P Lowers Corporate Credit Rating to 'B'
ITALFINANCE SECURITISATION: Moody's Lifts D Notes Rating to Ba1
PARMA: Fails to Pay Wages to Players
SISAL GROUP: S&P Revises Outlook to Stable & Affirms 'B' CCR


L U X E M B O U R G

ARCELORMITTAL: Moody's Keeps 'Ba1' CFR, Negative Outlook


R U S S I A

IFC RFA-INVEST: S&P Affirms, Then Withdraws 'CCC+' CCR


S P A I N

IM PASTOR 3: S&P Lowers Ratings on 2 Note Classes to CCC
SANTANDER EMPRESAS 3: Moody's Affirms 'Caa2' Rating on D Notes
UCI 16: S&P Lowers Rating on Class B Notes to 'CCC+'


U K R A I N E

UKRAINE: Seeks Up to US$10.8 Billion in IMF Aid in 2015


U N I T E D   K I N G D O M

DYTECNA: Shuts Down Doors; Cuts 150 Jobs
HARRISON'S COACHES: Brought Out by Competitor; 30 Jobs Saved
MACKELLAR SUB-SEA: Goes Into Administration
NEWDAY PARTNERSHIP: S&P Assigns 'BB' Rating to Class F Notes
NEWDAY PARTNERSHIP 2015-1: Fitch Assigns 'B' Rating to F Notes

PELAMIS: Dundee University is a Creditor
PETROPAVLOVSK PLC: Sapinda to Vote Against Financing Package
SHIP AND FLY: In Liquidation; March 11 Claims Deadline Set


                            *********


===============
B U L G A R I A
===============


PLOVDIV AIRPORT: Faces Bankruptcy; Executive Director Steps Down
----------------------------------------------------------------
Novinite.com reports that Plovdiv Airport faces bankruptcy and is
unable to pay the salaries and social security contributions of
its 154 workers.

According to Novinite, Ivan Karnabitov, outgoing executive
director of the company, said he failed to see a solution for the
problems of the ailing company.

Novinite, citing reports of Capital Daily, relates that
Karnabitov on Feb. 17 said that it was a matter of time before
the creditors of Plovdiv Airport initiated lawsuits over the
unpaid sum of over BGN1 million for 2014 plus a total of
BGN360,000 accumulated since 2011.

Speaking at a press conference in Plovdiv, he made clear that the
biggest creditor of Plovdiv Airport was power distributor EVN,
while the main debtor was the Transport Ministry, which was also
the principal of the state-owned company, Novinite recounts.

Mr. Karnabitov declared that the Transport Ministry had downsized
monthly payments to Plovdiv Airport from BGN220,000 to BGN170,000
in 2014, ceasing to transfer payments altogether over the past
six months, Novinite discloses.

He noted that the 154 workers of the company had only been paid a
part of the January salary amounting to BGN200, Novinite relays.

Plovdiv Airport is a state-owned company.



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F R A N C E
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CMA CGM: Credit Profile Stronger Than Hapag-Lloyd, Says Moody's
---------------------------------------------------------------
The credit profile of French container shipping company CMA CGM
S.A. (CMA, B2 positive) is more robust than that of German
competitor Hapag-Lloyd AG (HL, B2 negative) on account of its
higher profitability, bigger market share and more diverse
geographic presence, says Moody's Investors Service in an Issuer
In-Depth report.  However, HL's financial and liquidity profile
has been more stable than CMA's, while Moody's expects both
companies' credit metrics to reduce some of their gap.

"CMA's advantage over HL is particularly evident in its ability
to maintain higher profitability levels," says Marie Fischer-
Sabatie, a Moody's Senior Vice President and author of the
report.  "During the 2007-14 period, CMA's EBIT margin (including
Moody's adjustments) was double that of HL, averaging around 8%
compared to HL's 4%."

In its report, Moody's also notes that while both companies have
materially reduced their costs, HL's average operating costs per
twenty-foot equivalent unit (TEU) have remained higher on average
than CMA's.

Moody's notes that CMA has an advantage over HL in terms of size,
market share and geographic diversity.  While the combination of
Chile's Compania Sud Americana de Vapores S.A. (CSAV, unrated)
container shipping activities with those of HL, in a deal that
closed in December 2014, will increase HL's scale, CMA will
remain larger in scale by some distance.

However, HL has maintained a more stable financial and liquidity
profile than CMA's over the years (including during the 2009
financial crisis), backed by strong support from its
shareholders.  However, CMA has recently improved materially its
liquidity profile and strengthened its governance.

While CMA's credit metrics are currently stronger than HL's,
Moody's expects this gap to narrow within 12-18 months of CSAV's
integration.  CMA has had better credit metrics than HL over the
past two to three years.  However, the rating agency expects the
differential to narrow because HL's combination with CSAV results
in economies of scale and synergies and HL recently benefitted
from a US$500 million capital injection.



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G E R M A N Y
=============


ARMACELL: S&P Affirms 'B' CCR on Modest Acquisitions
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' long-term
corporate credit rating on Germany-based engineered foams and
insulation materials manufacturer Armacell (Ultima Lux S.a.r.l.).
The outlook remains stable.

"At the same time, we affirmed our 'B' issue ratings on
Armacell's senior secured first-lien loans, due 2020: the
existing $185 million and EUR120 million, as well as the proposed
additional EUR65 million-equivalent.  We have also affirmed our
'B' issue rating on Armacell's revolving credit facility maturing
2018, which will be increased to $100 million.  The recovery
rating on these facilities remains at '3', indicating our
expectation of meaningful recovery (50%-70%) in the event of a
payment default," S&P said.

Moreover, S&P affirmed its 'CCC+' issue rating on the $85 million
second-lien term loan due 2020, with a recovery rating of '6'
(0-10% recovery).

The affirmation reflects Armacell's relatively modest increase in
debt as a result of the contemplated acquisitions, as well as its
improving operating performance.  S&P therefore expects that
leverage will remain commensurate with the rating, with adjusted
gross debt to EBITDA at about 6x, or lower than 8x including the
EUR59 million shareholder loan and EUR82 million preferred equity
certificates (PECs) held by Armacell's private equity owner
Charterhouse Capital Partners.  S&P still views these ratios as
highly leveraged, although it also factors in comfortable cash
interest coverage and continued positive free cash flow
generation in the coming years, pro forma the debt increase.

S&P's base-case scenario takes into consideration Armacell's
improved profitability in recent quarters.  S&P forecasts full-
year 2014 Standard & Poor's-adjusted EBITDA to be about EUR70
million, up from about EUR60 million in 2013, adjusting for
capital-restructuring-related exceptional charges and deducting
unusual items that S&P considers to be operational, such as
business restructuring charges.  S&P expects adjusted EBITDA to
increase to about EUR85 million-EUR90 million in 2015 on the back
of further organic growth and bolt-on acquisitions, which is
slightly below management's guidance.  This reflects strong
volume momentum for Armacell's products in the Americas and Asia-
Pacific, supported by a progressive shift in the construction
sector away from traditional insulation materials.  The company's
ongoing cost efficiency plan also supports improved
profitability, with further upside ultimately depending on
regional market dynamics and foreign exchange developments.

S&P believes Armacell's EBITDA and market position should
modestly benefit from the planned acquisitions, namely that of
Turkish insulation materials manufacturer Oneflex, which closed
in January 2015; and Industrial Thermo Polymers (ITP), a Canadian
manufacturer of extruded polyethylene foams, which is expected to
be signed and closed in late February or early March 2015.  S&P
believes these assets complement Armacell's existing footprint
well, and should bring additional geographic diversity, which S&P
already views as a relative rating strength given the company's
small size.  Nevertheless, S&P maintains its assessment of
Armacell's "fair" business risk profile, due to the limited scope
of operations and exposure to cyclical end markets.

"We expect Armacell's adjusted gross debt to reach about EUR0.65
billion by year-end 2015, of which about EUR170 million comprise
noncommon equity and shareholder loans and EUR65 million in
adjustments for pension and operating lease obligations.  We do
not deduct the cash on the balance sheet from our debt
calculation, owing to the company's private equity ownership and
our view that internal cash could be used to fund further
investments.  We continue to expect positive free cash flows of
about EUR20 million per year, supported by the operations' modest
capital intensity and Armacell's good track record of working-
capital management amid declining prices.  Moreover, we expect
interest coverage to remain strong for the rating in the coming
years, excluding capitalized interest, with adjusted EBITDA
interest coverage at about 3.5x and FFO interest coverage at
about 3.0x, similar to the estimated levels for 2014," S&P noted.

The stable outlook reflects S&P's view of Armacell's improved
EBITDA performance, supported by sustainable cost savings,
increased scope and geographic diversity, and somewhat above-
market-average growth in most regions.  These factors should, in
S&P's view, support further positive albeit modest free cash
flows in the coming years, despite the more challenging operating
environment in Europe.

S&P expects the group to maintain adjusted gross debt to EBITDA
of about 6x, or less than 8x including the shareholder loans and
PECs; and EBITDA cash interest coverage exceeding 3x, as S&P
forecasts under its base case.  Rating headroom is currently
modest, in S&P's view.

S&P could lower the rating if it saw adjusted gross debt to
EBITDA approaching 6.5x, without prospects for improvement; or a
deterioration of interest coverage.  This would notably arise
from a weakening market environment in Europe, slower-than-
expected growth in the Americas and Asia-Pacific, or inability to
achieve the targeted cost reductions, leading to a material
erosion of margins.

Rating pressure could also emerge from a large new investment
project, if debt funded or leading to materially negative free
cash flows.

S&P does not expect to raise the ratings over the next 12-18
months, given the company's limited size, highly leveraged
capital structure, and aggressive financial policy due to its
private equity ownership.  An upgrade would ultimately depend on
a satisfactory operating track record, such that S&P saw strong
recurring free cash flow and adjusted debt to EBITDA improving to
below 5.0x (excluding the shareholder loan and PECs).



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G R E E C E
===========


GREECE: To Submit Request for Six-Month Loan Extension Today
------------------------------------------------------------
Nikolaos Chrysoloras, Eleni Chrepa and Jeff Black at Bloomberg
News report that Greece will submit its request for a six-month
loan extension to the euro-area today, Feb. 19, a day later than
originally planned.

Greece and euro-area members have been at odds over the formula
needed to extend the country's EUR240 billion (US$274 billion)
rescue beyond its end of February expiry, Bloomberg relates.
Failure to strike a compromise would leave Europe's most-indebted
state without a financial backstop, and on course to default on
some of its liabilities as early as next month, Bloomberg notes.

"Markets should be reassured that there is agreement being
prepared between Greece and the Eurogroup and other institutions
involved in Greece's bailout program," Bloomberg quotes Valdis
Dombrovskis, European Commission Vice President for the euro, as
saying on Feb. 18.  The commission is "now working and looking if
there is a possibility to find common ground toward this
extension of the current program."

Documents outlining the government's stance during two closed-
door meetings of the currency bloc's finance ministers over the
past week show that Finance Minister Yanis Varoufakis said Greece
wants to maintain a budget surplus before interest payments equal
to 1.5% of gross domestic product, less than half the target set
in the country's bailout program, Bloomberg relays.

                       Bailout Extension

Athens's request to radically alter the terms of the bailout
agreement has so far met resistance from euro-area governments,
Bloomberg relays.  The lenders want Mr. Varoufakis to request an
extension to the current bailout deal, which is tied to economic
reforms and fiscal prudence in return for aid, Bloomberg notes.
Greece's new government, led by Alexis Tsipras, is seeking an
intermediary agreement, followed by a new accord that would allow
it to disassociate from budgetary measures blamed for the
country's economic slump, according to Bloomberg.

Jeroen Dijsselbloem, head of the Eurogroup of euro-area finance
ministers, gave Varoufakis until Friday, Feb. 20, to request a
bailout extension, Bloomberg notes.



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


VERSAILLES CLO I: Moody's Hikes EUR14MM Cl. E Notes Rating to Ba1
-----------------------------------------------------------------
Moody's Investors Service has taken the following rating actions
on the notes issued by Versailles CLO M.E. I p.l.c.:

   -- EUR22.5 million (currently EUR17.1 million rated balance
      outstanding) Class B Senior Secured Floating Rate Notes due
      2023, Affirmed Aaa (sf); previously on May 19, 2014
      Upgraded to Aaa (sf)

   -- EUR18 million Class C Deferrable Secured Floating Rate
      Notes due 2023, Upgraded to Aaa (sf); previously on May 19,
      2014 Upgraded to A1 (sf)

   -- EUR12.2 million Class D Deferrable Secured Floating Rate
      Notes due 2023, Upgraded to A1 (sf); previously on May 19,
      2014 Upgraded to Baa3 (sf)

   -- EUR14 million (currently EUR12.7 million rated balance
      outstanding) Class E Deferrable Secured Floating Rate Notes
      due 2023, Upgraded to Ba1 (sf); previously on May 19, 2014
      Affirmed Ba3 (sf)

Versailles CLO M.E. I p.l.c., issued in November 2006, is a
collateralised loan obligation backed by a portfolio of mostly
high-yield senior secured European loans.  The portfolio is
managed by BNP Paribas Asset Management.  The transaction's
reinvestment period will end in January 2013.

According to Moody's, the rating actions taken on the notes
result from the significant deleveraging since last rating action
in May 2014.

Since the last rating action, the classes S, A and B notes have
paid down EUR121.8 million mostly from principal pre-payments.
Classes S and A have now been fully redeemed and therefore their
ratings have been withdrawn.  The class B has an outstanding
notional amount of EUR17.1 million which represents 75.9% of its
initial balance.  In addition, Class E has paid down EUR 0.57
million (4.1% of its initial balance) from excess spread.

As a result of such deleveraging, the over-collateralization (OC)
ratios have increased.  As of the trustee report dated December
2014, the Classes A/B, C, D and E OC ratios are reported at
184.0%, 145.1%, 126.9% and 112.0%, respectively, versus March
2014 levels of 142.7%, 126.3%, 117.2%, 108.6%.

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 EUR73.8 million,
defaulted par of EUR5.4 million, a weighted average default
probability of 26.8% (consistent with a WARF of 4,158, a weighted
average recovery rate upon default of 49.23% for a Aaa liability
target rating, a diversity score of 13 and a weighted average
spread of 3.53%.

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% for the 97.8% of the portfolio
exposed to first-lien senior secured corporate assets upon
default and of 15% for the remaining non-first-lien loan
corporate assets upon default.  In each case, historical and
market performance and a collateral manager's latitude to trade
collateral are also relevant factors. Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analyzing.

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed a lower weighted average recovery rate in
the portfolio.  Moody's ran a model in which it reduced the
weighted average recovery rate by 5%; the model generated outputs
were within two notches of the base-case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of 1) uncertainty about credit conditions in the
general economy and 2) the exposure to concentration of lowly-
rated debt maturing in 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:

- 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.

- Around 47% of the collateral pool consists of debt obligations
   whose credit quality Moody's has assessed by using credit
   estimates.  As part of its base case, Moody's has stressed
   large concentrations of single obligors bearing a credit
   estimate as described in "Updated Approach to the Usage of
   Credit Estimates in Rated Transactions," published in October
   2009.

- 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.

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

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.



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I T A L Y
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GAMENET SPA: S&P Lowers Corporate Credit Rating to 'B'
------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Gamenet S.p.A. to 'B' from 'B+'.

At the same time, S&P lowered the issue rating on Gamenet's
EUR200 million senior secured notes due 2018 to 'B' from 'B+'.
The recovery rating on the notes remains unchanged at '3',
indicating S&P's expectation of meaningful recovery (50%-70%) in
the event of a default.

S&P subsequently placed both 'B' ratings on CreditWatch with
negative implications.

"The lowering of the ratings reflects our opinion that Gamenet's
liquidity has weakened to "less than adequate," as our criteria
define this term.  We note, in particular, the company's reliance
on sole cash balances and lack of long-term committed back-up
lines maturing beyond 12 months.  The "less than adequate"
liquidity assessment has led us to revise our view of Gamenet's
financial policy to FS (financial sponsor) 6 from FS-5.  This, in
turn, resulted in the revision of our financial risk profile
assessment to "highly leveraged" from "aggressive" and the
lowering of the anchor to 'b' from 'b+', leading to the one-notch
downgrade," S&P said.

"The CreditWatch placement reflects our view that Gamenet's
liquidity position could weaken further if the Italian government
requires the company to advance all, or a material part of, the
EUR47 million due to the government under the Stabilization Law
while it is still collecting the share of the payment due by
other market participants within its network of gaming machines,"
S&P added.

At the end of December 2014, the Italian parliament required an
additional EUR500 million from businesses involved in operating
amusement with prizes and video lottery terminals.  Based on the
number of gaming machines connected to Gamenet's network at the
end of December 2014, Gamenet and the parties involved in the
value chain, namely the gaming machine and point-of-sale terminal
owners have to pay EUR47 million.  S&P understands that 40% of
the amount is due in April and the remaining 60% in October.

Gamenet does not own any gaming machines and only a few point-of-
sale terminals, so S&P believes it will try to reallocate most of
the EUR47 million to these market participants.  However, S&P
believes that Gamenet might need to renegotiate its contracts
with the other participants in the chain to do so.  This leads
S&P to believe that there might be some delays in collecting the
additional money, given Gamenet's broad and diverse customer base
of 800 individuals.

Without clearer guidance on the payment process, S&P assumes
under the worst-case scenario that Gamenet could be called on to
advance the whole payment.  Given the group's lack of long-term
committed lines and moderate cash balances (slightly more than
EUR30 million at year-end 2014), S&P believes its liquidity could
become stretched.  Consequently, S&P might revise its liquidity
assessment to "weak" if it believes that Gamenet will not be able
to collect at least 50% of the EUR47 million due in a timely
manner.  In such a scenario, S&P would also lower its ratings on
Gamenet to 'B-', according to its criteria.

The CreditWatch indicates that S&P could lower the ratings
further if Gamenet is required to advance all, or a material
part, of the EUR47 million due by the company and third parties
in the gaming value chain under the Stabilization Law.

S&P could lower the ratings by one or several notches if
Gamenet's liquidity deteriorates to the "weak" category.  S&P
believes this could occur if Gamenet is unable to collect at
least half of the EUR47 million due in 2015 from other market
participants in a timely manner.

S&P aims to resolve the CreditWatch in the next 90 days.  Given
Gamenet's typically short cash-collection cycles, S&P believes
that by the time the first payment (40% of the total) is due in
April, S&P will have evidence of the company's ability to collect
the cash from gaming machine and point-of-sales terminal owners
to fully meet this payment, should this be required by the
Italian government.


ITALFINANCE SECURITISATION: Moody's Lifts D Notes Rating to Ba1
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings on 10 notes and
confirmed the ratings on four notes in four Italian asset-backed
securities (ABS) transactions: Italfinance Securitisation Vehicle
S.r.l. (ITA 8), Italfinance Securitisation Vehicle 2 S.r.l.
(ITA 9), Leasimpresa Finance S.r.l. (LF 2) and Vela Lease S.r.l.
The four affected deals are all backed by small-ticket leases.

The upgrades of the local-currency country risk ceilings to Aa2
from A2 in Italy on Jan. 20, 2015 prompted the rating actions.

The main drivers behind the upgrades are (1) the reduced country
risk as reflected by the increase in the maximum achievable
rating in Italy; and (2) the deleveraging since the last rating
actions for the deals, particularly in the case of Vela Lease
S.r.l.

Moody's analysis incorporates the revisions, when needed, of
portfolio default assumptions, taking into account the collateral
performance to date as well as the exposure to relevant
counterparty servicers, account banks and swap providers.  The
sensitivity test to key collateral assumptions has not
constrained the transactions' ratings.  However, exposure to
substantial debtor concentration (the five largest exposures
amount to 10.8% of the pool) has constrained the rating on the
Series 2 C Notes of Vela Lease S.r.l.

The country ceilings reflect a range of risks that issuers in any
jurisdiction are exposed to, including economic, legal and
political risks.  On Jan. 20, 2015, Moody's announced a six-notch
uplift between Italy's government bond rating and its country
risk ceiling.  As a result, the rating agency increased the
maximum achievable ratings for covered bonds and structured
finance transactions to Aa2 from A2 for Italy.

ITA 8, ITA 9 and LF 2 have a strong linkage with the originator,
Banca Italease S.p.A.(deposits Ba3, negative outlook, bank
financial strength rating E+/baseline credit assessment b3,
negative outlook).  The observed performance of these
transactions, which is in line with Moody's assumptions so far,
is conditioned by the obligation of the originator to repurchase
defaulted loans (for a minimum price of 75% of their outstanding
amount).

Moody's has lowered its volatility assumption in all four
transactions given the reduced country risk.  Default
probabilities and recovery rates have been kept constant given
the stable performance of the transactions.

When modelling cash flows, Moody's maintained the recovery rate
assumptions of ITA 8, ITA 9 and LF 2 at 75% based on Banca
Italease's repurchase obligation.  However, Moody's assumed that
the recovery rate would go down to 15% upon Banca Italease's
default.  Legal uncertainty regarding the rights of the special
purpose vehicles to recover amounts on the lease contracts upon
originator's default drives this assumption.  This feature
increases the dependence of the notes' ratings on Banca
Italease's rating.  In Vela Lease transaction, in which there is
no repurchase obligation, Moody's still assumed a 15% recovery
rate in case of BNP Paribas default.

For ITA 8, the default probability assumption on current balance
of 13.00% (corresponding to a default probability on original
balance of 10.70%), together with a recovery rate of 50.00% (base
case assumption relating to actual recovery rate performance) and
a volatility of 49.01% (lowered from 63.70% previously),
corresponds to an unchanged portfolio credit enhancement (CE) of
21.00%.

The CE under the Class A Notes, Class B Notes, Class C Notes and
Class D Notes increased since June 2014 to 41.8% from 38.9%, to
31.2% from 27.7%, to 24.0% from 20.2% and to 21.6% from 17.7%,
respectively.  The limited increase in CE results from pro rata
amortization of the notes.

Performance has been in line with Moody's expectations, with a
net cumulative default ratio of 1.99%.

For ITA 9, the default probability assumption on current balance
of 14.0% (corresponding to a default probability on original
balance of 10.9%), together with a recovery rate of 50.0% (base
case assumption relating to actual recovery rate performance) and
a volatility of 55.1% (lowered from 74.0% previously),
corresponds to an unchanged portfolio CE of 22.5%.

The CE under the Class A Notes, Class B Notes, Class C Notes and
Class D Notes is 32.8%, 19.6%, 10.7% and 7.7%, respectively.  The
limited increase in CE results from pro rata amortization of the
notes.

Performance has been in line with Moody's expectations, with a
net cumulative default ratio of 2.74%, slightly below the
sequential amortization trigger level of 2.75%.

For LF 2, the default probability assumption on current balance
of 10.00% (corresponding to a default probability on original
balance of 6.2%), together with a recovery rate of 50.00% (base
case assumption relating to actual recovery rate performance) and
a volatility of 62.13% (lowered from 83.30% previously),
corresponds to an unchanged portfolio CE of 20.00%.

The CE under the Class A Notes, Class B Notes and Class C Notes
is 32.8%, 24.0% and 22.5%, respectively.

Performance has been in line with Moody's expectations, with a
net cumulative default ratio of 2.97%, slightly below the
sequential amortization trigger level of 3.00%.

For Vela Lease, the default probability assumption on current
balance of 11.0% (corresponding to a default probability on
original balance of 7.8%), together with a recovery rate of 50.0%
and a volatility of 65.3% (lowered from 79.0% previously),
corresponds to an unchanged portfolio CE of 22.0%.

The CE under the Series 2 A Notes, Series 2 B Notes and Series 2
C Notes is 89.6%, 31.3% and 7.0%, respectively.

Performance has been in line with Moody's expectations, with a
cumulative default ratio of 7.2%.

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicers, account banks or swap
providers.  Moody's considered how the liquidity available in the
transactions and other mitigants support continuity of note
payments, in case of servicer default.  Moody's also assessed the
default probability of each transaction's account bank providers.
Moody's analysis considered the risks of additional losses on the
notes in the event of them becoming unhedged, following a swap
counterparty default.  None of the transactions upgrades were
limited by the exposure to counterparties.

To ensure rating stability and to test the sensitivity of the
note ratings, Moody's ran stressed scenarios in cash flow models
before upgrading ratings on the relevant notes.

The stressed scenarios assume (1) 25% stresses for the default
probability assumption for ABS and (2) a 20% increase in the
portfolio CE assumption. Moody's upgraded the ratings when the
negative rating impact resulting from the above test was within
the sensitivity tolerance. The sensitivity analysis to Moody's
key collateral assumptions did not constrain the upgrades.

The principal methodology used in these ratings was "Moody's
Approach to Rating ABS Backed by Equipment Leases and Loans,"
published in January 2015.

Factors or circumstances that could lead to an upgrade of the
ratings are (1) a lower probability of high-loss scenarios as a
result of an upgrade of the country ceiling, (2) performance of
the underlying collateral that exceeds Moody's expectations, (3)
deleveraging of the capital structure and (4) improvements in the
credit quality of the transaction counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings are (1) an increased probability of high-loss scenarios
as a result of a downgrade of the country ceiling, (2)
performance of the underlying collateral that does not meet
Moody's expectations, (3) deterioration in the notes' available
CE and (4) deterioration in the credit quality of the transaction
counterparties.

List of Affected Ratings:

Issuer: Italfinance Securitisation Vehicle S.r.l.

   -- EUR959 million A Notes, Upgraded to A1 (sf); previously on
      Jan. 23, 2015 Baa2 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR83 million B Notes, Upgraded to Baa1 (sf); previously on
      Jan. 23, 2015 Ba2 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR56 million C Notes, Upgraded to Baa3 (sf); previously on
      Jan. 23, 2015 Ba3 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR18.5 million D Notes, Upgraded to Ba1 (sf); previously
      on Jan. 23, 2015 Ba3 (sf) Placed Under Review for Possible
      Upgrade

Issuer: Italfinance Securitisation Vehicle 2 S.r.l.

   -- EUR1442.4 million A Notes, Upgraded to A3 (sf); previously
      on Jan. 23, 2015 Baa3 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR125 million B Notes, Upgraded to Ba1 (sf); previously on
      Jan. 23, 2015 Ba2 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR84.3 million C Notes, Confirmed at B1 (sf); previously
      on Jan. 23, 2015 B1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR27.9 million D Notes, Confirmed at B2 (sf); previously
      on Jan. 23, 2015 B2 (sf) Placed Under Review for Possible
      Upgrade

Issuer: Leasimpresa Finance S.r.l.

   -- EUR931.5 million A Notes, Upgraded to A1 (sf); previously
      on Jan. 23, 2015 A3 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR57.2 million B Notes, Upgraded to Baa1 (sf); previously
      on Jan. 23, 2015 Baa2 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR10.3 million C Notes, Confirmed at Baa3 (sf); previously
      on Jan. 23, 2015 Baa3 (sf) Placed Under Review for Possible
      Upgrade

Issuer: Vela Lease S.r.l.

   -- EUR920.35 million Series 2 A Notes, Upgraded to Aa2 (sf);
      previously on Jan. 23, 2015 A2 (sf) Placed Under Review for
      Possible Upgrade

   -- EUR60.35 million Series 2 B Notes, Upgraded to A1 (sf);
      previously on Jan. 23, 2015 Baa2 (sf) Placed Under Review
      for Possible Upgrade

   -- EUR25.15 million Series 2 C Notes, Confirmed at B1 (sf);
      previously on Jan. 23, 2015 B1 (sf) Placed Under Review for
      Possible Upgrade


PARMA: Fails to Pay Wages to Players
------------------------------------
Football Italia reports that Parma have failed to pay their
players once again, so the squad will meet to decide what action
to take.

The Ducali were given a deadline of Feb. 16, to pay their
players, or face a formal notice Feb. 17, according to Football
Italia. President Giampietro Manenti has claimed that the money
has been sent, but the players have not received anything, the
report notes.

The report relates that now Tuttomercatoweb is reporting that the
wages have in fact not been paid, and players will hold a meeting
to decide how to proceed.

The most likely option is the serving of a formal notice against
the club, which would place them into administration, though the
website contends the players may defer for a few more days, the
report relays.


SISAL GROUP: S&P Revises Outlook to Stable & Affirms 'B' CCR
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Italy-
based gaming company Sisal Group S.p.A to stable from positive.
At the same time, S&P affirmed its 'B' long-term corporate credit
rating on the group.

S&P also affirmed the 'B' issue rating on Sisal's senior secured
notes.  The '3' recovery rating on these notes indicates S&P's
expectation of a meaningful (50%-70%) recovery in the event of a
payment default.

The outlook revision reflects S&P's view that Sisal will have
less liquidity and covenant headroom -- and weaker credit
metrics -- than S&P previously expected for the next 12 months,
mainly as result of the EUR500 million in additional gaming taxes
approved by the Italian Parliament in December 2014.  These
additional taxes form part of the 2015 budget law and apply to
businesses involved in operating amusement with prizes (AWPs) and
video lottery terminals (VLTs) machines.

Based on the number of VLTs and AWPs operated directly or
indirectly by Sisal, S&P estimates that this new law means that
the group would have to collect and pay about EUR46 million of
new additional gaming taxes in 2015.  Although S&P expects Sisal
to share this burden with other market participants within its
network of gaming machines, we think the share ultimately
attributable to the group could result in a high-single-digit
decrease in nominal EBITDA and consequently tighter-than-expected
covenant headroom in 2015.

In addition, S&P sees the impact of the new tax on Sisal's
earnings, combined with ongoing weak economic conditions and soft
consumption in Italy, as a deterrent to significant improvements
in the group's credit metrics over the medium term.  S&P expects
the group's Standard & Poor's-adjusted debt-to-EBITDA ratio to
approach 9x including shareholder loans (about 6x excluding the
shareholder loans) in 2015, up from our estimate of about 8x on
Dec. 31, 2014 (about 5.5x excluding the shareholder loans).

"Furthermore, we think the new tax may also have an adverse
effect on working capital movements this year, but we think that
any negative impact will be modest if Sisal is able to timely
collect cash from other market participants, such as gaming
machine and point of sales owners.  We understand that companies
affected by this new law will make 40% of the tax payment in
April 2015, with the remaining 60% due in October 2015.  We
believe that Sisal's widespread use of direct debit with gaming
machine and point of sales owners, in addition to its ownership
of a meaningful share of gaming machines and point of sales
operating under its network, as well as a short cash collection
cycle for gaming machines, should limit any increase in working
capital needs ahead of the April and October tax payments, and
thus limit any major negative impact on liquidity," S&P said.

"We continue to assess Sisal's business risk profile as "fair,"
reflecting the group's sole exposure to the mature Italian market
and Italy's ailing economy and weak consumer spending.  We also
factor in the risk of potential tax increases implemented by the
Italian gaming regulators, given that gaming groups are large tax
collectors for the Italian government.  Still, we acknowledge
that the recent cost-saving and optimization plan may help Sisal
close part of the gap if the Italian gaming market resumes
growth. However, we think that any further initiatives from the
Italian regulator or government that would materially depress
further profitability or the current gaming business model may
result in our reassessment of Sisal's business risk profile to
"weak"," S&P added.

Partly offsetting these factors are Sisal's strong position as
the second-largest gaming group in Italy, which is the largest
gaming market in Europe, as well as the group's sound product
diversification.  Further strengths include a retail network that
encompasses over 46,000 points of sale -- the second largest
after Lottomatica (not rated).

Under S&P's base case, it assumes:

   -- A sluggish but slowly recovering Italian economy in 2014,
      with an expected 0.2% GDP contraction improving to S&P's
      forecast of about 0.2% GDP growth in 2015.

   -- Group revenue growth of about 6% in 2014 and broadly stable
      in 2015.  S&P notes that revenues grew by 6.7% in the first
      nine months of 2014.  S&P's estimate of a reported EBITDA
      of about EUR180 million in 2014, but a high-single-digit
      contraction in 2015, mainly due to the impact of the new
      gaming tax.

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

   -- Adjusted debt-to-EBITDA ratio of about 8x in 2014 (about 6x
      excluding shareholder loans), jumping to nearly 9x in 2015
      (about 6x excluding shareholder loans).

   -- Funds from operations (FFO) to cash interest of over 3x in
      2014 and 2015.

The stable outlook reflects S&P's expectation that Sisal's
liquidity will remain adequate over the next 12 months.  In
particular, S&P assumes that the covenant headroom will not fall
below 10% in 2015 and improve to over 15% in 2016.  The outlook
also anticipates that, under S&P's forecasts of nominal EBITDA
contraction in 2015 -- mainly as a result of the additional
gaming tax burden -- such a decrease would not materially exceed
the high single digits.  S&P expects adjusted leverage to reach
about 9x in 2015 (about 6x excluding shareholder loans) and FFO
to cash interest to be higher than 3x in 2015.

S&P could lower the rating if the group's liquidity significantly
weakens, resulting in a material reduction in unrestricted cash
balances or covenant headroom falling below 10% over the next 12
months without any possible improvement over the following
quarters.  Furthermore, downward rating pressure could arise if
FOCF turns negative, if the group's nominal EBITDA falls below
its 2013 level, or of the group engages in sizable acquisitions
or capital investments that result in weaker-than-expected credit
metrics.

S&P could raise the rating if the group manages to broadly
stabilize nominal EBITDA over the next 12 months.  S&P would see
continuing positive FOCF and a ratio of adjusted FFO to cash
interest coverage of more than 3x as commensurate with a 'B+'
rating.  Under S&P's upside scenario, adjusted debt to EBITDA
would also decrease to well below 6x in 2015, excluding
shareholder loans, or to about 8.5x including them.  S&P would
also expect to see covenant headroom exceeding 15% or higher if
it upgraded Sisal.



===================
L U X E M B O U R G
===================


ARCELORMITTAL: Moody's Keeps 'Ba1' CFR, Negative Outlook
--------------------------------------------------------
Moody's Investors Service affirmed ArcelorMittal's corporate
family rating and probability of default rating (PDR) at Ba1 and
Ba1-PD, respectively.  The rating action also includes the
affirmation of the Ba1 senior unsecured ratings and the Not Prime
short term ratings of ArcelorMittal.  The outlook on all the
ratings remains negative.

"We have affirmed ArcelorMittal's Ba1 ratings primarily because
the company's credit profile and business operations remain
fundamentally solid despite the volatility in its mining
profitability. Cash generation remains robust with free cash flow
generation and the company liquidity profile is good." says
Hubert Allemani, a Moody's Vice President -- Senior Analyst and
lead analyst for ArcelorMittal.  "The affirmation of
ArcelorMittal's Ba1 ratings also reflects the improvement of the
group's trading performance in 2014, with notably a strong
improvement of the steel margin though partly offset by the
mining division results.  Moody's finally notes some reduction of
the company's net reported financial debt, which could continue
in 2015 and 2016 though at a slow pace."

The negative outlook is maintained as the company will continue
to face challenging market conditions in its core markets notably
on price for steel finished products and continued pressure for
its mining division profitability.

Today's action reflects the improvement in ArcelorMittal's
profitability in 2014 despite lower iron ore prices and declining
steel price environment.  ArcelorMittal's steel EBITDA increased
by 27% driven its strong performance in the North American Free
Trade Agreement (NAFTA) region and improved market conditions in
Europe, particularly the automotive market.  The company also
benefitted in some extent from the lower raw material prices,
albeit offset by the mining division shortfall, and cost
improvements.  Moody's expects sustained volume in 2015, but
price pressure from the two core regions of North America and
Europe will impact the company's profitability.  While we expect
the Moody's adjusted EBITDA to erode in 2015, the company is
expected to remain free cash flow positive.

ArcelorMittal has well-positioned worldwide businesses with
diversified revenue streams displaying low profitability levels,
but in line with the challenging operating conditions of the
industry.  The company high market share on the growing North
American and European auto markets will continue to support
volume and maintain a high capacity utilization ratio for flat
steel products.

The company has also managed to annually reduce its overall gross
debt through free cash flow generation, although Moody's notes
that this was largely offset by a reduced level of cash ($4.0
billion at fiscal year ending 2014).  ArcelorMittal's gross
leverage (on a Moody's adjusted basis) for the fiscal year ended
in Dec. 31, 2014 is expected to remain high for the Ba1 rating
category above 4.5x, but to decrease from the high level reached
in 2012.  In its assessment Moody's expects that gross debt will
continue to decrease as a result of maturities coming due and
management commitment to ongoing debt reduction though the pace
is expected to be gradual and slow.

Moody's continues to see as risks (1) the pricing environment for
steel products in both North America and Europe; (2) exposure to
cyclical demand trends with a reliance on automotive sector
growth; (3) the high level of competition from imported products
from Asia and/or Russia, which affects pricing discipline; and
(4) high capital expenditures stemming from the capital-intensive
nature of the steel and mining industries and the company's push
to increase iron ore and coal production.

Moody's believes ArcelorMittal's liquidity is good and expects
that it will remain solid over 2015.  The decision to affirm the
ratings takes into account the company's strong liquidity
profile, as evidenced by the large amount of cash held on the
balance sheet and the committed lines available to the company.
ArcelorMittal has US$2.5 billion's worth of debt maturing in
fiscal 2015, which Moody's expects could be met without putting
excessive pressure on the company's cash flow.  At the end of
2014, ArcelorMittal's available liquidity amounted to Us$10
billion, comprising US$4 billion in cash and cash equivalents,
and US$6 billion in undrawn committed credit lines.  Finally
Moody's notes that the company uses a True Sales of Receivable
(TSR) programme as a way to manage its long cycle working
capital. Usage under this TSR program at the end of 2014 was
about $5 billion.

The negative rating outlook reflects Moody's expectation that the
rating will remain weakly positioned in the Ba1 category for the
next 12 months with weak metrics for the rating category.  The
main downside risks to the rating are (1) a further decrease in
steel prices that would squeeze the steel margin to new lows; (2)
a sharper fall of the mining EBITDA in 2015 on the back of
continuing decreases in iron ore price; and (3) uncertainties
around levels of economic growth in Europe and Brazil.

Given the current steel market environment, a stable outlook
would require that (1) conditions in the global economy and steel
markets improve, (2) ArcelorMittal delivers its mining projects
on time and achieves sustainable profitability in the mining
segment, (3) the company continues to achieve sustainable cost
savings, and (4) its credit metrics are trending toward the
middle ground between what could change the rating up and down.

Longer term, Moody's could upgrade the rating if (1)
ArcelorMittal's leverage were to approach 3.5x debt/EBITDA, (2)
its retained cash flow/debt were to move above 16% and (3) the
company were to strengthen its liquidity profile.

Conversely, the rating agency could downgrade the rating if (1)
EBITDA as reported by the company were to fall under $7 billion
for 2015 (2) it were to appear likely that ArcelorMittal's
leverage will remain consistently above 4.5x debt/EBITDA, (3) its
retained cash flow/debt were to decrease below 12%; and (4)
covenants or other factors were to constrain liquidity.

As the company currently does not outperform the second downgrade
trigger, Moody's will monitor its progress in restoring this
ratio over several quarters and will, as always, consider these
metrics on a forward-looking basis.

The principal methodology used in this rating was Global Steel
Industry published in October 2012.  Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

ArcelorMittal is the world's largest steel company. It has a
presence in more than 20 countries, operating 57 integrated and
mini-mill steel-making facilities, which have a production
capacity of around 119 million tons of crude steel per year.  The
company also has sizeable captive supplies of iron ore and coking
coal and a trading and distribution network.  In fiscal year
2014, ArcelorMittal shipped approximately 85 million tons of
steel and achieved sales of $79.3 billion.



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


IFC RFA-INVEST: S&P Affirms, Then Withdraws 'CCC+' CCR
------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'CCC+' long-term corporate credit rating and its 'ruBB-' Russia
national scale rating on Russian residential property developer
IFC RFA-Invest OJSC (RFA-Invest).  S&P subsequently withdrew the
ratings at the issuer's request.  At the time of withdrawal, the
outlook was negative.

The affirmation reflects S&P's view that RFA-Invest's internal
liquidity sources, together with potential support from the
Republic of Sakha, will be enough to meet the company's debt
repayment at least in February 2015.

At the time of withdrawal, the outlook was negative, reflecting
S&P's view that RFA-Invest might have difficulty repaying the
remaining bonds due in the next 12 months, specifically in August
2015, due to insufficient liquidity sources.  Refinancing risks
are exacerbated by the challenging industry dynamics in the
context of the deteriorating Russian economy, in S&P's view.



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


IM PASTOR 3: S&P Lowers Ratings on 2 Note Classes to CCC
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
the class A, B, and C notes in IM PASTOR 3, Fondo de Titulizacion
Hipotecaria and IM PASTOR 4, Fondo de Titulizacion de Activos.
At the same time, S&P has affirmed its 'D (sf)' ratings on the
class D notes in both transactions.

Upon publishing S&P's updated criteria for Spanish residential
mortgage-backed securities (RMBS criteria) and its updated
criteria for rating single-jurisdiction securitizations above the
sovereign foreign currency rating (RAS criteria), S&P placed
those ratings that could potentially be affected "under criteria
observation".

Following S&P's review of these transactions, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

The rating actions follow S&P's credit and cash flow analysis of
the most recent transaction information that S&P has received in
December 2014.  S&P's analysis reflects the application of its
RMBS and RAS criteria.

Interest deferral triggers in both transactions are based on
principal deficiency levels.  On the March 2014 interest payment
date (IPD), the class D notes' trigger was breached and interest
on the class D notes was not paid in IM PASTOR 3.  As a result,
S&P lowered to 'D (sf)' from 'CCC (sf)' its rating on the class D
notes.  The same trigger event had occurred in IM PASTOR 4 on the
December 2013 IPD.

Since S&P's March 2013 review, the performance of both
transactions has deteriorated further and defaults have
considerably increased.  In S&P's opinion, long-term
delinquencies have rolled quickly into defaults, as it believes
that the servicer of the underlying collateral pools is finding
it increasingly difficult to cure delinquencies and recovering
defaulted loans.  Defaults as a percentage of each portfolio
balance are 20.84% and 18.09% for IM PASTOR 3 and IM PASTOR 4,
respectively (as of December 2014), and cumulative defaults as a
percentage of the closing balance are 7.82% and 8.82%,
respectively.  This represents a significant deterioration since
S&P's March 2013 review, when defaults represented 13.26% and
11.73% over each portfolio balance for IM PASTOR 3 and IM PASTOR
4, respectively, and cumulative defaults represented 5.71% and
6.52%, respectively, over the closing balance.

The reserve funds have been fully depleted since September 2009
and December 2009 for IM PASTOR 3 and IM PASTOR 4, respectively.
Additionally, the rolling over of long-term delinquencies into
defaults has increased principal deficiency and
undercollateralization of the entire capital structure in both
transactions.  Consequently, the available credit enhancement for
the class A notes has significantly decreased.

IM PASTOR 3 Available Credit Enhancement

Class                   Current     Last review
                            (%)             (%)

A                          (4.4)            2.0
B                         (10.1)          (2.8)
C                         (14.2)          (6.3)
D                         (17.6)          (9.1)

IM PASTOR 4 Available Credit Enhancement

Class                   Current     Last review
                            (%)             (%)

A                          (0.8)            2.6
B                          (6.4)          (1.8)
C                          (9.2)          (4.1)
D                         (11.4)          (5.8)

After applying S&P's RMBS criteria to this transaction, its
credit analysis results show a decrease in the weighted-average
foreclosure frequency (WAFF) and an increase in the weighted-
average loss severity (WALS) for each rating level in both
transactions.

IM PASTOR 3

Rating level    WAFF (%)    WALS (%)

AAA                 15.8        18.9
AA                  12.5        14.8
A                   10.0         8.5
BBB                  7.5         5.7
BB                   5.2         3.9
B                    4.4         2.6

IM PASTOR 4

Rating level    WAFF (%)    WALS (%)

AAA                 15.5        26.2
AA                  12.3        22.0
A                    9.7        15.1
BBB                  7.3        11.6
BB                   5.1         9.2
B                    4.2         7.2

In both transactions, the decrease in the WAFF is mainly due to
lower arrears and the different adjustments that S&P applies to
seasoned loans under its RMBS criteria.  The increase in the WALS
is mainly due to the application of S&P's revised market value
decline assumptions.  The overall effect is an increase in the
required credit coverage for each rating level.

Following the application of S&P's RAS criteria and its RMBS
criteria, it has determined that its assigned rating on each
class of notes in this transaction should be the lower of (i) the
rating as capped by S&P's RAS criteria and (ii) the rating that
the class of notes can attain under its RMBS criteria.

Taking into account the results of S&P's updated credit and cash
flow analysis, it considers the available credit enhancement for
the class A, B, and C notes in both transactions to not be
commensurate with our currently assigned ratings.  S&P has
therefore lowered to 'B- (sf)' from 'B+ (sf)' its rating on the
class A notes.  Although S&P considers these notes to be
vulnerable to ultimate principal nonpayments (at legal maturity)
given their undercollateralization, S&P do not expect this to
happen in the short term, and given their seniority in the
capital structure, they could benefit faster than other classes
of notes from any collateral improvement.

S&P considers the class B and C notes to be vulnerable to
interest shortfalls and ultimate principal nonpayments, and
dependent upon favorable business and economic conditions (for
example, an improvement in the observed recoveries over defaulted
loans to meet their obligations).  S&P has therefore lowered to
'CCC (sf)' from 'B- (sf)' its ratings on the class B and C notes
in both transactions.  S&P's RAS criteria do not constrain the
ratings of the notes.

S&P considers the ongoing liquidity shortfalls for the class D
notes in both transactions to be commensurate with its currently
assigned ratings.  S&P has therefore affirmed its 'D (sf)'
ratings on the class D notes in both transactions.

On the back of improving but still depressed macroeconomic
conditions, S&P don't expect the performance of the transactions
in its Spanish RMBS index to improve in 2015.

S&P expects severe arrears in both portfolios to remain at their
current levels, as there are a number of downside risks.  These
include weak economic growth, high unemployment, and fiscal
tightening.  On the positive side, S&P expects interest rates to
remain low for the foreseeable future.

IM PASTOR 3 and IM PASTOR 4 are both Spanish RMBS transactions,
which closed in June 2005 and June 2006, respectively, and
securitize first-ranking mortgage loans. Banco Pastor (now Banco
Popular Espanol) originated both pools, which comprise loans
granted to prime borrowers, mainly in Catalonia.

RATINGS LIST

Class             Rating
            To                From

IM PASTOR 3, Fondo de Titulizacion Hipotecaria
EUR1 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A           B- (sf)           B+ (sf)
B           CCC (sf)          B- (sf)
C           CCC (sf)          B- (sf)

Rating Affirmed

D           D (sf)

IM PASTOR 4, Fondo de Titulizacion de Activos
EUR920 Million Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A           B- (sf)           B+ (sf)
B           CCC (sf)          B- (sf)
C           CCC (sf)          B- (sf)

Rating Affirmed

D           D (sf)


SANTANDER EMPRESAS 3: Moody's Affirms 'Caa2' Rating on D Notes
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of seven notes and
confirmed the ratings of two notes in four Spanish asset-backed
securities (ABS) transactions.  The upgrades of the local-
currency country risk ceilings to Aa2 from A1 in Spain on 20
January 2015 prompted the rating actions.

Transactions affected by the rating action are four ABS backed by
SME loans:

   -- FTPYME BANCAJA 2, FTA

   -- GC FTPYME SABADELL 4, FTA

   -- PYME BANCAJA 5, FTA

   -- SANTANDER EMPRESAS 3, FTA

The main drivers behind today's upgrades are (1) the reduced
country risk as reflected by the increase in the maximum
achievable rating in Spain and (2) sufficiency of credit
enhancement in the affected transactions.

Moody's analysis incorporates the revisions, when needed, of EL
assumptions taking into account the collateral performance to-
date as well as the exposure to relevant counterparty servicers,
account banks and swap providers.  Moody's cash flow sensitivity
stress tests as well as borrower concentration analysis were also
taken into account in today's rating actions and limited the
upgrade of two notes in two deals.

Moody's has also confirmed the ratings of the notes in PYME
Bancaja 5, FTA where the current credit enhancement was
commensurate with the current ratings.

The country ceilings reflect a range of risks that issuers in any
jurisdiction are exposed to, including economic, legal and
political risks. On Jan. 20, 2015, Moody's announced a six-notch
uplift between a government bond rating and its country risk
ceiling for Spain.  As a result, the maximum achievable ratings
for covered bonds and structured finance transactions were
increased to Aa2 from A1 for Spain.

Moody's has revised its volatility assumption in those
transactions given the reduced country risk.  Most assumptions
remain unchanged given the stable performance of the transactions
and the stable outlook for Spanish ABS.  The default probability
(DP) remains unchanged in all the transactions with the exception
of Santander Empresas 3, FTA.

In Santander Empresas 3, FTA Moody's increased its DP to 20% from
14.25% of the current pool balance to reflect current pool
characteristics.  In particular, this transaction has very large
top one debtor representing 10.4% of the current portfolio.  This
loan was delinquent in 2014 at the time of the last rating
action, but it is reperforming again.  The higher credit risk of
this position was taken into account in the analysis.  The
portfolio credit enhancement increased from 24.5% to 26.0% as
reflected by the volatility of 49.7% and unchanged recovery rate
of 50%.

In FTPYME Bancaja 2, FTA the unchanged DP on the current balance
of 20%, together with the recovery rate of 60% and a volatility
of 61.1%, corresponds to an unchanged portfolio credit
enhancement of 27.4%.

In PYME Bancaja 5, FTA the unchanged DP on the current balance of
30%, together with the recovery rate of 45% and a volatility of
37.3%, corresponds to an unchanged portfolio credit enhancement
of 37.2%.

In GC FTPYME Sabadell 4, FTA the unchanged DP on the current
balance of 20%, together with the recovery rate of 55% and a
volatility of 57.1%, corresponds to an unchanged portfolio credit
enhancement of 29.0%.

Moody's has incorporated the sensitivity of the ratings to
borrower concentrations into the quantitative analysis.  In
particular, Moody's considered the credit enhancement coverage of
large debtors in both transactions as they show significant
exposure to large debtors.  The results of this analysis limited
the potential upgrade of the rating on the class B Notes of GC
FTPYME Sabadell 4, FTA to A1 (sf) as credit enhancement of 22.9%
only covers top twenty debtors.

Today's rating actions took into consideration the notes'
exposure to relevant counterparties, such as servicers, account
banks or swap providers.  Moody's considered how the liquidity
available in the transactions and other mitigants support
continuity of note payments, in case of servicer default.

The absence of liquidity combined with the credit quality of
Banco Sabadell, S.A. (Ba2/NP) acting as servicer in GC FTPYME
Sabadell 4, FTA limited the potential upgrade of the rating on
the class B Notes to A1 (sf) (together with the borrower
concentration as mentioned above).

Moody's also assessed the default probability of each
transaction's account bank providers.  Moody's analysis
considered the risks of additional losses on the notes in the
event of them becoming unhedged, following a swap counterparty
default.

To ensure rating stability and to test the sensitivity of the
note ratings, Moody's ran stressed scenarios in cash flow models
before upgrading the relevant notes.

The stressed scenarios assume (1) a 25% stresses for the default
probability assumption; and (2) a 20% increase in the portfolio
CE assumption.  The ratings were upgraded when the negative
rating impact resulting from the above test was within the
sensitivity tolerance.  The sensitivity test to key collateral
assumptions have constrained the upgrade of Class B Notes in
FTPYME Bancaja 2, FTA as well as Class C Notes in Santander
Empresas 3, FTA.

The principal methodology used in these ratings was Moody's
Global Approach to Rating SME Balance Sheet Securitizations
published in January 2015.

Factors or circumstances that could lead to an upgrade of the
ratings are (1) a lower probability of high-loss scenarios owing
to an upgrade of the country ceiling; (2) performance of the
underlying collateral that exceeds Moody's expectations; (3)
deleveraging of the capital structure; and (4) improvements in
the credit quality of the transaction counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings are (1) an increased probability of high-loss scenarios
owing to a downgrade of the country ceiling; (2) performance of
the underlying collateral that does not meet Moody's
expectations; (3) deterioration in the notes' available CE; and
(4) deterioration in the credit quality of the transaction
counterparties.

List of Affected Ratings:

Issuer: FTPYME BANCAJA 2, FTA

   -- EUR32 million B Notes, Upgraded to A2 (sf); previously on
      Jan. 23, 2015 Baa1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR11.8 million C Notes, Upgraded to Ba3 (sf); previously
      on Jan. 23, 2015 B2 (sf) Placed Under Review for Possible
      Upgrade

Issuer: GC FTPYME SABADELL 4, FTA

   -- EUR24 million B Notes, Upgraded to A1 (sf); previously on
      Jan. 23, 2015 Baa1 (sf) Placed Under Review for Possible
      Upgrade

Issuer: PYME BANCAJA 5, FTA

   -- EUR62.7 million B Notes, Confirmed at Ba1 (sf); previously
      on Jan. 23, 2015 Ba1 (sf) Placed Under Review for Possible
      Upgrade

Issuer: SANTANDER EMPRESAS 3, FTA

   -- EUR1800 million A2 Notes, Upgraded to Aa2 (sf); previously
      on Jan. 23, 2015 A1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR627.5 million A3 Notes, Upgraded to Aa2 (sf); previously
      on Jan. 23, 2015 A1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR39.7 million B Notes, Upgraded to Aa2 (sf); previously
      on Jan. 23, 2015 A1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR117.3 million C Notes, Upgraded to A3 (sf); previously
      on Jan. 23, 2015 Ba1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR70 million D Notes, Confirmed at Caa2 (sf); previously
      on Jan. 23, 2015 Caa2 (sf) Placed Under Review for Possible
      Upgrade


UCI 16: S&P Lowers Rating on Class B Notes to 'CCC+'
----------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions inFondo de Titulizacion de Activos UCI 16, Fondo de
Titulizacion de Activos UCI 17, and Fondo de Titulizacion de
Activos UCI 18.

Specifically, S&P has:

   -- Lowered its ratings on UCI 16's and 17's class A2 and B
      notes, and UCI 18's class A and B notes; and

   -- Affirmed its ratings on UCI 16's class C, D, and E notes,
      and UCI 17's and 18's class C and D notes.

Upon publishing S&P's updated criteria for Spanish residential
mortgage-backed securities (RMBS criteria) and S&P's updated
criteria for rating single-jurisdiction securitizations above the
sovereign foreign currency rating (RAS criteria), S&P placed
those ratings that could potentially be affected "under criteria
observation".

Following S&P's review of these transactions, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

The rating actions follow S&P's credit and cash flow analysis of
the most recent transaction information that it has received as
of each transaction's latest payment date.  S&P's analysis
reflects the application of its RMBS criteria and its RAS
criteria.

Severe delinquencies of more than 90 days, at 7.20%, 7.68%, and
6.71%, for UCI 16, 17, and 18, respectively, are on average
higher for these transactions than S&P's Spanish RMBS index.
Collateral performance has remained relatively stable since mid-
2011, following an improvement after 2009.  However, the asset
pools also include loans to borrowers under payment arrangements
and with capitalized amounts.  Some of these loans are not in
arrears, but may be at higher risk of default, in S&P's view.
Defaults are defined as mortgage loans in arrears for more than
18 months in these transactions.

Current defaults over the outstanding balance of the assets
securitized have increased to 12.98% from 11.88% for UCI 16, to
11.63% from 10.73% for UCI 17, and to 7.20% from 7.06% for UCI 18
since our previous reviews.  Prepayment levels remain low and the
transactions are unlikely to pay down significantly in the near
term, in S&P's opinion.

After applying S&P's RMBS criteria to these transactions, its
credit analysis results show an increase in the weighted-average
foreclosure frequency (WAFF) and in the weighted-average loss
severity (WALS) for each rating level.

Rating level    WAFF (%)    WALS (%)

UCI 16

AAA                 51.4        49.4
AA                  46.7        45.3
A                   42.1        37.9
BBB                 33.6        33.8
BB                  28.9        30.9
B                   27.1        28.2

UCI 17

AAA                 60.9        52.0
AA                  55.3        47.9
A                   49.6        40.7
BBB                 40.3        36.6
BB                  35.0        33.6
B                   32.6        30.8

UCI 18

AAA                 63.2        57.7
AA                  57.6        52.7
A                   52.9        43.6
BBB                 42.0        38.5
BB                  37.3        34.8
B                   35.5        31.3

The increase in the WAFF is mainly due to the increase in the
proportion of assets in payment arrangements and the lack of
seasoning credit given to delinquent loans.  These payment
arrangements are more vulnerable to an adverse macroeconomic
environment, in S&P's view, and it has stressed them accordingly.
The increase in the WALS is mainly due to the application of
S&P's revised market value decline assumptions and the effect of
house price declines since the origination of the underlying
collateral. The overall effect is an increase in the required
credit coverage for each rating level.

Following the application of S&P's RAS criteria and its RMBS
criteria, S&P has determined that its assigned rating on each
class of notes in these transactions should be the lower of (i)
the rating as capped by S&P's RAS criteria and (ii) the rating
that the class of notes can attain under S&P's RMBS criteria.  In
these three transactions, S&P's ratings are not constrained by
the rating on the sovereign due to the transactions' credit and
structural features, and are therefore constrained by the
application of S&P's RMBS criteria.

These transactions feature an amortizing reserve fund.  In UCI 16
and 17, the reserve funds have been fully depleted since
September 2010.  The reserve fund in UCI 18 has been previously
used, but is currently at its target level.  Contrary to UCI 16
and 17, prepayments in UCI 18 have been sufficient to cure
defaults without having to fully draw its reserve fund.

All three transactions feature interest deferral triggers, partly
based on the level of outstanding defaults, which protect the
more senior classes of notes in stressful scenarios.  In UCI 16
and 18, the triggers have been breached for some classes of
notes, but interest collections from the assets have remained
sufficient to pay full and timely interest on the associated
notes.  In UCI 17, an interest deferral breach has led to
interest shortfalls for the class C notes.

UCI 17 and UCI 18 have a basis swap.  In both cases, the fund
pays to the counterparty the interest amounts equivalent to 12-
months Euro Interbank Offered Rate (EURIBOR), and the swap pays
in return three-months EURIBOR.  In UCI 17, BNP Paribas
Securities Services (A+/Negative/A-1) is the swap provider, and
in UCI 18, the swap provider is Banco Santander S.A.
(BBB+/Stable/A-2).

In UCI 17, the downgrade language is not in line with S&P's
current counterparty criteria.  Consequently, the notes' maximum
ratings are constrained at BNP Paribas' long-term issuer credit
rating (ICR) plus one notch.  In UCI 18, Banco Santander has not
taken the remedy actions outlined in the transaction documents
after the downgrade of the swap counterparty.  Therefore, S&P's
current counterparty criteria constrain the notes' maximum rating
at Banco Santander's long-term ICR.  However, given the credit
and structural features that both transactions have, S&P's
ratings on UCI 17's and 18's notes are not constrained by the
swap counterparties because the resulting ratings are lower than
the ICR of the counterparties.

Since UCI 16's pool currently comprises floating-rate loans,
there is no longer a swap in this transaction covering the
portfolio's initial fixed portion.  S&P has therefore applied its
basis risk stress and margin compression assumptions.  These
adjustments affect the fund's cash flows as they narrow inflows
that are not able to pay the weighted-average cost of the notes
plus the fund's fees at the current rating levels.

Although all three transactions' performance has been stable
since S&P's previous reviews, its updated credit assessment of
the assets, which includes the originator's level of payment
arrangements together with S&P's updated RMBS cash flow
assumptions, constrain the available credit enhancement levels.
For UCI 16's and 17's class A2 and B notes, and UCI 18's class A
and B notes, the available credit enhancement is commensurate
with lower ratings than those currently assigned.  S&P has
therefore lowered its ratings on UCI 16's and 17's class A2 and B
notes, and UCI 18's class A and B notes.

The available credit enhancement for UCI 16's class C, D and E
notes, and UCI 17's and 18's class C and D notes is commensurate
with S&P's currently assigned ratings.  S&P has therefore
affirmed its ratings on UCI 16's class C, D and E notes, and UCI
17's and 18's class C and D notes.

S&P also considers credit stability in its analysis.  To reflect
moderate stress conditions, S&P adjusted its WAFF assumptions by
assuming additional arrears of 8% for one-year and three-year
horizons.  This did not result in S&P's rating deteriorating
below the maximum projected deterioration that it would associate
with each relevant rating level, as outlined in S&P's credit
stability criteria.

In S&P's opinion, the outlook for the Spanish residential
mortgage and real estate market is not benign and S&P has
therefore increased its expected 'B' foreclosure frequency
assumption to 3.33% from 2.00%, when S&P applies its RMBS
criteria, to reflect this view.  S&P bases these assumptions on
its expectation of modest economic growth, continuing high
unemployment, and house prices leveling off in 2015.

On the back of improving but still depressed macroeconomic
conditions, S&P don't expect the performance of the transactions
in its Spanish RMBS index to improve in 2015.

S&P expects severe arrears in the portfolios to remain at their
current levels, as there are a number of downside risks.  These
include weak economic growth, high unemployment, and fiscal
tightening.  On the positive side, S&P expects interest rates to
remain low for the foreseeable future.

UCI 16, 17, and 18 are Spanish RMBS transactions, which closed
between October 2006 and February 2008, and mainly securitize
first-ranking mortgage loans that UCI originated.  The pools
mostly comprise loans granted to prime borrowers secured over
owner-occupied residential properties.

RATINGS LIST

Class       Rating            Rating
            To                From

Fondo de Titulizacion de Activos UCI 16
EUR1.82 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A2          BB- (sf)          BBB- (sf)
B           CCC+ (sf)         B- (sf)

Ratings Affirmed

C           CCC (sf)
D           CCC- (sf)
E           D (sf)

Fondo de Titulizacion de Activos UCI 17
EUR1.415 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A2          B+ (sf)           BBB (sf)
B           CCC- (sf)         CCC (sf)

Ratings Affirmed

C           D (sf)
D           D (sf)

Fondo de Titulizacion de Activos UCI 18
EUR1,723 Million Asset-Backed Floating-Rate Notes

Ratings Lowered

A           B- (sf)           BB (sf)
B           CCC+ (sf)         B- (sf)

Ratings Affirmed

C           CCC- (sf)
D           D (sf)



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


UKRAINE: Seeks Up to US$10.8 Billion in IMF Aid in 2015
--------------------------------------------------------
Alexander Kolyandr and Nick Shchetko at The Wall Street Journal
reports that Ukraine Finance Minister Natalie Jaresko on Feb. 16
said the crisis-hit country hopes to get as much as US$10.8
billion from the International Monetary Fund in 2015 and save up
to US$15 billion over the next four years from a planned
restructuring of its foreign debt.

Ukraine, the Journal says, is dependent on international funding
as its finances and economy have been hammered by a bloody,
months'-long conflict with Moscow-backed militants in its
industrial east.

The IMF proposed last week a US$17.5 billion four-year program to
shore up Ukraine's war-torn economy, the Journal relates.  The
package is bigger and longer-term than the previous one, adopted
in April, the Journal notes.

Ms. Jaresko, as cited by the Journal, said the exact amount of
the urgently needed money the IMF is ready to provide in the
first year has not yet been decided, but Ukraine wants to get as
much as possible.

"According to the experience of the IMF with other programs, the
figure cannot be higher than 60% of the full amount . . . that's
about $10.8 billion, nothing more than that can arrive in the
first year," the Journal quotes Ms. Jaresko as saying.

The U.S.-born official said the government expects to persuade
the country's public debt holders to allow a restructuring, which
would cut payments by $15 billion in the next four years, the
Journal relays.  She said the figure is part of the total US$40
billion aid package announced earlier by the IMF, the Journal
notes.  Ukraine hopes to persuade bondholders to swap their debt
for new securities with a longer maturity and lower coupon rates,
the Journal relays.

Ms. Jaresko said Ukraine has not yet started talks with holders
of its sovereign debt, but will begin negotiations in March,
after the IMF board approves the program, the Journal notes.
Those talks will include Russia, she said, which issued a US$3
billion Eurobond to Ukraine before its ally, then-President
Viktor Yanukovych, fled to Russia amid large-scale
demonstrations, according to the Journal.  Moscow has indicated
it may demand early repayment of the bond, citing the terms of
the loan, the Journal recounts.

Ms. Jaresko on Feb. 16 said she expects to complete the talks in
the first half of the year, the Journal relays.



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


DYTECNA: Shuts Down Doors; Cuts 150 Jobs
----------------------------------------
Malvern Gazette reports that Dytecna, a high-tech Malvern company
which went into administration, has closed with the loss of
nearly 150 jobs.

Dytecna, based at Malvern Hills Science Park, went into
administration following a downturn in trading, but hopes were
high that a buyer would be found, according to Malvern Gazette.

But on Feb. 17, FPR Advisory said Dytecna has ceased trading and
most of the 150-strong workforce have been made redundant, the
report notes.

The report discloses that Philip Watkins --
philip.watkins@frpadvisory.com -- joint administrator at FRP
Advisory, said: "It goes without saying that it is deeply
regrettable that a business with such a long history has had to
cease trading and close its doors.

"Despite a number of parties expressing an interest in the
business, no viable solution unfortunately could be found to
enable the business to continue trading," the report quoted Mr.
Watkins as saying.

"As joint administrators our immediate focus will be to assist
staff who have lost their jobs and provide them with the
necessary support to submit timely claims to the Redundancy
Payments Service," Mr. Watkins said, the report relays.


HARRISON'S COACHES: Brought Out by Competitor; 30 Jobs Saved
------------------------------------------------------------
Bdaily News reports that FRP Advisory, the restructuring and
advisory firm, confirmed that the business and accompanying
assets of Harrison's Coaches (Morecambe) Limited, trading as
Battersby Silver Grey, has been sold out of administration to
John Shaw & Sons Limited, trading as Travellers Choice.

The move has ensured the continuity of service to all the
Company's key customers and secured the jobs of all 30 staff
employed by the business, according to Bdaily News.

FRP Advisory partners, Russell Cash --
russell.cash@frpadvisory.com -- and Ben Woolrych --
ben.woolrych@frpadvisory.com -- were appointed Joint
Administrators to the Company on January 28, 2015.

"The sale of Battersby Silver Grey to Travellers Choice provides
the best possible solution for the Company's array of local and
regional customers, all 30 staff and the local economy it
supports," the report quoted Mr. Cash as saying.

"The Company unfortunately failed to receive the investment it
was promised when Bakerbus and King Long Direct became involved
around 15 months ago," Mr. Cash said, the report notes.

"We were therefore determined to make every effort to secure the
future that this long standing business deserves.  The marketing
process attracted many approaches and we engaged with a number of
interested parties before proceeding with Travellers Choice which
offered the best outcome for creditors and a viable future.  We
wish Battersby Silver Grey the very best under its new
ownership," Mr. Cash added.

The company was founded in 1948 and operates a fleet of 27 buses
and coaches.


MACKELLAR SUB-SEA: Goes Into Administration
-------------------------------------------
Energy Voice reports that highland firm Mackellar Sub-Sea has
gone into administration.

There have not been any immediate redundancies and administrators
said they believed the business remained "viable" despite losses
on a number of contracts, according to Energy Voice.

The report relays that joint administrator Tom MacLennan --
tom.mclennan@frpadvisory.com -- of FRP Advisory said: "We believe
there is a viable business underlying these recent contract-
related losses and we will continue to trade the company whilst
actively seeking a buyer."

The company has also appointed administrators to related
companies MacKellar Tritech Ltd and Tritech Nairn Ltd, the report
discloses.

The report notes that MacKellar Subsea's last full-year audited
accounts, covering the 2012 year to September 30, revealed
turnover had grown 42% year-on-year to GBP7.17 million and
pre-tax profits rose to GBP682,488, up from GBP151,216 the prior
year.

The administrators said turnover "has grown rapidly in the last
three years and is likely to exceed GBP8 million for the latest
financial year," the report relays.

The company, which employs 97 full and part-time staff, is based
in Grantown-on-Spey.


NEWDAY PARTNERSHIP: S&P Assigns 'BB' Rating to Class F Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned preliminary credit
ratings to NewDay Partnership Funding 2015-1 PLC's series 2015-1
class A, B, C, D, E, and F notes.  This issuance is from the
NewDay Partnership Receivables Trust.

A portion of the existing unrated originator variable funding
note (VFN) issued by NewDay Partnership Loan Note Issuer Ltd. to
the transferor, NewDay Partnership Transferor PLC, will provide
series-specific credit enhancement for series 2015-1.

S&P rated the class E and F notes on the basis of deferrable
interest.

The unrated originator VFN provides series-specific subordination
to each series issued from the master trust (including series
2015-1).  The transferor holds the excess of the originator VFN
balance above the total required subordination amount as
transferor interest.  The transferor uses this to meet its
minimum transferor interest requirement and risk retention
obligations.

The NewDay Partnership Receivables Trust is a master trust of
credit card, store card, and installment credit (sales finance
loan) receivables that NewDay Ltd. originates under retail
partnership agreements.  NewDay has active retail partnership
agreements with Arcadia, Debenhams, Laura Ashley, and House of
Fraser.

RATING RATIONALE

Sector Outlook

There has been a continued improvement in the U.K. macroeconomic
outlook, which has been confirmed by recent economic indicators
as well as revisions to S&P's own U.K. GDP and unemployment
forecasts.  S&P expects U.K. GDP to grow by 2.5% in 2015 and 2.2%
in 2016.  S&P's economist forecasts that the unemployment rate
will fall to 6.1% in 2015 and 5.9% in 2016.

Overall, U.K. credit card trust performance has been resilient to
date.  S&P expects GDP to continue to increase, while
unemployment continues to decrease from its cyclical peak of 8.5%
in late 2011. Consequently, S&P anticipates that U.K. collateral
performance will benefit from macroeconomic and monetary
conditions.  In summary, S&P's outlook for the U.K. credit card
sector is strong.

Operational Risk

S&P attended a corporate overview meeting in August 2014 where it
discussed NewDay's origination and underwriting policies,
servicing, account risk management, collections, and recovery
strategies.  S&P considers them to be in line with general market
practice and commensurate with our preliminary ratings.  NewDay
has sub-delegated certain aspects of servicing, settlements, and
payment processing to Santander UK PLC and First Data Global
Services Ltd.  Based on the portfolio's performance to date, S&P
considers these entities to be capable of carrying out their
respective tasks.

S&P took into account the depth of the U.K. credit market in
assessing operational risk.  Replacement servicers are readily
available and the transaction servicing fee is relatively high.
A liquidity reserve is available to bridge any servicer
transition period.  In light of these factors, S&P considers the
servicer's severity and portability risk to be low under its
operational risk criteria.  Consequently, these criteria do not
constrain S&P's preliminary ratings in this transaction.

Credit Risk

S&P considered the portfolio's historical payment, purchase,
charge-off, and yield rates in its analysis.  S&P sets its base-
case assumptions in line with its European consumer finance
criteria, taking into account macroeconomic conditions and
industry trends.  S&P has historical performance data for the
portfolio since 2009.  In setting S&P's base-case assumptions, it
considered the effect of the termination of the House of Fraser
retail partnership agreement.  In S&P's view, this is the best
performing partnership book.  S&P also factored in the
performance of the closed partnership books, which are in run-off
mode (run-off account cards cannot be used to make any new
purchases).

Cash Flow Analysis

S&P ran two cash flow scenarios of rapid amortization, under both
rising and falling interest rates for the rated notes.  The
available credit enhancement for the rated tranches is sufficient
to absorb the credit losses under the respective rating
scenarios.

Counterparty Risk

The transaction is exposed to counterparty risk through Citibank
N.A., London branch and Santander UK PLC as bank account
providers. Citibank, London branch will provide the transferor
collections account, the various trust accounts, the loan note
issuer accounts, and the issuer accounts.  Santander UK will
provide the servicer collections account.  The documented
downgrade and replacement language is in line with S&P's current
counterparty criteria.

Legal Risk

The receivables trustee, the loan note issuer, and the issuer are
bankruptcy remote, in line with S&P's European legal criteria.
S&P has received an external legal opinion, which indicates that
the sale of the receivables would survive if the originator were
to become insolvent.  S&P has reviewed legal opinions for the
master trust and for the rated issuances.

Credit Stability

S&P analyzed the effect of a moderate stress on the credit
variables, and its ultimate effect on its ratings on the notes.
S&P ran two scenarios, modeling rapid amortization with rising
and falling interest rates for the notes.  The results are in
line with S&P's credit stability criteria.

RATINGS LIST

Class                  Rating            Amount
                                       (mil. GBP)

NewDay Partnership Funding 2015-1 PLC
Asset-Backed Floating-Rate Notes Series 2015-1

A                      AAA (sf)             TBD
B                      AA (sf)              TBD
C                      A+ (sf)              TBD
D                      BBB+ (sf)            TBD
E                      BBB+ (sf)            TBD
F                      BB (sf)              TBD

NewDay Partnership Loan Note Issuer Ltd.
Asset-Backed Floating Rate Notes

Originator VFN         NR                   TBD

NR--Not rated.
TBD--To be determined.
VFN--Variable funding notes.


NEWDAY PARTNERSHIP 2015-1: Fitch Assigns 'B' Rating to F Notes
--------------------------------------------------------------
Fitch Ratings has assigned NewDay Partnership Funding 2015-1Plc's
notes expected ratings as:

  Series 2015-1 A: 'AAA(EXP)sf'; Outlook Stable
  Series 2015-1 B: 'AA(EXP)sf'; Outlook Stable
  Series 2015-1 C: 'A-(EXP)sf'; Outlook Stable
  Series 2015-1 D: 'BBB(EXP)sf'; Outlook Stable
  Series 2015-1 E: 'BB(EXP)sf'; Outlook Stable
  Series 2015-1 F: 'B(EXP)sf'; Outlook Stable

The final ratings are contingent on the receipt of final
documentation conforming to information already reviewed,
including the issue amounts.  When final ratings are assigned,
Fitch expects to affirm the ratings assigned to the notes issued
by NewDay Partnership Funding 2014-1Plc and NewDay Partnership
Loan Note Issuer Ltd.

The transaction is a securitisation of UK credit card, store card
and instalment loan receivables originated by NewDay Ltd.  The
receivables arise under a number of retail agreements, but active
origination currently takes place mostly for co-branded credit
cards under agreements with Debenhams, the Arcadia Group, House
of Fraser and Laura Ashley.  NewDay acquired the portfolio and
the related servicing platform in 2013 from Santander UK plc.

KEY RATING DRIVERS

Good Asset Performance

The charge-off, delinquency and payment rate performance of the
combined pool has historically been in line with prime UK credit
cards.  Notable differences exist between the three main product
groups, and one-time effects from legacy retailer agreements make
forming single steady-state assumptions challenging.
Furthermore, active origination is only taking place under four
retail agreements at the moment, making the key performance
indicators for the whole pool subject to run-out effects of
various closed books.

Fitch defined a charge-off steady state assumption of 8%, while
the monthly payment rate (MPR) steady state is set at 19%.

Shift in Portfolio Composition

The originations under the four currently active retailer
agreements (Debenhams, House of Fraser, Arcadia Group and Laura
Ashley - the open book) have come to dominate trust performance.
Receivables originated under new retail agreements may also be
added to the trust within the life of the transaction.  Adding
receivables linked to a new retailer is subject to rating
confirmation.

In Fitch's opinion, the customer demographic that is
characteristic of a given retailer will be the key performance
driver of the related receivables.  While clearly outlined and
implemented credit guidelines combined with a state of the art
scoring model minimize this risk, in Fitch's view, it can never
be entirely mitigated.  Furthermore, fully levelling the
performance between retailers is unlikely to be in the commercial
interests of the originator.  Therefore, Fitch derived its steady
state assumptions on the basis of a changing retailer mix.

Variable Funding Notes (VFN)

In addition to Series 2014-VFN providing the funding flexibility
that is typical and necessary for credit card trusts, the
structure employs a separate "Originator VFN" purchased and held
by NewDay Partnership Transferor Plc.  This will serve three main
purposes: to provide credit enhancement to the rated notes, to
add protection against dilution by way of a separate functional
transferor interest and to serve the minimum retention
requirements.

Unrated Originator and Servicer

The NewDay group will act in a number of capacities through its
various entities, most prominently as originator and servicer,
but also as cash manager to the securitization.  In most other UK
trusts these roles are fulfilled by large institutions with a
strong credit profile.  The degree of reliance in this
transaction is mitigated by the transferability of operations,
agreements with established card service providers, a back-up
cash management agreement and a non-amortizing liquidity reserve
per series.

Retail Partners Drive Risk

In addition to a changing portfolio composition there is also the
risk of retailer concentration.  Independently of cardholders'
credit characteristics, card utility and, as a result,
receivables performance is substantially linked to the perceived
attractiveness of the continued use of the card.  This applies
more to store cards than credit cards.  In setting its
assumptions, Fitch considered this potentially higher stress on
the portfolio.

Steady Asset Outlook

Fitch expects UK credit card performance will be stable, with
only limited up-ticks in delinquency and charge-off levels
throughout 2015 as the current levels are unsustainable in the
long term. Payment rates and yields are expected to remain stable
in 2015 but there is still no clarity on how lenders reliant on
interchange to fund their reward programs will replace the loss
of this income source (Credit Card Index - UK 1Q15).

RATING SENSITIVITIES

Rating sensitivity to increased charge-off rate

Increase charge-off rate base case by 25% / 50% / 75%
Series 2015-1 A: 'AA+sf'/'AAsf'/'AA-sf'
Series 2015-1 B: 'AA-sf'/'A sf'/'BBB+sf'
Series 2015-1 C: 'A-sf'/'BBB sf'/'BB+sf'
Series 2015-1 D: 'BB+sf'/'BBsf'/'BB-sf'
Series 2015-1 E: 'BB-sf'/'B sf'/'B-sf'
Series 2015-1 F: 'B-sf'/'CCC sf'/'C sf'

Rating sensitivity to reduced MPR
Reduce MPR base case by 15%/25%/35%

Series 2015-1 A: 'AA+sf'/'AAsf'/'AA-sf'
Series 2015-1 B: 'A+sf'/'Asf'/'A-sf'
Series 2015-1 C: 'BBB+sf'/'BBBsf'/'BBB-sf'
Series 2015-1 D: 'BBB-sf'/'BB+sf'/'BBsf'
Series 2015-1 E: 'BBsf'/'BB-sf'/'B+sf'
Series 2015-1 F: 'Bsf'/'Bsf'/'B-sf'

Rating sensitivity to reduced purchase rate (ie aggregate new
purchases divided by aggregate principal repayments in a given
month)

Reduce purchase rate base case by 50% / 75%

Series 2015-1 A: 'AAAsf'/'AAAsf'
Series 2015-1 B: 'AA-sf'/'A+sf'
Series 2015-1 C: 'A-sf'/'BBB+sf'
Series 2015-1 D: 'BBB-sf'/'BB+sf'
Series 2015-1 E: 'BB-sf'/'B+sf'
Series 2015-1 F: 'Bsf'/'CCCsf'


PELAMIS: Dundee University is a Creditor
----------------------------------------
thecourier.co.uk reports that Dundee University is a creditor of
Pelamis, the wave-power developer that collapsed with debts of
more than GBP15 million.

The Edinburgh-based firm's assets -- including intellectual
property associated with its 'seasnake' wave energy device -- are
estimated to be worth GBP835,000, meaning unsecured creditors are
likely to face a significant shortfall, according to
thecourier.co.uk.

The report notes that the biggest single creditor is Scottish
Enterprise, which backed the venture with funding of GBP8
million, plus interest charges of another GBP4.8 million.  The
Scottish Government department could receive only GBP660,000 from
the administration process, the report relates.

Unsecured creditors also include Dundee and Edinburgh
universities, who carried out research for the project, the
report relates.

Dundee is owed GBP12,165.27 directly by Pelamis and would have
been due to receive around GBP55,000 indirectly through a
consortium if projects had continued, a scenario now thought
unlikely to materialize, the report discloses.

The report relays that the university's concrete technology unit
had been working with the company on developing prototype designs
in concrete with the potential to replace steel as a construction
material for cheaper and more efficient wave energy generators.

Professor Rod Jones and Dr. Moray Newlands won a GBP250,000 grant
from the Technology Strategy Board's Knowledge Transfer
Partnership scheme to work on the three-year project, the report
notes.

When the grant was awarded in 2013 Professor Jones said the
incorporation of concrete into wave energy devices appeared
commercially and technically attractive, but the material needed
to be tested, the report says.

His team was looking to develop concretes with the required
stiffness and strength whilst being able to undergo extreme wave
loading conditions, the report relays.

They also needed to be highly durable against chemical attack
from seawater and other deterioration, as well as being
environmentally friendly, the report notes.

The work further examined the cost implications of building in
concrete, as well as the production and manufacturing processes,
the report discloses.

Pelamis went into administration in November with the loss of 56
jobs after the company failed to secure further investment, the
report recalls.

Intellectual property, patents and other assets were bought by
Highlands and Islands Enterprise after reaching an agreement with
the administrators, the report notes.

More than GBP90 million had been invested in developing the
firm's technology over the last 16 years, the report says.

The Scottish Government also invested GBP15.5 million in another
renewable energy developer, Aquamarine, which has since announced
job losses, the report discloses.

Earlier this month, Swedish utility company Vattenfall announced
liquidators had been appointed to Aegir Wave Power, a joint
venture with Pelamis, which was working on a wave energy project
off Shetland, the report adds.


PETROPAVLOVSK PLC: Sapinda to Vote Against Financing Package
------------------------------------------------------------
Alex MacDonald at The Wall Street Journal reports that
Petropavlovsk PLC suffered a blow on Feb. 17 when an investment
vehicle representing a sizable number of the Russia-focused gold
miner's shareholders said it would vote against the company's
financing package, which is aimed at staving off the threat of
bankruptcy.

According to the Journal, Sapinda Holdings B.V. told
Petropavlovsk that shareholders representing 10.7% of the miner's
equity intend to vote against the company's restructuring
proposal after concluding that it unfairly favors bondholders
over shareholders.  Sapinda, which has recently increased its
Petropavlovsk shareholding to 4.64%, said it intends to propose
in due course an alternative capitalization plan that it says is
more equitable for both types of investors, the Journal relays.

The U.K.-listed miner's shares have dropped by more than 80% over
the past year amid concerns that the company wouldn't be able to
pay back US$310.5 million in convertible debt, now due in March,
the Journal relates.  The company borrowed heavily to expand its
operations but was hurt by the steep drop in gold prices, which
hit a four-year low in November, the Journal notes.  Gold prices
have started to recover and the company continues to ramp up gold
output, but not quickly enough to cover its net debt burden of
US$922 million, the Journal states.

As a result, the company proposed that shareholders back a highly
dilutive GBP155 million (US$239 million) equity-rights issue and
US$100 million convertible bond issue to pay down net debt to
US$700 million, the Journal relates.  Sapinda, as cited by the
Journal, said the right issue would effectively hand over 95% of
the company's equity to bondholders, supposing that shareholders,
the brunt of whom are retail investors, fail to take up their
share.  Sapinda said on top of that, the convertible bonds bear a
higher coupon payment and lower conversion price that would
benefit bondholders even further, the Journal relays.

We "believe we can vote down the proposed recapitalization at the
forthcoming shareholder general meeting.  This, we hope, will
empower the company to negotiate a better deal on behalf of its
owners," the Journal quotes Artem Volynets, the CEO of Sapinda's
Commonwealth of Independent States division and former CEO of
Russian metals tycoon Oleg Deripaska 's holding company En+, as
saying in a statement.  The proposal could be struck down at the
coming Feb 26 vote by shareholders representing just 25% of the
company's voting shares, the Journal discloses.

Petropavlovsk PLC is a London-listed mining and exploration
company with its principal assets located in Russia.


SHIP AND FLY: In Liquidation; March 11 Claims Deadline Set
----------------------------------------------------------
Guernsey Press reports that Ship and Fly has gone into voluntary
liquidation.

The business officially closed on Feb. 16 and was placed in the
hands of liquidator KRyS Global, Guernsey Press relates.

According to Guernsey Press, creditors of the company have until
March 11 to make their claims.

Ship and Fly is a Guernsey-based freight 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 Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2015.  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
202-362-8552.


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