TCREUR_Public/150326.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, March 26, 2015, Vol. 16, No. 60

                            Headlines

A U S T R I A

HYPO ALPE ADRIA: Austria's Application of New EU Rules Justified


B E L A R U S

DELTA BANK: Moody's Cuts LT Local Currency Deposit Rating to 'Ca'


B E L G I U M

SOBELMAR ANTWERP: U.S. Court Grants Interim Relief Request


B U L G A R I A

CORPORATE COMMERCIAL: Conservators File Insolvency vs. 24 Debtors


F R A N C E

TOUAX SCA: Fitch Assigns 'BB-(EXP)' Issuer Default Rating
TOUAX SCA: S&P Assigns 'B' Corp. Credit Rating


G E R M A N Y

DUESSELDORFER HYPOTHEKENBANK: Faces Overhaul; BdB Mulls Options


H U N G A R Y

MAGYAR EXPORT-IMPORT: S&P Raises ICR to 'BB+/B'; Outlook Stable
MAGYAR EXPORT-IMPORT: S&P Corrects Medium-Term Note Rating to BB
* HUNGARY: Corporate Bankruptcies Down to 55,944


I R E L A N D

ALKERMES INC: Moody's Affirms 'Ba3' CFR; Outlook Stable
KINTYRE CLO I: Moody's Lifts Rating on Class E Notes to Ba3
TITAN EUROPE 2006-3: S&P Lowers Rating on Class A Notes to 'D'


I T A L Y

ATLANTE FINANCE: Moody's Lowers Rating on Class C Notes to 'B1'
BANCA ITALEASE: Moody's Withdraws 'Ba3/Not-Prime' Deposit Ratings
L'UNITA: Bankruptcy Court Gives Green Light for Re-Opening


P O R T U G A L

BANCO SANTANDER TOTTA: S&P Affirms 'BB/B' Counterparty Ratings
OCIDENTAL VIDA: S&P Affirms BB Counterparty Rating; Outlook Pos.


R O M A N I A

* ROMANIA: Latvia Loses EUR434 Million in Insolvency Processes


R U S S I A

BASHNEFT: Fitch Affirms 'BB' Issuer Default Rating
NOVOROSSIYSK COMMERCIAL: Moody's Affirms 'Ba3' CFR; Outlook Neg


S P A I N

BANCO DE MADRID: Investor Suggests Selling Collapse Bank
IM GRUPO VI: Moody's Rates EUR660 Million Serie B Notes (P)Caa1


U K R A I N E

DTEK FINANCE: Fitch Assigns 'C' Rating to Proposed 2019 Bonds
VAB BANK: Major Depositors to Contest Liquidation


U N I T E D   K I N G D O M

DWV LIMITED: High Court Shuts Down Single Purpose Vehicle Firms
EDEN ACQUISITION 5: S&P Assigns 'B' CCR; Outlook Stable
FERRARI'S COFFEE: Legal Bill Forces Administration
GB GROUP: Tunnel Work Delayed as Firm Goes Into Administration
TA MFG: Moody's Assigns Ba2 Rating to EUR330MM Unsecured Notes

TOWER FINANCE: March 27 Hearing on U.S. Recognition


                            *********


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A U S T R I A
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HYPO ALPE ADRIA: Austria's Application of New EU Rules Justified
----------------------------------------------------------------
Huw Jones at Reuters reports that European Union financial
services chief Jonathan Hill on March 23 said Austria's
application of new EU rules in its handling of failed bank Hypo
Alpe Adria was justified.

Hypo Alpe Adria, now defunct, was nationalized in 2009 and has
already cost Austrian taxpayers about EUR5.5 billion (US$6
billion), with the bailout triggering new banking legislation and
a complex web of litigation, Reuters recounts.

New EU rules, known as the bank recovery and resolution
directive, seek to shield taxpayers from having to bail out
failed lenders, putting creditors and shareholders in the firing
line first during insolvency, Reuters discloses.

On March 1, Austria's Financial Market Authority took control of
Heta Asset Resolution, the so-called bad bank created to wind
down Hypo's assets, and halted payments on more than EUR11
billion of debt after an audit revealed a capital hole of up to
EUR7.6 billion, Reuters relates.

According to Reuters, Mr. Hill told the European Parliament's
economic affairs committee that Hypo is a complicated case
involving a mix of old and new rules and his officials have been
in close contact with the Austrian authorities.

Though the officials have not yet received all the necessary
information, Mr. Hill, as cited by Reuters, said: "Their
preliminary assessment is that the application of BRRD Austria
did on March 1 was justified."

                     About Hypo Alpe-Adria

Hypo Alpe-Adria International AG is a subsidiary of BayernLB.  It
is active in banking and leasing.  In banking, HGAA serves both
corporate and retail customers and offers services ranging from
traditional lending through savings and deposits to complex
investment products and asset management services.

Hypo Alpe received EUR1.75 billion in aid in emergency
capital from the Austrian government.  European Union Competition
Commissioner Joaquin Almunia said in March 2013 that Hypo Alpe
faced possible closure for failing to adequately restructure.
The European Commission approved Hypo's recapitalization in
December 2013, but made it conditional on the management
presenting a thorough plan to overhaul the group.  The Austrian
finance ministry, which effectively runs Hypo Alpe, submitted a
restructuring plan to the Commission on Feb. 5, 2013.  On Sept.
3, 2013, the Commission cleared Hypo Alpe's restructuring plan,
which includes the sale of the bank's Austrian unit and Balkans
banking network and the winding-down of non-viable parts.  It
also approved additional aid to wind down the bank.

As reported in the Troubled Company Reporter-Europe on Nov. 3,
2014, The Wall Street Journal said Austria's nationalized lender
Hypo Alpe-Adria-Bank International AG said on Oct. 30 it has
split itself between a wind-down unit, called Heta Asset
Resolution GmbH, and its southeastern European network of banks.

The split is part of the lender's restructuring plan approved by
the European Commission, the Journal disclosed.  According to the
Journal, under the plan, the Austrian government -- Hypo Alpe-
Adria's current owner -- must sell off all of the bank's assets
or transfer them into a wind-down unit by mid-2015.



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B E L A R U S
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DELTA BANK: Moody's Cuts LT Local Currency Deposit Rating to 'Ca'
-----------------------------------------------------------------
Moody's Investors Service downgraded to Ca from B3 the long-term
local currency deposit rating and to Ca from Caa1 the long-term
foreign currency deposit rating of Delta Bank (Belarus),
following the National Bank of Belarus's (NBB) announcement on
March 18, 2015 that it had revoked Delta Bank's banking license.

At the same time, Moody's adjusted downward the bank's baseline
credit assessment (BCA) to ca from b3.

Moody's will withdraw all Delta Bank's ratings following the
withdrawal of its banking license by the NBB on March 18, 2015.

The rating action and Moody's subsequent rating withdrawals
follow the NBB's announcement on March 18, 2015 that it had
revoked Delta Bank's banking license in connection with the
entity's violation of the banking license requirements and its
inability to meet creditors' claims. Previously, on March 12,
2015 the NBB introduced temporary administration in the bank,
which aimed to prevent deterioration of its financial position.

The downgrade of Delta Bank's ratings reflects Moody's
expectations of heavy losses that the bank's creditors are very
likely to incur as a result of liquidation.

According to Moody's, Delta Bank had no rated debt outstanding at
the time of the rating withdrawal, and customer deposits
represented the main source of the bank's non-equity funding.

The principal methodology used in these ratings was Banks
published in March 2015.

Headquartered in Minsk, Belarus, Delta Bank reported total assets
of BYR2.8 trillion (around $280 million) under audited IFRS as of
year-end 2013.  As of year-end 2013, the bank was 7th Belarus
bank by loans to individuals and 12th by individual deposits.



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B E L G I U M
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SOBELMAR ANTWERP: U.S. Court Grants Interim Relief Request
----------------------------------------------------------
Sobelmar Antwerp on March 24 disclosed that, in connection with
its Chapter 11 proceedings in Hartford, Connecticut, the Court
has granted all of the interim relief that Sobelmar requested.
This includes for the M/V Brasschaat, the M/V Vyritsa, the M/V
Kovdor and the M/V Zarachensk:

   -- The right to continue to operate and pay all voyage and
      operating expenses in the ordinary course

   -- The right to continue to pay employees and crew in the
      ordinary course

   -- The right to continue all cash management procedures in the
      ordinary course

   -- The right to continue to maintain all insurance in the
      ordinary course

According to a spokesperson for Sobelmar, "It is business as
usual for our vendors, customers and charter parties.  We have
been authorised to continue to pay all of our operating expenses
in the ordinary course of business and to honor all of our
existing and new charter commitments without risk of business
interruption or vessel arrest.  We thank our many industry
friends for their continuing business with us as we move forward
towards a speedy emergence from Chapter 11 as an even stronger
business for many years to come."

Here is a list of answers to "frequently answered questions".

Why did Sobelmar file for Chapter 11?

Despite our success over the past several years in implementing
our business plan and our continued servicing of our vessel debt
service, we were unable to reach an agreement concerning our
future debt repayments.  We believe that the Chapter 11 process
will help facilitate a restructuring, which is designed to
continue Sobelmar as a strong, profitable shipping business.  We
are already working closely with our vessel lender and are
confident that the process will be successful and we will emerge
as an even stronger, more competitive company.

Can charter customers be confident to continue chartering
Sobelmar's vessels and that there will be no delays or
complications with respect to the shipping and delivery of their
cargo?

Absolutely. Our Chapter 11 restructuring is the result of our
debt repayment schedule, not any defaults or difficulties with
respect to vessel charters or the timely of vessel cargoes.  Our
vessel operations remain "business as usual" and we look forward
to continuing our excellent relationships with our charter
parties and our cargo customers.

How are charter customers protected from potential vessel arrests
and other possible interruptions in service?

You are protected in two critical ways.  First, Chapter 11 serves
as an "automatic stay" of any creditor enforcement actions,
meaning the US Court has issued an order with worldwide effect
that prevents persons from arresting our vessels or disrupting
our services.  Second, because the US Court has authorized us to
continue to pay our suppliers, vendors, port charges and other
operating expenses in the ordinary course of business, and
because we are also authorized to continue to maintain all
necessary insurance coverage and class and other certifications,
there is no basis for any person to seek to arrest our vessels or
disrupt our services even if they were not prevented from doing
so by Chapter 11.

Will suppliers continue to be paid for goods and services
provided after the Chapter 11 filing?

Absolutely. US law gives administrative priority to payments for
goods and services received after the Chapter 11 filing and
Sobelmar is both fully able to and completely committed to paying
its suppliers and other operating expenses in the ordinary course
of business.

What about unpaid supplier invoices for goods and services
provided before Sobelmar filed for Chapter 11 reorganization?

Sobelmar greatly values our excellent relationships with our
vendors and charter parties and with the full cooperation of our
lender, Sobelmar has already obtained approval from the US Court
to pay our pre-Chapter 11 invoices in the ordinary course of
business on ordinary credit terms.

Does Sobelmar have enough cash to stay in business?

Absolutely. We already have a consensual agreement in place with
our lender that has received approval from the US Court to
continue in the ordinary course to pay employees and crew, to
maintain all insurance and to continue to operate and pay all
operating expenses -- all without the need to borrow any new
funds.

So what does Sobelmar intend to accomplish through its Chapter 11
filing?

Sobelmar has been in business for more than 20 years and, through
our Chapter 11 filing, we intend to continue to remain in
business as an even stronger, more competitive industry
participant.  We thank all of our charter customers, vendors,
suppliers, employees and crew for their support and look forward
to continuing our relationships with them for many years to come.

Sobelmar's principal legal advisor for the restructuring process
and Chapter 11 proceedings is Bracewell & Giuliani LLP, with the
Hamburg-based Falkenberg Law Office continuing to provide normal
course corporate and maritime legal services.  Sobelmar's
financial advisor is Odinbrook Global Advisors LLC.

                     About Sobelmar Antwerp

Sobelmar Antwerp N.V., a Belgium corporation provides worldwide
seaborne transportation services, operating a fleet of four
handysize bulk carriers.  The vessels Brasschaat, Vyritsa,
Kovdor, and Zarachensk, are owned that are all Marshall Islands
corporations.

Sobelmar Antwerp N.V. and its affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Lead Case No. 15-20423) in
Hartford, Connecticut, in the United States on March 17, 2015.

The Debtors have approximately $66.2 million in assets and $63
million in liabilities as of Dec. 31, 2014.

The Debtors tapped Bracewell & Giuliani LLP, in Hartford,
Connecticut, as counsel.

The formal schedules of assets and liabilities are due March 31,
2015.



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CORPORATE COMMERCIAL: Conservators File Insolvency vs. 24 Debtors
-----------------------------------------------------------------
Focus Information Agency reports that conservators of Corporate
Commercial Bank (CorpBank) in March 2015 requested the initiation
of insolvency procedures for 24 companies that owe over
BGN860 million in total to the bank. This transpires in the
insolvency register of the Bulgarian Justice Ministry.

According to the news agency, most of the requests were submitted
after Bulgarian PM Boyko Borisov announced on March 11 that
assets of CorpBank had been drained and requested the appointment
of a temporary assignee in bankruptcy. Following legislative
amendments, conservators Stanislav Lyutov and Elena Kostadinchev
will be dismissed and temporary assignees will be appointed.

The report says that between March 16 and March 21, CorpBank
requested the insolvency of 16 companies that have outstanding
obligations totalling over BGN600 million. Most of the requests
concerned companies related to majority shareholder of CorpBank
Tsvetan Vasilev, Focus Information Agency reports citing Capital
Daily.

                 About Corporate Commercial Bank AD

Corporate Commercial Bank AD is the fourth largest bank in
Bulgaria in terms of assets, third in terms of net profit, and
first in terms of deposit growth.

Bulgaria's central bank placed Corpbank under its administration
and suspended shareholders' rights in June 2014 after a run
drained the bank of cash to meet client demands.



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F R A N C E
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TOUAX SCA: Fitch Assigns 'BB-(EXP)' Issuer Default Rating
---------------------------------------------------------
Fitch Ratings has assigned Touax, SCA's (Touax) expected senior
secured bond rating and Long-term Issuer Default Rating (IDR) at
'BB-(EXP)'.  The Outlook on the expected Long-term IDR is Stable.

The expected ratings reflect the group's standalone
creditworthiness and the envisaged funding and maturity
structure, including a proposed five-year senior secured bullet
bond issue of EUR200 million and proposed repayment and resetting
of a portion of existing debt.

The final ratings are contingent upon the receipt of final
documents conforming to information already received.  Failure to
issue the notes would result in the withdrawal of the expected
IDR and senior secured debt ratings.

Touax is primarily an operating leasing company (59% of 2014
revenues) and is also active in the sale and management of
logistical equipment.  Its revenue sources are spread across its
four divisions, with a bias towards the shipping container
division (57% of 2014 revenues), followed by modular buildings
(25%), freight railcars (12%) and river barges (6%).  Despite its
modest revenue contribution, the railcars division is the largest
EBITDA contributor, representing 41% of total EBITDA in 2014.
Geographically there is some bias towards continental Europe, but
Touax has also built up a wider presence, notably in the global
shipping container market.

The expected senior secured bond ratings reflect the underlying
risk profile of Touax and other group entities (together the
Touax Group; guarantors of the notes), as well as an expectation,
based on generic assumptions, of average recovery prospects for
the bond in the event of default, despite it being subordinated
to a portion of remaining group debt.

KEY RATING DRIVERS - IDRs, SENIOR SECURED DEBT

Touax's cash flow generating ability is supported by a degree of
stability resulting from contracted leasing income as well as
some barriers to entry.  The group also benefits from a
geographically diversified profile and the strong positions it
has built in its niche markets, albeit Touax has a fairly small
absolute size (EUR379 million revenues in 2014) when compared
with the broader industries in which it operates.

The company's IDR is further supported by its longstanding
history, experienced management team and adequate underwriting
standards that are commensurate with the group's business
profile. Fitch views Touax's asset quality as adequate, supported
by its standard, liquid and fairly young asset base and a proven
ability to repossess assets with relative ease, as reflected by a
low percentage of bad debt to total revenues.  Touax has a
diverse customer base, although it is exposed to pockets of weak
counterparties in some business lines.

Factors that weigh negatively on the ratings include the
competitive nature of most of the segments in which Touax is
active.  This results in limited pricing power despite some
barriers to entry.  As an operating leasing company Touax is
exposed to residual value risk but this is partially mitigated by
the standardized nature of the assets in which it invests and the
importance of these assets for its customer base.  Touax has a
sound track record of managing related risks, including releasing
or secondary sales of owned assets or assets managed for third
parties.

Touax faces challenges in its ability to meet its strategic
objectives, notably in the context of a still tough operating
environment, and to return to sustained long-term profitability
after reporting net losses in 2013 and 2014.

Touax's profitability is viewed as weak by Fitch with net income
steadily declining since 2011, among other factors, reflecting
challenging market conditions and sub-optimal utilization rates,
particularly in the modular buildings segment which was affected
by low demand in its core markets.  Fitch will monitor the impact
on earnings of Touax's implementation of a strategic turnaround
in the modular buildings segment, among other aspects involving
the closure of its factory in France and a renewed focus on
leasing activity.

Negative net income generation also put pressure on the group's
capital and leverage metrics.  Gross debt-to-EBITDA has exceeded
8x in the past two years, which is very high for the ratings,
while balance sheet leverage is still adequate at 2.5x compared
with other international lessors.  The ratings assume that the
negative earnings trend will be reversed in 2015, which should
provide scope for some deleveraging.

The expected secured notes' rating is driven by Fitch's view of
average recovery prospects based on generic assumptions.  The
proposed notes will be secured by first ranking share pledges
over key operating subsidiaries and guaranteed by 12 subsidiaries
which represent around 60% of the group's EBITDA as of end-
December 2014.  The instrument rating also takes into account its
subordination to a portion of the group's remaining debt and the
non-recourse nature of some of Touax's existing debt.

The planned issue supports an extension of Touax's debt maturity
profile but Touax remains exposed to a degree of refinancing
risk, also in view of the bond's bullet structure.  Liquidity is
viewed as adequate and benefits from the flexibility offered by
the sales and syndication businesses.

RATING SENSITIVITIES IDRs, SENIOR SECURED DEBT RATINGS

Fitch views near-term rating upside as limited, as reflected by
the Stable Outlook on the Long-term IDR.  However, over time, the
ratings could benefit from sustained growth in earnings and
assets and an improvement in profitability, most likely supported
by the successful turnaround of the modular buildings business,
translating into a reduction in leverage with gross debt-to-
EBITDA and gross debt to equity ratios in the 5x-6x range and 2x
range, respectively.

If Touax does not manage to improve its sustained earnings
generation and is, therefore, unable to improve leverage ratios
from levels reported at end-2014 ratings would come under
pressure.

The senior secured debt ratings are sensitive to the same factors
as the Long-term IDR and also to developments in the capital
structure to the extent that these may lead Fitch to change its
assessment of recovery prospects in the event of default.


TOUAX SCA: S&P Assigns 'B' Corp. Credit Rating
----------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' long-term
corporate credit rating to Touax S.C.A., a France-based lessor
and third-party manager of marine, cargo containers, modular
units, railcars, and barges.  The outlook is stable.

At the same time, S&P assigned a 'B+' long-term issue rating and
'2' recovery rating to the proposed EUR35 million revolving
credit facility (RCF) and a 'B' long-term issue rating and '3'
recovery rating to the proposed EUR200 million senior secured
notes.

The rating on Touax reflects S&P's assessment of the company's
business risk profile as "weak" and its financial risk profile as
"highly leveraged," as S&P's criteria define these terms.

Touax's business risk profile is constrained by S&P's view of the
cyclical, competitive, and fragmented nature of some of its end
markets and its position as a small-to-midsize player in most of
its global business segments.  Touax's operations are smaller
than those of market leaders with global reach, and S&P considers
that the company's low absolute levels of operating profits
(reported EBITDA of around EUR40 million in 2014) make Touax more
susceptible to adverse market conditions.

Under its business model, Touax derives a large proportion of its
revenues from the sale of equipment (41% of revenues, either
through syndication to third-party investors or through second-
hand sales).  In S&P's opinion, future sales are less predictable
than revenues generated under long-term leasing contracts.  S&P
notes that Touax's margins over the past couple of years have
been lower and more volatile than those of pure owner-operator
leasing companies.  Touax reported an EBITDA margin (after
distribution to investors) of 17.1% in 2012, 14.6% in 2013, and
10.5% in 2014.  S&P expects EBITDA margins to improve gradually
over the forecast period, with restructuring initiatives in the
modular building leasing segment offsetting continued weak demand
for those assets in Europe.

In S&P's view, these weaknesses are partially offset by the
group's diversified business model, with Touax's four business
units managed mostly independently from each other.  S&P believes
that in each division Touax aims to develop services to its
clients that diversify and complement its offering; for example,
sourcing assets from specific markets, advice on construction,
monitoring shipyards, and intrabasin transfers. Touax has
adequate asset quality, supported by a standard, flexible,
liquid, and young asset base with a long economic lifespan.  The
shipping container division is the main source of Touax's
geographical diversity -- its business is 100% international and
it contributed about 57% of the group's 2014 revenues. In 2014,
Touax generated around 36% of revenues in Europe, with 9% in
France.  Overall, S&P views the company's business risk profile
as "weak."

S&P's assessment of Touax's "highly leveraged" financial risk
profile mainly reflects S&P's forecast that the company's
weighted-average funds from operations (FFO) to debt will be
about 7%-8% and EBITDA interest coverage about 2.0x-2.5.x over
the next two years.  S&P anticipates that Touax's Standard &
Poor's-adjusted debt to EBITDA will gradually decline to about
6x-7x over the forecast period from about 10x as of year-end 2014
(based on S&P's calculation of Touax's adjusted debt at around
EUR492 million at year-end 2014).  S&P adds to Touax's balance
sheet debt the present value of recourse operating lease
commitments of about EUR25 million and EUR50 million of hybrid
instruments, which S&P treats as debt.  S&P has also deducted
from reported debt around EUR21 million of restricted cash at
year-end 2014, which S&P understands Touax specifically earmarked
for debt reduction.

S&P's base case assumes:

   -- High-single-digit revenue growth in 2015 as a result of new
      investments in shipping containers and a material recovery
      in the modular building segment.  Reported EBITDA margin
      (after distribution to investors) of around 10%-11%,
      broadly in line with 2014.   Unadjusted positive free
      operating cash flow of between EUR15 million and
      EUR20 million, after net capital expenditure (capex) of
      around EUR30 million.

S&P believes further flexibility is provided by Touax's ability
and track record of successful secondary sales of owned assets or
assets managed for third parties, as well as through
syndications.

S&P understands that Touax will have a minimum EBITDA covenant
under the new capital structure.  In S&P's base-case scenario, it
expects Touax to have adequate headroom under this covenant over
the next 12 months.

The stable outlook reflects S&P's view that Touax's operating
performance will remain robust, with the company at least
maintaining current EBITDA levels and utilization rates.
Combined with adequate liquidity, this should enable the group to
maintain a credit profile commensurate with the rating.  S&P
considers adjusted FFO to debt of at least 6%, EBITDA interest
coverage of more than 2x, and positive free cash flow generation
to be consistent with the 'B' rating on Touax.  S&P assumes that
the company will maintain a sufficiently cautious financial
policy to support credit measures consistent with the rating.

S&P could lower the rating if the company fails to maintain
"adequate" liquidity.  This could occur if weakening economic
conditions lead to pricing pressure, lower utilization rates, or
significant counterparty defaults.

Rating pressure could also arise from more aggressive financial
policies, such as Touax employing a larger capex program than S&P
currently anticipates or large debt-funded acquisitions without
corresponding lease contracts.

S&P could consider raising the rating if Touax's credit metrics
remain sustainably at levels that S&P considers commensurate with
an "aggressive" financial risk profile, such as FFO to debt of
more than 12%.  This takes into account S&P's assumption that
liquidity will remain "adequate" and the company's business risk
profile will likely remain in the "weak" category.



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G E R M A N Y
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DUESSELDORFER HYPOTHEKENBANK: Faces Overhaul; BdB Mulls Options
---------------------------------------------------------------
Boris Groendahl, Birgit Jennen and Brian Parkin at Bloomberg News
report that Duesseldorfer Hypothekenbank AG, the covered-bond
issuer rescued by the BdB association of German commercial banks,
faces an overhaul as its new owner considers a future course for
the embattled lender.

"We're going to take a closer look at the bank and will then
decide about possible new structures," Bloomberg quotes
Michael Kemmer, the lobby group's general manager, as saying in
an interview in Berlin on March 19.

BdB, which runs a deposit protection fund with contributions from
banks including Deutsche Bank AG and Commerzbank AG, agreed to
acquire DuessHyp from U.S. private equity firm Lone Star Funds,
closing ranks to save the commercial real-estate lender from
collapse, Bloomberg recounts.

According to Bloomberg, the Dusseldorf-based mortgage lender
faced losses on as much as EUR348 million (US$375 million) of
bonds issued by Heta Asset Resolution AG, which is being shut
down by Austrian regulators, against EUR233 million of core
capital as of June 30.

Headquartered in Duesseldorf, Germany, Duesseldorfer
Hypothekenbank AG provides commercial real estate financing in
Germany, the Netherlands, and France.  It offers mortgage loans
and mortgage backed securities.  The company's capital markets
business consists of the sub-portfolios, such as public sector
lending portfolio; the substitute cover business; and not
eligible as cover business, as well as derivative portfolio.



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H U N G A R Y
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MAGYAR EXPORT-IMPORT: S&P Raises ICR to 'BB+/B'; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term issuer
credit rating on Hungary's official state export credit agency,
Magyar Export-ImportBank (Hungary Eximbank) to 'BB+' from 'BB'
and affirmed the 'B' short-term issuer credit rating.  The
outlook is stable.

The upgrade follows a similar action on Hungary.  S&P equalizes
its long-term rating on Hungary Eximbank with the 'BB+' long-term
sovereign rating on Hungary, given S&P's view of the bank as a
government-related entity (GRE) and S&P's opinion of the almost
certain likelihood that the Hungarian government will provide
timely and sufficient extraordinary support to Hungary Eximbank
in the event of financial distress.  In accordance with S&P's
criteria for GREs, it bases its rating approach for Hungary
Eximbank on S&P's view of the bank's:

   -- Critical role in supporting Hungarian exports, which is a
      key policy objective and crucial to national economic
      growth, given the country's openness and trade dependence;
      and

   -- Integral link with the Hungarian government, which is the
      bank's sole owner, as well as the government's statutory
      guarantee of Hungary Eximbank's liabilities, and the
      inclusion of losses on the bank's interest rate mismatches
      and supported loans in the government's budget.

Established in 1994, Hungary Eximbank is a 100% state-owned
government export credit agency, now under the remit of the
Ministry of Foreign Affairs and Trade.  Regulations from
international organizations such as the Organization of Economic
Co-operation and Development or the European Union, as well as
Hungary Eximbank's general business guidelines, establish the
criteria for Hungary Eximbank's export operations to be eligible
for state-supported financing.  Hence, in its role as Hungary's
official export credit agency, the bank supports Hungary's export
growth strategy by lending directly to exporters (through direct
pre-export loans, buyers' credit, and discounting facilities) and
providing funding indirectly through refinancing credit to
domestic commercial banks and interbank buyers' credit provided
by the buyers' foreign banks.

Due to the nature of the supported exports, the bank plays a
critical role for the government to achieve its export strategy
goals, and the particular export financing conducted by Hungary
Eximbank closely interrelates with its setup and support by the
state.

The bank's loan portfolio has expanded rapidly in recent years
and S&P expects credit growth to continue in 2015 and 2016 in
line with an ambitious strategy to increase the bank's
activities, and hence its support for Hungarian exports,
underlining its key policy role.

The bank's funding base comprises loans, interbank loans, notes
issued under the bank's global medium-term note program (launched
in December 2012), and shareholders' equity, including both share
capital and reserves.

The bank benefits from the government's statutory guarantee for
both its on- and off-balance-sheet liabilities.  The statutory
guarantee is explicit and unconditional, with a current upper
limit defined in the government's budget of Hungarian forint
(HUF) 1.2 trillion (EUR3.9 billion).  This compares with Hungary
Eximbank's on-balance-sheet liabilities of HUF434.2 billion at
midyear 2014.  Although the guarantee does not meet S&P's
criteria for timeliness, its assessment of an almost certain
likelihood of timely and sufficient extraordinary support to
Hungary Eximbank from the Hungarian government means that S&P
equalizes its long-term rating on the bank with that on Hungary.
S&P also takes into consideration the government's sustained
track record of ensuring an appropriate level of capitalization
at Hungary Eximbank through repeated capital injections, which
further underpins its link with the state, in S&P's view.  The
most recent capital increase of a total HUF30 billion took place
in December 2014-January 2015, raising share capital to HUF58.1
billion.

Hungary Eximbank also provides off-balance-sheet guarantees, the
majority of which are guaranteed by the government, with the
statutory guarantee providing cover for up to HUF350 billion.  As
of midyear 2014, HUF14.5 billion of Hungary Eximbank's total
guarantee portfolio of HUF15.9 billion benefitted from this
guarantee.

The stable outlook on Hungary Eximbank mirrors that on Hungary.
S&P believes that Hungary Eximbank's integral link with and its
critical role for the Hungarian government's economic policies
and growth-support plans will remain unchanged.  This should
enable the bank to maintain its public law status and, therefore,
its credit support from the government's statutory guarantee.

Any downward revision in S&P's assessment of the bank's
relationship with the government could lead S&P to consider
lowering the ratings on Hungary Eximbank.  In addition, any
upgrade or downgrade of Hungary will result in a similar action
on Hungary Eximbank.

RATINGS LIST

                                   Rating            Rating
                                   To                From
Magyar Export-Import Bank
Issuer Credit Rating
  Foreign and Local Currency       BB+/Stable/B      BB/Stable/B
Senior Unsecured
  Foreign Currency[1]              BB+               BB
  Foreign Currency                 BB+               BB

[1] Guaranteed by Hungary


MAGYAR EXPORT-IMPORT: S&P Corrects Medium-Term Note Rating to BB
----------------------------------------------------------------
Standard & Poor's Ratings Services corrected to 'BB' from 'BB+'
its issue rating on Magyar Export-Import Bank's medium-term note
(MTN) program.

In error, S&P raised the rating on Magyar Export-Import Bank's
MTN program to 'BB+' from 'BB' when S&P upgraded Hungary on March
20, 2015.

RATINGS LIST

                                  Rating       Rating
                                  To           From
Magyar Export-Import Bank
Senior Unsecured
  Foreign Currency                BB           BB+


* HUNGARY: Corporate Bankruptcies Down to 55,944
------------------------------------------------
MTI-Econews reports that Hungary's Central Statistics Office said
the number of companies under bankruptcy protection or mandatory
or voluntary liquidation fell by about 55,944.

According to MTI-Econews, the number of companies that were wound
up reached 91,674, about the same as in the previous year.



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


ALKERMES INC: Moody's Affirms 'Ba3' CFR; Outlook Stable
-------------------------------------------------------
Moody's Investors Service affirmed the ratings of Alkermes Inc.,
a subsidiary of Alkermes plc, including the Ba3 Corporate Family
Rating.  At the same time, Moody's revised the rating outlook to
stable from positive.

  -- Corporate Family Rating, Affirmed Ba3

  -- Probability of Default Rating, Affirmed Ba3-PD

  -- Speculative Grade Liquidity Rating, Affirmed SGL-1

  -- Senior Secured Bank Credit Facility, Affirmed Ba3(LGD3) from
     (LGD4)

  -- Changed To Stable From Positive

The change in rating outlook reflects delayed momentum in an
upgrade due to a significant ramp-up in expenses that will result
in negative EBITDA during 2015. Positive rating pressure could
emerge if Alkermes is successful in launching aripiprazole
lauroxil later this year and experiences a fast sales uptake, and
continues to advance its late-stage pharmaceutical pipeline.

The affirmation of the Ba3 Corporate Family rating reflects solid
growth in key revenue-generating products, strong potential from
several pipeline products, and low debt levels relative to
revenues and to cash on hand.

The Ba3 Corporate Family Rating reflects Alkermes' limited size
and scale relative to pharmaceutical peers and its high reliance
on collaboration partners on key products. The company has high
revenue concentration among several marketed schizophrenia
products, but revenue should diversify over time with growth in
Vivitrol and pipeline launches including aripiprazole lauroxil.
The ratings are supported by Alkermes' expertise in proprietary
drug delivery technologies, high gross margins, and good revenue
growth prospects over the next several years from existing
products and potential pipeline launches.  Moody's anticipate
that by year-end 2015, Alkermes will have three major Phase III
programs in progress. Alkermes' EBITDA will be negative in 2015
and early 2016 as it funds higher R&D costs related to these
programs, and invests in the aripiprazole lauroxil launch.
Despite a negative impact on near-term credit ratios, Moody's
view these investments positively because of their good
commercial potential, which could drive significant future growth
for the company.

The SGL-1 rating reflects very good liquidity arising from $801
million of cash and investments that can absorb negative cash
flow in 2015.

The outlook is stable, with Moody's expectations for negative
2015 EBITDA offset by solid opportunities in the pipeline and
from the anticipated 3Q2015 launch of aripiprazole lauroxil which
should lead to a return to positive EBITDA by 2017.

Moody's could upgrade Alkermes' ratings if: the company's key
products continue to grow, aripiprazole lauroxil is approved and
experiences fast sales uptake, pipeline momentum for ALKS 5461,
ALKS 3831 and ALKS 8700 is positive, and if debt/EBITDA is
sustained below 3.0 times. Conversely, Moody's could downgrade
Alkermes' ratings if growth rates falter due to competitive
dynamics or business disruption, pipeline execution is weak, the
company performs debt-financed M&A, or if debt/EBITDA is
sustained above 4.0 times.

The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 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.

Alkermes, Inc. is a US subsidiary of Dublin, Ireland-based
Alkermes plc (collectively "Alkermes"). Alkermes is a specialty
biopharmaceutical company that develops long-acting medications
for the treatment of central nervous system. During 2014, net
revenues totaled approximately $619 million.


KINTYRE CLO I: Moody's Lifts Rating on Class E Notes to Ba3
-----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Kintyre CLO I P.L.C.:

  -- EUR21,700,000 Class C Senior Secured Deferrable Floating
     Rate Notes due 2023, Upgraded to Aaa (sf); previously on
     Jun 3, 2014 Upgraded to A2 (sf)

  -- EUR19,950,000 Class D Senior Secured Deferrable Floating
     Rate Notes due 2023, Upgraded to Baa1 (sf); previously on
     Jun 3, 2014 Upgraded to Ba1 (sf)

  -- EUR11,550,000 Class E Senior Secured Deferrable Floating
     Rate Notes due 2023, Upgraded to Ba3 (sf); previously on
     Jun 3, 2014 Upgraded to B2 (sf)

Moody's also affirmed EUR47.26m notes:

  -- EUR239,750,000 (EUR26.96M outstanding rated balance) Class A
     Senior Secured Floating Rate Notes due 2023, Affirmed Aaa
     (sf); previously on Jun 3, 2014 Affirmed Aaa (sf)

  -- EUR20,300,000 Class B Senior Secured Deferrable Floating
     Rate Notes due 2023, Affirmed Aaa (sf); previously on
     Jun 3, 2014 Upgraded to Aaa (sf)

Kintyre CLO I P.L.C., issued in March 2007, is a collateralized
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans. The portfolio is managed by BNP
Paribas. The transaction's reinvestment period ended in December
2012.

The upgrades of the notes are primarily a result of substantial
deleveraging arising from the last two payment dates in June 2014
and December 2014. As a result, the class A note has paid down
EUR109.7 million (46% of its initial balance) resulting in
significant increases in over-collateralization levels. As of the
January 2015 trustee report, the Class A, B, C, D and E
overcollateralization ratios are reported at 424.46%, 242.16%,
165.96%, 128.72% and 113.92% respectively compared with 165.44%,
144.05%, 126.55%, 113.84% and 107.59% in June 2014.

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
EUR pool with performing par and principal proceeds balance of
EUR117.4 million, a defaulted par of EUR7.6 million, a weighted
average default probability of 26.01% (consistent with a WARF of
3870 over a weighted average life of 3.85 years), a weighted
average recovery rate upon default of 48.49% for a Aaa liability
target rating, a diversity score of 18 and a weighted average
spread of 4.10%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 96% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default, while
the non first-lien loan corporate assets would recover 15%. In
each case, historical and market performance and a collateral
manager's latitude to trade collateral are also relevant factors.
Moody's incorporates these default and recovery characteristics
of the collateral pool into its cash flow model analysis,
subjecting them to stresses as a function of the target rating of
each CLO liability it is analyzing.

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

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed 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
that were within one notch of the base-case results.

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

Additional uncertainty about performance is due to the following:

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

(2) Around 40% 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.

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

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

TITAN EUROPE 2006-3: S&P Lowers Rating on Class A Notes to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' from
'CCC (sf)' its credit rating on Titan Europe 2006-3 PLC's class A
notes.  At the same time, S&P has affirmed its 'D (sf)' ratings
on the class B, C, D, E, F, G, and H notes.

Although the issuer's collections improved on the January 2015
interest payment date (IPD), none of the outstanding classes of
notes received any distributions.  S&P understands that certain
noteholders continue to dispute the correct interpretation of the
documents with regard to their respective entitlements under the
priority of payments.  As a result, the note trustee determined
that it would not be prudent to make any distribution of amounts
and instructed the cash manager not to make distributions of
mounts on the January 2015 IPD and any subsequent IPD until
further notice.  The issuer has retained the undistributed funds
pending resolution of the dispute.  So far, EUR20.9 million has
been retained.

RATING ACTIONS

S&P's ratings address the timely payment of interest quarterly in
arrears, and the payment of principal no later than the legal
final maturity date in July 2016.

Following the continuous failure to pay interest due on the class
A notes and indications that it will continue, S&P has lowered to
'D (sf)' from 'CCC (sf)'its rating on the class A notes.  This is
in line with S&P's criteria "General Criteria: Methodology:
Timeliness Of Payments: Grace Periods, Guarantees, And
Use Of 'D' And 'SD' Ratings".

At the same time, S&P has affirmed its 'D (sf)' ratings on the
class B, C, D, E, F, G, and H notes because of the continuing
failure to pay interest and the application of non-accruing
interest amounts to these classes.

Titan Europe 2006-3 is a pan-European commercial mortgage-backed
securities (CMBS) transaction, currently backed by five loans.
It closed in June 2006 and is scheduled to mature in July 2016.

RATINGS LIST

Titan Europe 2006-3 PLC
EUR943.751 mil commercial mortgage-backed floating-rate notes

                                   Rating            Rating
Class             Identifier       To                From
A                 XS0257772987     D (sf)            CCC (sf)
B                 XS0257775576     D (sf)            D (sf)
C                 XS0257776624     D (sf)            D (sf)
D                 XS0257777515     D (sf)            D (sf)
E                 XS0257778836     D (sf)            D (sf)
F                 XS0257779131     D (sf)            D (sf)
G                 XS0257779727     D (sf)            D (sf)
H                 XS0257780816     D (sf)            D (sf)



=========
I T A L Y
=========


ATLANTE FINANCE: Moody's Lowers Rating on Class C Notes to 'B1'
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of the class A, B,
and C notes in Atlante Finance Srl and Impresa ONE S.r.l., which
are Italian asset-backed securities (ABS) transactions.

The upgrades of the local-currency country risk ceilings to Aa2
from A2 in Italy (Baa2 stable) on Jan. 20, 2015 prompted the
rating actions.  Please refer to the revised methodology on
country ceilings and the new ceiling applied to euro area
countries.

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 transactions' deleveraging since our
previous rating actions.

Moody's credit analysis for these rating actions incorporates the
revisions, when needed, of portfolio default assumptions, taking
into account the collateral's performance to date, as well as the
exposure to relevant counterparty servicers, account banks and
swap providers. In addition, Moody's has considered in its
analysis the updates to its structured finance rating
methodologies following the new bank rating methodology in order
to incorporate the new Counterparty Risk (CR) Assessment and
deposit ratings for banks, as well as the subsequent rating
review placement of the key counterparties of both of the
affected transactions.

The rating actions also take into account Moody's cash flow
sensitivity stress tests and borrower concentration analysis.

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

Moody's has revised its volatility assumption in those
transactions, given the reduced country risk. Default and
recovery assumptions remain unchanged, in line with the
transactions' current performance.

In Atlante Finance Srl, the default probability assumption on
current balance of 26.0%, together with a recovery rate of 60%
and a volatility of 58.7%, corresponds to an unchanged portfolio
credit enhancement (portfolio CE) of 29.5%.

In Impresa ONE S.r.l., the default probability assumption on
current balance of 20%, together with a recovery rate of 45% and
a volatility of 40.10%, corresponds to an unchanged portfolio CE
of 26%.

Moody's incorporated the sensitivity analysis of the ratings to
borrower concentrations in the ABS deals that have collateral
pools of SME loans and small-ticket leases, and considered the
credit-enhancement coverage of the large debtors in the asset
pools. The results of this analysis limited the potential upgrade
of the rating on Atlante Finance Srl's class C notes to B1 (sf),
as the credit enhancement covers less than the top five debtors.

Counterparty risk exposure and updates to moody's structure
finance rating methodologies:

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicers, account banks or swap
providers. Moody's incorporated the updates to its structured
finance methodologies in its analysis of Atlante Finance Srl and
Impresa ONE S.r.l. (see "Moody's updates several structured
finance rating methodologies in light of its new counterparty
risk assessment for banks", published on 16 March 2015). Moody's
now matches banks' exposure in structured finance transactions to
the CR Assessment when analysing commingling risk. Moody's also
matches the exposure to the bank deposit rating when analyzing
set-off risk. Moody's has introduced a recovery rate assumption
of 45% for both exposures.

Moody's considered how the liquidity available in the
transactions and other mitigants support continuity of note
payments, in case of servicer default, using the CR Assessment as
a reference point for servicers or cash managers.

Moody's also assessed the default probability of each
transaction's account bank providers by referencing the bank's
deposit rating. Moody's analysis considered the risks of
additional losses on the notes if they were to become unhedged
following a swap counterparty default by using the CR Assessment
as reference point for swap counterparties.

In addition Moody's uses internal guidance on the CR Assessments
to assess the rating impact on outstanding structured finance
transactions. The internal guidance is in line with the guidance
published in its updated bank rating methodology and its
responses to frequently asked bank methodology-related questions.

For the EU, Moody's expects that the probability of failing to
maintain these key operations or of defaulting on the relevant
payment obligations could be lower than indicated by the senior
unsecured debt ratings. The CR Assessment will therefore be
likely positioned at least at the level of bank deposit ratings.

The rating review placements of certain banks resulting from
Moody's revised bank methodology, will not affect the ratings in
these two transactions, if the final ratings on the banks Unipol
Banca and UniCredit SpA are in line with Moody's preliminary
indications.

Rating Sensitivity:

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

The stressed scenarios assume (1) a 25% stress for the default
probability assumption for ABS; 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 analysis for Moody's
key collateral assumptions limited the potential upgrade of
Impresa ONE S.r.l.'s class C notes to an A3 (sf) rating level.

The principal methodology used in these ratings was "Moody's
Global Approach to Rating SME Balance Sheet Securitizations",
published on 20 January 2015.

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

Factors or circumstances that could lead to an upgrade of these
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 above the
preliminary indication of outcome ratings, after Moody's
concluded its review under the bank rating methodology (see
"Moody's reviews global bank ratings," published on 17 March
2015).

Factors or circumstances that could lead to a downgrade of these
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 credit
enhancement; and (4) deterioration in the credit quality of the
transaction counterparties.

List of Affected Ratings:

Issuer: Atlante Finance Srl

  -- EUR1202.5 million Class A Notes, Upgraded to Aa2 (sf);
     previously on Jan 23, 2015 A2 (sf) Placed Under Review for
     Possible Upgrade

  -- EUR28.8 million Class B Notes, Upgraded to Aa2 (sf);
     previously on Jan 23, 2015 Ba1 (sf) Placed Under Review for
     Possible Upgrade

  -- EUR136.8 million Class C Notes, Upgraded to B1 (sf);
     previously on Jan 23, 2015 B3 (sf) Placed Under Review for
     Possible Upgrade

Issuer: Impresa ONE S.r.l.

  -- EUR5156.1 million Class A Notes, Upgraded to Aa2 (sf);
     previously on Jan 23, 2015 A2 (sf) Placed Under Review for
     Possible Upgrade

  -- EUR1207.7 million Class B Notes, Upgraded to Aa2 (sf);
     previously on Jan 23, 2015 A2 (sf) Placed Under Review for
     Possible Upgrade

  -- EUR836.1 million Class C Notes, Upgraded to A3 (sf);
     previously on Jan 23, 2015 Baa3 (sf) Placed Under Review for
     Possible Upgrade


BANCA ITALEASE: Moody's Withdraws 'Ba3/Not-Prime' Deposit Ratings
-----------------------------------------------------------------
Moody's Investors Service has withdrawn Banca Italease S.p.A.'s
Ba3/Not-Prime deposit ratings, and its b3 standalone baseline
credit assessment (BCA) and adjusted BCA.

The withdrawal follows Italease's merger into its parent Banco
Popolare Societa Cooperativa (Banco Popolare, rated Ba3 on review
for downgrade, NP, b3 on review for upgrade), which took place on
March 16, 2015. The outstanding debt of Italease has been assumed
by the parent Banco Popolare.

The following ratings will be withdrawn:

  -- Baseline credit assessment: b3, on review for upgrade

  -- Adjusted baseline credit assessment: b3, on review for
     upgrade

  -- Deposit ratings: Ba3 on review for downgrade, Not-Prime


L'UNITA: Bankruptcy Court Gives Green Light for Re-Opening
----------------------------------------------------------
ANSA reports that Democratic Party treasurer Francsco Bonifazi on
March 24 said a bankruptcy court has given the green light for
the left-wing daily newspaper l'Unita to re-open.

"Good news for journalists and readers," Mr. Bonifazi, as cited
by ANSA, said in a message on Twitter.  "Green light by the
Tribunal for the re-opening of l'Unita."

Premier Matteo Renzi has pledged to try and save l'Unita, which
suspended publication last August with estimated debts of EUR39
million marking the fourth time the paper went bankrupt in 20
years, ANSA recounts.

Founded by Marxist, anti-Fascist philosopher Antonio Gramsci in
1924, l'Unita has struggled to survive since the end of the Cold
War, ANSA relays.



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


BANCO SANTANDER TOTTA: S&P Affirms 'BB/B' Counterparty Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Portugal-based Banco Santander Totta S.A. (Totta) to
positive from stable.  At the same time, S&P affirmed its 'BB/B'
long- and short-term counterparty credit ratings on Totta.

The rating action follows the revision of S&P's outlook on
Portugal to positive from stable.

S&P views Totta as a "highly strategic" subsidiary of Banco
Santander S.A. (Santander).  The ratings on Totta however are
four notches below those on the parent because they remain
constrained at the level of the ratings on Portugal.  Generally,
any uplift S&P applies for potential group support cannot lift
the issuer credit rating on a subsidiary that is not "core"
higher than the sovereign rating on the host country.

S&P considers Totta to be a "highly strategic" subsidiary of
Santander because it meets most, but not all, of the
characteristics of entities S&P considers "core".  Like other
subsidiaries S&P sees as core in the Santander group, S&P
believes Totta is unlikely to be sold and operates in a line of
business and geography integral to the group.  It also has strong
long-term commitment from the group, whose brand it shares, and
with which it has close links in terms of reputation and risk
management. However, in contrast with entities S&P views as core,
Totta has a relatively limited size within the group,
representing less than 5% of group equity, and S&P views its
business risk higher than that of the parent.

S&P is assigning for the first time a stand-alone credit profile
(SACP) to Totta of 'bb+', which is one notch higher than the
issuer credit rating.  S&P's SACP on Totta reflects S&P's view of
the factors outlined.

Totta operates primarily in Portugal, which S&P still considers a
market with relatively high economic and industry risks.  This
results in a 'bb' anchor, the starting point for assigning S&P's
rating.

Totta benefits from a solid position in the concentrated
Portuguese banking market, although lower than that of top
players; a focused management team; and close integration with
its parent.

The bank holds adequate capitalization for the risks it faces, in
S&P's view.  S&P anticipates that the bank's risk-adjusted
capital (RAC) ratio will be in the range of 7.0%-7.5% by December
2016, from 6.3% in 2013.  S&P expects Totta to slightly improve
its profitability in the next two years, maintain a dividend of
about 50% of profits, and moderately reduce risk-weighted assets.

Totta experienced better asset quality than its peers during the
downturn owing to conservative underwriting standards and lower
exposure to less-risky credit segments.  In particular, its
nonperforming loan ratios are below the domestic average across
all business segments and, in turn, credit provisions are
relatively contained.  S&P expects provisions to reach a
normalized level of 50 basis points by 2016.

Totta shows higher reliance than its peers on wholesale funding
and European Central Bank financing.  However, Totta is part of a
financially stronger group and has a supportive parent, which
mitigates funding and liquidity risks.

S&P analyzes Totta using consolidated financial information at
the level of the holding company, Santander Totta SGPS.  S&P
considers Totta to be the subgroup's core operating entity.

The positive outlook on Totta mirrors that on Portugal.  An
upgrade of Portugal will likely lead to a similar action on
Totta.

Similarly, S&P would revise the outlook to stable following a
similar action on the sovereign.


OCIDENTAL VIDA: S&P Affirms BB Counterparty Rating; Outlook Pos.
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has revised its
outlook on Ocidental Companhia Portuguesa de Seguros de Vida S.A.
(OCV) to positive from stable.  At the same time, S&P affirmed
its 'BB' long-term counterparty credit and insurer financial
strength ratings on OCV.

The outlook revision follows the revision of the outlook on S&P's
long-term rating on Portugal on March 20, 2015.

Under S&P's criteria, OCV's investment exposure to Portugal
results in the 'BB' long-term ratings being constrained by the
long-term local currency sovereign rating on Portugal.

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

OCV does not pass the sovereign default stress test, given its
high domestic investment exposure relative to regulatory capital.
Therefore, the ratings on OCV are limited by the long-term rating
on Portugal, even though OCV's indicative stand-alone credit
profile (S&P's assessment before the impact of sovereign risk) is
one notch higher, at 'bb+'.  OCV's domestic exposure currently
makes up approximately 55% of its assets, and S&P expects it to
stay higher than 50% over the next few years.

The ratings on OCV continue to factor in S&P's view of its less
than adequate financial risk profile and fair business risk
profile.  The combination of these factors leads S&P to derive a
'bb+' anchor, according to its criteria.  S&P factors in the
company's moderately strong capital and earnings, high risk
position, and less than adequate financial flexibility to
determine its financial risk profile.  Its business risk profile
reflects an adequate competitive position, which is constrained
by the moderate country and industry risk to which it is exposed.

S&P classifies OCV as strategically important to the Belgium-
based insurance group Ageas (core operating entities rated
A-/Positive/--), but this does not translate into rating uplift
because of S&P's sovereign rating cap (without the cap, the
uplift could be up to three notches).  The ratings on OCV may
benefit from some uplift for group support in the future, if the
ratings on Portugal exceed the stand-alone credit profile of OCV.

The positive outlook reflects that on Portugal.  Any rating
action on the sovereign is likely to lead to a similar action on
OCV.

S&P might raise the ratings on OCV to 'BB+' if it was to raise
its ratings on Portugal, which would indicate S&P's view of lower
sovereign risk.

S&P might revise the outlook to stable following a similar action
on Portugal.



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


* ROMANIA: Latvia Loses EUR434 Million in Insolvency Processes
--------------------------------------------------------------
The Baltic Course, citing LETA, reports that State institutions,
agencies, and companies run by the government have lost a total
of EUR434 million in insolvency processes over the past two
years, as the State Audit Office says in its report on the
insolvency policy in Latvia.

The report relates that Auditor General Elita Krumina said the
amount was lost for the state from Jan. 1, 2013 to Sept. 30,
2014. Of the total amount, EUR402 million is what the State
Revenue Service had to write off in unpaid debts, and EUR15
million was spent by ministries and their institutions.

The total amount of claims in the ongoing insolvency processes
was at least EUR603 million as of October 1 last year, the Audit
Office indicated, the Baltic Course relays.

"I believe this is very bad news for the national economy of
Latvia," the report quotes Ms. Krumina as saying. The Justice
Ministry has not considered it necessary to draw up an insolvency
policy development planning document, she added.

According to the report, Audit Office's conclusions showed the
actual priority of insolvency processes in Latvia is for them to
be completed as soon as possible, while preserving and recovering
the value of an insolvent company is not the main objective. This
is also proved by the low amount of debt recovered by creditors
-- the average portion is just 14 percent of total amounts
claimed by creditors.

Mr. Krumina also said that the current laws and regulations made
it possible for insolvency administrators to be associated with
one another, and that administrators had too much freedom in
deciding how a legal protection process unfolds, the report adds.



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


BASHNEFT: Fitch Affirms 'BB' Issuer Default Rating
--------------------------------------------------
Fitch Ratings has affirmed Russia-based Joint Stock Oil Company
Bashneft's (Bashneft) Long-term foreign and local currency Issuer
Default Ratings (IDR) at 'BB' and removed the ratings from Rating
Watch Negative (RWN).  A Stable Outlook is assigned.

The removal of RWN reflects Fitch's view that currently there are
no significant risks for Bashneft stemming from the legal action
that the Russian authorities launched in mid-2014 against Sistema
Joint Stock Financial Corporation (Sistema, BB-/Stable),
Bashneft's then majority shareholder.  Following a Russian court
decision, in December 2014 Sistema's 73.94% stake in Bashneft was
transferred to the state and the company was effectively
nationalised.  In March 2015, the shareholders' meeting elected
Bashneft's new Board of Directors that mainly consists of
representatives of state and regional authorities.  Alexander
Korsik, Bashneft's president, has also remained in the Board.

At the same time, there is still some uncertainty over the plans
that the Russian authorities might have for Bashneft, in
particular its capex, debt and dividend policies, and future
strategy.  This uncertainty constrains the ratings at the current
level.  Fitch may consider a positive rating action once the
uncertainty has been removed.

Bashneft is a second-tier Russian oil producer that accounts for
3% of country's oil production and 8% of oil refining output,
with assets located mainly in the Republic of Bashkiria.  Its
ratings are constrained by the company's small size, uncertainty
over its dividend, capex and financial policies following the
nationalization, concentrated production, and high exposure to
downstream.  On the positive side Fitch notes Bashneft's higher
upstream production, eg, outside Bashkiria, solid reserve life
and fairly low leverage.

KEY RATING DRIVERS

Lower Earnings Volatility

The earnings of Russian oil and gas companies, including
Bashneft, are less volatile than those of most of their
international peers, primarily due to progressive taxation in
upstream and reasonable flexibility of the exchange rate.  These
factors smoothed out Russian majors' EBITDA drop during the 2009
oil prices collapse, and Fitch expect the same factors to aid
Russian oil & gas (O&G) companies in 2014-2017, should oil prices
remain depressed.  A possible revision of taxation aimed at
increasing the government's stake in O&G revenues presents a
risk, though Fitch views this scenario as unlikely at this stage.

Competitive Reserves and Costs

Bashneft's proved oil reserves of 2.1 billion barrels at end-2014
imply a 17-year reserve life, in line with that of its larger
Russian peers.  Its 9M14 lifting costs were USD7.6 per barrel of
oil (bbl), below that of most international peers but above that
of the Russian majors, due to Bashneft's smaller, more mature
oilfields.

Fitch expects Bashneft's production costs to edge down in 2015 in
US dollar terms following the nearly 45% rouble depreciation
since mid-2014 as most of its production costs are denominated in
roubles, which should partially mitigate the negative effect of
lower oil prices.  Fitch expects that company's operations to
remain sound in the medium term.

Rising Upstream Production

Fitch positively views the company's strategy to diversify its
reserves across Russia and to boost upstream output.  In 2014
Bashneft's crude production was 356Mbpd, up 10.8% yoy, compared
with the Russian average growth of 1%.  Production from
Bashkiria, the company's stronghold, contributed around 1/3 of
this increase, while the rest came from ramping-up Trebs and
Titov (T&T) fields in Russia's north and the recently acquired
Burneftegas in western Siberia.  These two assets produced on
average around 30Mbpd in 2014.  Fitch expects the company's
upstream production to reach 400Mbpd by 2017.

Downstream Under Pressure

Oil refining in Russia is likely to underperform in 1H15 as
domestic prices on refined oil products remain significantly
below the export netback (export price minus export duty and
transportation costs).  This results from a combination of
several factors, including the 'tax manoeuvre' undertaken by the
Russian government, the rouble depreciation, and reluctance of
Russian oil companies to raise oil products prices due to
political considerations.  Fitch assumes that domestic oil
product prices will gradually increase and will come close to
export netback in 2H15; however, there is some risk that this
process may take longer, especially if the state interferes, e.g.
through explicit or implicit price controls.

Bashneft is the fourth-largest refiner in Russia; its three
Bashkiria-based refineries have 480mbbl/d total primary capacity
and a Nelson index of 8.93 (Russian overage: 5.1).  In 2014,
refining and marketing contributed around a third to the
company's EBITDA.

Moderate Dividend Policy

Since 2009, Bashneft has paid high dividends close to 100% of its
pre-dividend free cash flow (FCF).  Fitch expects the dividend
payout to moderate to 25% of net IFRS income, ie, the level
recommended by the state to state-owned companies.  However,
there is still some uncertainty with regard to the dividend
policy, especially taking into account that the state is likely
to transfer some Bashneft's shares to the Republic of Bashkiria,
and Bashneft's re-privatization cannot be ruled out over the
medium term.  Higher dividend payments may result in
significantly higher leverage than Fitch currently expects.

Leverage Edging Up

Fitch expects Bashneft's net leverage to increase but stay well
below Fitch's negative rating action trigger of 2.5x.  At end-
2014, the company's net debt nearly doubled to RUB143bn
(including the long-term prepayment from Vitol) on (i)
Burneftegaz's USD1 billion acquisition in 2014, (ii) mandatory
buy-out of shares under a corporate restructuring (RUB18
billion), (iii) consolidation of T&T debt.

Bashneft's debt is predominantly denominated in rouble,
therefore, the rouble depreciation did not have a significant
impact on leverage.  Fitch expects that at end-2014 Bashneft's
funds from operations (FFO) adjusted net leverage will be around
1.75x, and will gradually reduce to around 1x by 2018-2019.
Bashneft's gross interest coverage may fall below 8x in 2015-2016
but should rise thereafter as total debt will decrease (negative
rating action trigger: consistently below 8x).

RATING SENSITIVITIES

Positive: Future developments that may result in positive rating
action include:

   -- More certainty with regard to Bashneft's dividend,
      financial and capex policies

   -- FFO adjusted net leverage below 2.5x and FFO interest cover
      equal to or above 8x on a sustained basis

   -- Upstream production above 375Mbpd

   -- Stabile refining margins

Negative: Future developments that may result in negative rating
action include:

   -- Failure to maintain crude production at current levels

   -- Sustained deterioration of credit metrics, ie, FFO adjusted
      net leverage above 2.5x and FFO interest cover below 8x on
      a sustained basis, owing to higher capex and dividends

   -- Consistent underperformance of the refining business

KEY ASSUMPTIONS

   -- Oil price deck for Brent: USD55/bbl in 2015; USD65/bbl in
      2016 and USD80/bbl thereafter

   -- RUB/USD: 60 in 2015; 55 in 2016 and 50 thereafter

   -- Russian progressive taxation cushioning the effect of
      declining oil prices on Bashneft's EBITDA

   -- Upstream production rising 5% yoy each in 2015 and 2016

   -- Dividend pay-out ratio of 25%

LIQUIDITY AND DEBT STRUCTURE

At Sept. 30, 2014, Bashneft had cash of RUB37 billion compared
with short-term debt of RUB27 billion, most of which has been
refinanced since.  Fitch believes Bashneft has adequate liquidity
to forgo new borrowings until at least end-2016.  The company is
not subject to US or EU financial sanctions and may technically
borrow abroad; however, Fitch assumes that the western capital
markets remain closed over the medium term.

LIST OF RATINGS ACTIONS:

Joint Stock Oil Company Bashneft

  Long-term foreign and local currency IDRs: affirmed at 'BB',
  off RWN, Outlook Stable

  Short-term foreign and local currency IDRs: affirmed at 'B',
  off RWN

  National Long-term Rating: affirmed at 'AA-(rus)', off RWN,
  Outlook Stable

  Senior unsecured rating: affirmed at 'BB', off RWN

  National senior unsecured rating: affirmed at 'AA-(rus)', off
  RWN


NOVOROSSIYSK COMMERCIAL: Moody's Affirms 'Ba3' CFR; Outlook Neg
---------------------------------------------------------------
Moody's Investors Service confirmed the Ba3 corporate family
rating and the Ba3-PD probability of default rating of
Novorossiysk Commercial Sea Port, PJSC (NCSP), a leading Russian
stevedore business.  The outlook on the ratings is negative.  The
action concludes the review for downgrade of NCSP's ratings,
which was part of the review for downgrade of ratings of 45
Russian non-financial corporates launched by Moody's on
Dec. 23, 2014.  The review was prompted by the severe and rapid
deterioration in the operating environment in Russia and the
heightened risk of a more prolonged and acute economic downturn
than originally expected.

The confirmation of NCSP's Ba3 rating reflects Moody's
expectation that the rating is already positioned such that it
can accommodate the weakening of Russia's economic environment,
as captured by Moody's downgrade of Russia's sovereign rating and
country ceiling to Ba1 from Baa3 with negative outlook. Moody's
expects that NCSP will continue to generate positive free cash
flow and maintain financial metrics commensurate with the Ba3
rating category, including interest and debt cover by funds from
operations (FFO) above 3x and 15%, respectively. The expectation
factors in (1) NCSP's solid position of Russia's largest and
diversified sea port operator, including its role of an important
route for Russian oil exports; (2) a degree of capex flexibility;
and (3) strong relationship with state-owned Sberbank, NCSP's
largest creditor, which remains supportive to NCSP. NCSP's
relationship Sberbank reflects NCSP's importance to the Russian
economy and its ties with the government.

NCSP's rating remains constrained by (1) weak cargo and revenue
prospects owing to NCSP's contracting share in oil exports and
depressed tariff growth in the weak market and, more broadly,
NCSP's exposure to the weakening credit profile of Russia; (2)
NCSP's leveraged financial profile, which may be further
pressured by increasing capex; and (3) corporate governance risks
and uncertainty over future ownership and business structure,
given reported discussions between the shareholders, though no
transformational change to NCSP is currently factored in the
rating.

Given the Russian government's long-standing plan to sell its 20%
stake in NCSP, NCSP's Ba3 rating is on par with NCSP's standalone
credit quality, assuming a low probability of government's
extraordinary support for NCSP in the event of financial
distress.

The outlook on NCSP's rating is negative, reflecting NCSP's
exposure to a further worsening of the Russian operating
environment, which is also captured by the negative outlook on
Russia's government bond rating. The negative outlook on NCSP's
rating also considers uncertainty over NCSP's future ownership
and business structure, which makes NCSP's business potentially
more vulnerable to the weakening of the operating environment.

The rating is likely to be downgraded if (1) Moody's sees a
worsening of the Russian operating environment and sovereign
creditworthiness; (2) in Moody's view, there is the increasing
likelihood of transformational changes to ownership and business
structure of NCSP with uncertain or negative consequences for
NCSP's credit quality; (3) NCSP's financial profile were to
deteriorate, with FFO interest cover and the ratio of FFO to debt
trending towards below 3x and 15%, respectively; (4) NCSP's
liquidity were to deteriorate and/or there were signs that
Sberbank's support to NCSP could weaken.

Given uncertainty over future structure and ownership of the NCSP
group of companies, the deteriorating operating environment in
Russia and pressure on the sovereign credit quality, upward
pressure on NCSP's rating is unlikely at present.

The methodologies used in these ratings were Privately Managed
Port Companies published in May 2013, and Government-Related
Issuers published in October 2014.

PJSC Novorossiysk Commercial Sea Port (NCSP) and its subsidiaries
represent Russia's largest stevedore. In 2013, this group of
companies generated revenue of US$928.1 million. NCSP is 50.1%-
owned by Novoport Holding Limited, which is equally controlled by
OAO AK Transneft (Transneft, Ba1 negative) and Mr. Ziyavudin
Magomedov, the beneficiary owner of Summa Group. The Russian
government owns a 20% stake in NCSP and the "golden share".



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


BANCO DE MADRID: Investor Suggests Selling Collapse Bank
--------------------------------------------------------
Xinhua News Agency reports that Ram Bhavnani, one of Banco de
Madrid's investors, said the ideal thing to do is finding a buyer
for the bank, which has recently filed for insolvency.

In an interview published on March 17 by economics newspaper
Expansion, Bhavnani pointed out that the best solution for Banco
de Madrid was to find a potential buyer, according to the news
agency. "There should have been a solution that avoided
uncertainty and speculation," the report quotes Bhavnani as
saying. "The best one would be a buyer."

"We have to be patient and let regulatory bodies do their job
calmly these days, as they have earned credibility. I understand
they do not want investors to leave until the facts under
investigation are clear," Bhavnani, as cited by Xinhua, pointed
out.

Xinhua adds that Bhavnani launched a message of support to the
bank's workers and assured that in case of an orderly winding-up
of the bank, "it had solvency and a goodwill" that would limit
losses that creditors could suffer.

On the other hand, the European Commission said on March 17 that
Spanish authorities had all the necessary legal tools in order to
avoid contagion effects throughout the country's financial
system, the report adds.

As reported by the Troubled Company Reporter-Europe on March 18,
2015, The Wall Street Journal reported that Spain's central bank
on March 16 said Banco de Madrid SA, the Spanish unit of an
Andorran lender accused of laundering money for organized-crime
groups, has filed for protection from its creditors.  Banco de
Madrid has been hit by substantial client withdrawals, the
central bank, as cited by the Journal, said, which has impacted
the ability of the lender to "meet its obligations in a timely
matter."  The move comes less than a week after the Bank of Spain
hastily took control of the tiny Madrid-based private banking
unit, after The Treasury Department's Financial Crimes
Enforcement Network named Banco de Madrid's parent company-Banca
Privada d'Andorra, or BPA -- a "primary money-laundering
concern", the Journal disclosed.

Banco de Madrid is a small bank in Spain's banking sector.  The
lender had 15,000 clients and 21 offices in major cities such as
Madrid and Barcelona as of March 11.


IM GRUPO VI: Moody's Rates EUR660 Million Serie B Notes (P)Caa1
---------------------------------------------------------------
Moody's Investors Service assigned provisional (P) ratings to two
series of notes to be issued by IM GRUPO BANCO POPULAR EMPRESAS
VI, FTA (the Fondo):

  -- EUR2,340 million Serie A Notes due January 2046, Assigned
     (P)A1 (sf)

  -- EUR660 million Serie B Notes due January 2046, Assigned
     (P)Caa1 (sf)

IM GRUPO BANCO POPULAR EMPRESAS VI, FTA is a securitization of
standard loans granted by Banco Popular Espanol S.A.(Ba3,
Possible Upgrade/ NP, Ratings Under review) and Banco Pastor,
S.A. (NR) to small and medium-sized enterprise (SME) and self-
employed individuals.

At closing, the Fondo -- a newly formed limited-liability entity
incorporated under the laws of Spain -- will issue two series of
rated notes. Banco Popular Espanol S.A. and Banco Pastor, S.A.
will act as servicers of the loans, while Intermoney Titulización
S.G.F.T., S.A. will be the management company (Gestora) of the
Fondo.

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

As of March 2, 2015, the provisional asset pool of underlying
assets was composed of a portfolio of 45,040 contracts granted to
SMEs and self-employed individuals located in Spain.  The assets
were originated mainly between 2011 and 2014. The weighted-
average seasoning of the portfolio is 1.32 years and the
weighted-average remaining terms is 3.94 years.  The whole pool
is unsecured. Geographically, the pool is well diversified with
Madrid (16.57%), Catalonia (18.92%) and Andalusia (14.74%) as top
regions.  At closing, there will be no loans more than 90 days in
arrears and above 30 days only up to a maximum of 1%.

In Moody's view, the strong credit positive features of this deal
include, among others: (i) a relatively short weighted average
life of 2.2 years; (ii) a granular pool (with an effective number
of obligors of over 3,500); and (iii) a geographically well-
diversified pool. However, the transaction has several
challenging features: (i) strong degree of linkage to Banco
Popular Espanol S.A. acting as servicer and paying agent and to
Banco Pastor, S.A. acting as servicer; (ii) no interest rate
hedge mechanism in place and (iii) all the assets are unsecured.
These characteristics were reflected in Moody's analysis and
provisional ratings, where several simulations tested the
available credit enhancement and 3% reserve fund to cover
potential shortfalls in interest or principal envisioned in the
transaction structure.

In its quantitative assessment, Moody's assumed an inverse normal
default distribution for this securitized portfolio due to its
granularity. The rating agency derived the default distribution,
namely the relevant main inputs such as the mean default
probability and its related standard deviation, via the analysis
of: (i) the characteristics of the loan-by-loan portfolio
information, complemented by the available historical vintage
data; (ii) the potential fluctuations in the macroeconomic
environment during the lifetime of this transaction; and (iii)
the portfolio concentrations in terms of industry sectors and
single obligors. Moody's assumed the cumulative default
probability of the portfolio to be equal to 7.95% with a
coefficient of variation (i.e. the ratio of standard deviation
over mean default rate) of 50%. The rating agency has assumed
stochastic recoveries with a mean recovery rate of 35% and a
standard deviation of 20%. In addition, Moody's has assumed the
prepayments to be 15% per year.

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

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

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

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

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

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

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

Moody's also tested other set of assumptions under its Parameter
Sensitivities analysis. If the assumed default probability of
7.95% used in determining the initial rating was changed to 10.3%
and the recovery rate of 35% was changed to 25%, the model-
indicated rating for Serie A and Serie B of A1(sf) and Caa1(sf)
would be A3(sf) and Caa2(sf) respectively. For more details,
please refer to the full Parameter Sensitivity analysis included
in the New Issue Report of this transaction.



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


DTEK FINANCE: Fitch Assigns 'C' Rating to Proposed 2019 Bonds
-------------------------------------------------------------
Fitch Ratings has assigned DTEK Finance plc.'s proposed issue of
2019 bonds an expected senior unsecured rating of 'C'(EXP) with a
Recovery Rating 'RR5'.  The new bonds are to be issued pursuant
to an exchange offer in respect of DTEK's existing 2015 notes
with an outstanding amount of USD200 million.

DTEK Energy B.V.'s (DTEK) Long-term foreign and local currency
IDRs of 'C' indicate that default is imminent, due to the
company's very weak liquidity profile.  The announced exchange
offer will constitute a distressed debt exchange (DDE) in
accordance with Fitch's Distressed Debt Exchange criteria.  Upon
execution of the exchange offer, Fitch will downgrade the IDRs
further to 'RD' (Restricted Default).  Post-restructuring, the
agency will re-rate the company once it has assessed its
liquidity profile after the bondholders and other creditors have
extended their debt maturities.  Upon execution of the exchange
offer, the rating of the new USD200m bond is expected to be
'C'(EXP).

The bonds' final rating is contingent on the receipt of final
documentation conforming to information already received and
final details on debt refinancing and liquidity profile of the
company.

KEY RATING DRIVERS

Imminent Refinancing Risk

The 'C' IDRs indicate that default is imminent.  DTEK faces
imminent liquidity risk as its cash position is not sufficient to
cover onerous short-term maturities in 2015 and refinancing its
short-term bank debt is pre-conditioned on the successful
execution of the eurobonds' exchange offer.

The company's cash position of USD341 million as of end-2014 was
well below its short-term maturities of USD598 million due in
2015 and USD641 million due in 2016 (excluding revolving lines
and letters of credit in the amount of USD416 million), which
include the remaining USD200 million portion of its USD500m
eurobonds due on April 28, 2015.  DTEK plans to issue the new
bonds in April 2015 pursuant to an exchange offer in respect of
the company's existing USD200 million 2015 notes.

Distressed Debt Exchange

Under Fitch's Distressed Debt Exchange criteria, the announced
exchange offer will constitute a DDE.  This is because, in
Fitch's view, the exchange offer imposes a material reduction in
terms of the April 2015 bond compared with the original
contractual terms and the restructuring is to avoid a payment
default.  The exchange offer, whether voluntary or by potentially
using the scheme of arrangement route, is considered a DDE.

Upon execution of the exchange offer, Fitch will further
downgrade the IDR to 'RD'.  Post-restructuring, the agency will
re-rate the company once it has assessed the liquidity profile
after the bondholders and other creditors have extended their
debt maturities.  This post-execution IDR could remain at 'C' if
default is still considered to be imminent with senior unsecured
bonds also at the same rating level with below-average recoveries
(RR5).  Even if other creditors also extend the debt maturity
schedule of the group, leading to the financial profile
warranting a higher 'CC' IDR, the senior unsecured bonds would
still be rated 'C', one notch below the IDR.  Consequently, upon
execution of the exchange offer, the rating of the new USD200m
bond is expected to be 'C'(EXP).

Foreign Currency Exposure

DTEK is exposed to high foreign currency fluctuations risk, as
most of its debt is denominated in foreign currencies, i.e. US
dollar (63% of total debt at end-2014), euro (27%) and rouble
(2%).  This contrasts with less than 10% of its revenue in US
dollar in 2014, while most of its remaining revenue is
denominated in hryvna.  An increase of the economic and political
uncertainty in Ukraine has led to significant hryvna devaluation
against major currencies (hryvna has lost 97% against the US
dollar in 2014 and additional 38% so far in 2015).  The company
does not fully hedge its FX risks.  However, more than 70% of its
cash is kept in US dollar and euro.

High Exposure to Local Banks

DTEK's liquidity position is weakened by its high exposure to
domestic banks.  In Fitch's analysis it assumed a portion of cash
held at the Ukrainian banks as restricted, due to the banks' low
credit quality, and estimated unrestricted cash at UAH5.4bn
(USD341m) as of end-2014.  In addition, a significant portion of
cash is kept at First Ukrainian International Bank, which is
owned by SCM, DTEK's parent company.

Breach of Covenants

Continued hryvna devaluation resulted in certain financial
covenants being breached as of Dec. 31, 2014, under a number of
facility agreements of the company.  For the avoidance of
occurrence of events of default under relevant facilities DTEK
has approached its creditors in advance with waiver and consent
requests covering the issues related to breach of financial
ratios.  As at end-2014, DTEK has obtained waivers covering the
breach of covenants from a number of lenders, and is continuing
to work on obtaining such waivers from the rest of the lenders.
However, these covenants breach will not constitute an event of
default as they are not maintenance covenants.  Financial
covenants (i.e. consolidated leverage ratio) as per the eurobonds
documentation restrict DTEK's ability to incur additional debt,
except for certain types of permitted indebtedness.
Additionally, the bonds indenture includes a cross-acceleration
clause provision, which is applicable to the extent the
acceleration of other financial indebtedness (subject to certain
thresholds) takes place.

Political Instability

The ongoing political and economic uncertainty -- Fitch is
forecasting a 5% decline in Ukraine's GDP and 26% inflation
increase for 2015 -- is likely to continue to have a material
adverse impact on DTEK's credit metrics.  Although assets located
in Donetsk and Lugansk regions account for a significant part of
DTEK's EBITDA and revenue, the company assesses its exposure to
the conflict area as much smaller.

On Jan. 21, 2015, Crimea authorities passed a resolution to
expropriate the property of DTEK's subsidiary Krymenergo located
in the region.  However, DTEK's exposure to Crimea is limited as
its electricity distribution in Crimea accounted for less than 3%
of revenue and around 2% of EBITDA in 2014.

Profitability Continues to Deteriorate

Despite economic deterioration in Ukraine, DTEK managed to
demonstrate almost stable financial performance in hryvna, with
2014 revenue up 0.2% yoy and EBITDA down only 4% yoy, based on
Fitch estimates.  However, EBITDA margin in 2014 declined further
to 15%, from almost 16% in 2013 and 20% in 2012.  Fitch expects
margins to remain under pressure in 2015 as the recently approved
tariff increase is likely to be offset by the forecasted cost
pressures.

Ongoing Reorganization

DTEK is in the process of reorganization and in 2014 it spun off
its newly-acquired gas company and re-named the group from DTEK
Holdings B.V. to DTEK Energy B.V.  The final corporate
reorganization is aimed at separating the different businesses
within the group and at deleveraging the newly formed DTEK Energy
B.V., which will include coal, thermal power plants and
electricity distribution assets.  In March 2015 Wind Power LLC's
(subsidiary of DTEK Renewables B.V.) debt and assets were spun-
off from DTEK Energy B.V. to DTEK Renewables B.V.

Ukraine's Leading Utilities Company

DTEK's ratings are supported by the company's leadership in coal
mining, power and heat generation, electricity distribution and
sales in Ukraine.  With an installed electric capacity of around
19 gigawatts at end-2014, DTEK ranks among the largest
Fitch-rated CIS power utilities.  Fitch believes that DTEK will
continue to occupy the leading position among private Ukrainian
utility companies for at least the medium term.  Its vertical
integration in coal mining, power generation and distribution
supports its profitability.

KEY ASSUMPTIONS

Fitch's key assumptions within our rating case for DTEK include:

   -- GDP decline in Ukraine by 5% and inflation increase by 26%
      in 2015

   -- Electricity consumption to decline faster than GDP decline

   -- Electricity tariffs to increase well below inflation, with
      export electricity tariffs to increase as a result of
      further UAH devaluation

   -- Expected refinancing of USD200 million eurobond and
      expected maturity extension of bank debt thereafter

   -- Debt split by FX assumed to be in line with 2014 breakdown

   -- Capital expenditure broadly at 2014 levels

RATING SENSITIVITIES

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

   -- Failure by the company to successfully execute the
      eurobonds' exchange offer and consequently extend the
      maturities of its bank debt

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

   -- Successful execution of the eurobonds' exchange offer
      followed by successful refinancing of short-term bank
      maturities

   -- Achievement of a more sustainable liquidity profile with
      manageable short-term debt levels

   -- Improvement of the macro-economic environment and the
      company's accounts receivables management


VAB BANK: Major Depositors to Contest Liquidation
-------------------------------------------------
Interfax-Ukraine reports that the initiative group of the major
depositors of VAB Bank intends to contest in court the decision
of the National Bank of Ukraine on the liquidation of the
financial institution.

Valeriy Mischenko, head of the initiative group, said at a press
conference at Interfax-Ukraine the group proposed the National
Bank and the Individuals' Deposit Guarantee Fund create a
transition bank, passing the assets and liabilities of VAB Bank
to it, which then must be purchased by the bank's large
depositors for UAH1 billion.

Thus, the bank's large depositors were ready to convert their
deposits into the transition bank shares, as well as additionally
capitalize it, Interfax-Ukraine states.  At the same time, they
got response neither from the National Bank nor the Individuals'
Deposit Guarantee Fund, Interfax-Ukraine notes.

According to Interfax-Ukraine, Mr. Mischenko said VAB Bank has
12,000 large depositors.  The funds of individual depositors,
whose deposits exceed the guaranteed amount of compensation,
stand at UAH3.028 billion, Interfax-Ukraine notes.

"We have not been heard for one reason, because today they have
UAH18 billion of assets [of VAB Bank], which they have turned
into UAH 5 billion," Interfax-Ukraine quotes Mr. Mischenko as
saying.

VAB Bank is based in Ukraine.



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


DWV LIMITED: High Court Shuts Down Single Purpose Vehicle Firms
---------------------------------------------------------------
Six companies that were part of a series of 22 single purpose
vehicle companies have been closed down by the High Court for an
abuse of insolvency legislation and operating in a manner that
lacked commercial probity.

The latest six companies in the group were wound up on Feb. 18,
2015, with 16 others having been wound up on July 3, 2013.

Petitions were presented by the Secretary of State for Business,
Innovation & Skills to wind-up all the companies up in the public
interest. This followed confidential investigations by Company
Investigations, a part of the Insolvency Service.

The investigation found each company had taken the lease or
leases of unoccupied commercial properties and then almost
immediately entered into members' voluntary liquidation. Without
exception, the companies had subsequently failed to appoint a
liquidator or ceased to carry on business, in a clear breach of
the requirements of the Insolvency Act 1986.

A voluntary winding up commences at the time of the passing of
the resolution for winding up. However, the effect of placing the
companies into members' voluntary liquidation and the failure to
appoint a liquidator was that the companies, as leaseholder,
would otherwise have been liable to pay national non-domestic
rates (business rates), but in fact, can obtain an exemption from
doing so.

As a consequence of these actions, the landlords, who would have
had to pay the business rates, had the properties in question
remained unoccupied, obtained an obvious benefit.

The Secretary of State formed the view that it did not remain the
public interest to pursue the petition brought against the
company which promoted and facilitated the scheme. This was a
result of undertakings offered by the facilitating company, its
director and shareholders and accepted by the Court, to the
effect that the facilitating company no longer carried on the
promotion or operation of the scheme and had no intention of
doing so in the future.

The scheme was in operation between February 2010 and October
2013 and resulted in approximately GBP26.5 million not being paid
in business rates that otherwise would have been payable if the
scheme had not been in operation.

The Court found that the operation of the scheme was an abuse of
the Insolvency Legislation and lacked commercial probity.

Welcoming the Court's winding up decisions David Hill, a Chief
Investigator at the Insolvency Service, said:

"The systematic abuse of both the insolvency and the corporate
regime enabled those behind the companies to benefit at the
expense of the Crown.

"No one should be in doubt that whenever we discover there are
serious failings, as with these companies, we will investigate
and take action to close down their activities."

The companies that were involved in the scheme are:

    * DWV Limited (CRO. No.07654925); Incorporated: 01.06.11;
      wound-up: 03.07.11; Registered Office: Wisteria, Cavendish
      House, 369 Burnt Oak Broadway, Edgware, Middlesex HA8 5AW;
      David Fletcher, Director and Company Secretary.

    * BDP Properties Limited (CRO. No. 07633426); Incorporated:
      13.05.11; wound-up: 03.07.11; Registered office: Wisteria,
      Cavendish House, 369 Burnt Oak Broadway, Edgware, Middlesex
      HA8 5AW; Director: David Fletcher.

    * BDP Real Estate Limited (CRO No. 07775237); incorporated:
      15.09.11; wound-up:03.07.11; Registered office: Wisteria,
      Cavendish House, 369 Burnt Oak Broadway, Edgware, Middlesex
      HA8 5AW; Director: David Fletcher.

    * Haven Equitable Limited (CRO No. 07596779); incorporated:
      15.09.11; wound-up: 03.07.11; Registered office: Wisteria,
      Cavendish House, 369 Burnt Oak Broadway, Edgware, Middlesex
      HA8 5AW ; Director: David Fletcher.

    * Grafton Equitable Limited (CRO No. 07681076); incorporated:
      23.06.11; wound-up: 03.07.11; registered office: Wisteria,
      Cavendish House, 369 Burnt Oak Broadway, Edgware, Middlesex
      HA8 5AW; Director: David Fletcher.

    * Curzon Equitable Limited (CRO No. 07628032); incorporated:
      10.05.11; wound-up: 03.07.11; registered office: Wisteria,
      Cavendish House, 369 Burnt Oak Broadway, Edgware, Middlesex
      HA8 5AW; Director: David Fletcher.

    * LEW Limited (CRO No. 07654921); incorporated: 01.06.11;
      wound-up: 03.07.11; registered office: Wisteria, Cavendish
      House, 369 Burnt Oak Broadway, Edgware, Middlesex HA8 5AW;
      Director & Company Secretary: David Fletcher.

    * Bella Real Estate limited (CRO No. 076359223);
      incorporated: 27.08.11; wound-up: 03.07.11; registered
      office: The Broadgate Tower, Third Floor, 20 Primrose
      Street, London EC2A 2RS; Director: David Fletcher.

    * Smallbrook Properties Limited (07133831); incorporated:
      22.01.10; wound-up:03.07.11; registered office: The
      Broadgate Tower, Third Floor, 20 Primrose Street, London
      EC2A 2RS; Director: David Fletcher.

    * Florence Real Estate Limited (CRO No. 07325907);
      incorporated: 26.07.10; wound-up: 03.07.11; registered
      office: The Broadgate Tower, Third Floor, 20 Primrose
      Street, London EC2A 2RS; Director: David Fletcher.

    * EHL Real Estate Limited (CRO No. 07623529); incorporated:
      05.05.11; wound-up: 03.07.11; registered: The Broadgate
      Tower, Third Floor, 20 Primrose Street, London EC2A 2RS;
      Director: David Fletcher.

    * RCS Property Limited (CRO No. 08065763); incorporated:
      11.05.12; wound-up: 03.07.11; registered office: The
      Broadgate Tower, Third Floor, 20 Primrose Street, London
      EC2A 2RS; Directors: David Fletcher & Minerva Trust Company
      as Trustees of the Highland Purpose Trust.

    * Downmill Assets Limited (CRO No. 07183000); incorporated:
      09.03.10; wound-up: 03.07.11; registered office: The
      Broadgate Tower, Third Floor, 20 Primrose Street, London
      EC2A 2RS; Director: David Fletcher.

    * Marchside Limited (CRO No. 08432193); incorporated:
      06.03.13; wound-up: 18.02.15; registered office: The
      Broadgate Tower, Third Floor, 20 Primrose Street, London
      EC2A 2RS; Director: David Fletcher.

    * Curzon Chester Limited (CRO No. 07583757); incorporated:
      03.03.11; wound-up: 03.07.11; registered office: Suite 250,
      162-168 Regent Street, London W1B 5D; Director: David
      Fletcher.

    * Hayling Riverside Limited (CRO No. 07524524); incorporated:
      10.02.11; wound-up: 03.07.11; registered office: Suite 250,
      162-168 Regent Street, London W1B 5D; Director: David
      Fletcher.

    * Hayling (NS) Limited (CRO No. 08380227); incorporated:
      29.01.13; wound-up: 18.02.15; registered office: Wisteria
      Camrose House, 2A Camrose Avenue, Edgware, Middlesex HA8
      6EG; Director: David Fletcher.

    * Mayes Property Limited (CRO No. 08128768); incorporated:
      03.07.12; wound-up: 03.07.11; registered office: Suite
      Wisteria Camrose House, 2A Camrose Avenue, Edgware,
      Middlesex HA8 6EG; Director: David Fletcher.

    * BDP (CP) Limited (CRO No. 08380373); incorporated:
      29.01.13; wound-up: 18.02.15; registered office: Wisteria
      Camrose House, 2A Camrose Avenue, Edgware, Middlesex HA8
      6EG; Director: David Fletcher.

    * BE (Gloucester) Limited (CRO No. 08329390); incorporated:
      13.12.12; wound-up: 18.02.15; registered office: Wisteria
      Camrose House, 2A Camrose Avenue, Edgware, Middlesex HA8
      6EG; Director: David Fletcher.

    * Hayling Limited (CRO No. 07809766); incorporated: 13.10.11;
      wound-up: 18.02.15; registered office: Wisteria Camrose
      House, 2A Camrose Avenue, Edgware, Middlesex HA8 6EG;
      Director: David Fletcher.

    * JTF Property Limited (CRO No. 08136390); incorporated:
      10.07.12; wound-up: 18.02.15; registered office: Wisteria
      Camrose House, 2A Camrose Avenue, Edgware, Middlesex HA8
      6EG; Director: David Fletcher.

The petitions to wind up companies 1-13, 15, 16 and 18 were
presented in the High Court on Feb. 18, 2013, and those companies
were placed into Compulsory Liquidation on public interest
grounds on July 3, 2013. The remaining petitions were presented
on Sept. 18, 2014 and those companies were placed into Compulsory
Liquidation on public interest grounds on Feb. 18, 2015. All
petitions were presented under the provisions of section 124A of
the Insolvency Act 1986. The Official Receiver has been appointed
as liquidator of all the companies.


EDEN ACQUISITION 5: S&P Assigns 'B' CCR; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' long-term
corporate credit rating to Eden Acquisition 5 Ltd., the parent
company of Top Right Group, the U.K.-based B2B information
provider and events group.  The outlook is stable.

At the same time, S&P assigned its 'B' long-term issue rating to
the senior secured GBP510 million-equivalent first-lien
facilities, composed of a GBP435 million-equivalent term loan B
and a GBP75 million-equivalent revolving credit facility (RCF).
The recovery rating on both the term loan B and the RCF is '3',
indicating S&P's expectation of meaningful (50%-70%) recovery in
the event of a payment default.  S&P's recovery expectations are
in the lower half of the range.

The rating on Eden Acquisition 5 reflects S&P's assessment of the
Top Right group's financial risk profile as "highly leveraged"
and its business risk profile as "fair."

"Our assessment of Top Right's financial risk profile is mainly
constrained by our view of the group's high leverage and its
majority ownership by funds managed by Apax, which affects how we
assess its financial policy.  As part of the proposed capital
structure, about GBP390 million of various quasi-equity
instruments have been lent to the intermediate holding companies
owning Eden Acquisition 5, although Eden Acquisition 5's direct
holding company parent -- Hazel Acquisition 1 Ltd. -- only owns
ordinary common equity in Eden Acquisition 5.  We consider such
quasi-equity instruments to be debt-like obligations under our
criteria.  Including these instruments, we estimate that the Top
Right group's Standard & Poor's-adjusted gross debt-to-EBITDA
ratio should reach almost 10x at the end of 2015, or about 5x
excluding these instruments.  Importantly, we understand that
there are no cross-default provisions between these instruments
and Top Right's bank facilities," S&P said.

"On the positive side, we recognize the cash-preserving function
of the quasi-equity instruments provided by the shareholders.  As
such, we consider the cover ratio of adjusted FFO to cash
interest as pivotal for assessing Top Right's financial risk
profile.  We anticipate that Top Right will post this ratio in
the 2.5x-3x range in 2015 and it will further improve thereafter.
Furthermore, we anticipate that Top Right will continue to
generate a sound level of free operating cash flow (FOCF) in
2015-2017; this supports the financial risk profile," S&P added.

S&P's assessment of the business risk profile as "fair" reflects
its opinion of the relatively modest overall scale of Top Right
when compared with its main rated peers.  This could
disproportionately limit operating and financial flexibility at
the group level if performance at one or more of its businesses
were to significantly weaken.  Top Right's operating
profitability, measured by EBITDA margin, demonstrates "high"
volatility and is "average" when compared with the EBITDA margins
of its peers.  S&P's assessment also takes into account the media
industry's "intermediate" risk and Top Right Group's "low"
country risk, based on the source of its revenues.  It generates
over 50% of its revenues in the U.K. and a further 20%-25% from
Western and Southern Europe.  North America accounts for a
further 10% of revenues and the balance is split between Latin
America and Asia-Pacific.

These factors are partly offset by the predictability of the
revenue and earnings Top Right generates through its exhibitions
and events businesses -- such as i2i and Lions, which together
represent over 45% of group revenues -- and by the recurring
revenues from subscriptions that have good renewal rates.  These
account for over a third of revenues.  The revenue recurrence is
supported, in S&P's opinion, by the solid competitive positions
of the group across its main niche markets.  In addition, the
group has limited exposure to cyclical advertising revenues --
less than 10% of group revenues -- and benefits from healthy
conversion of its earnings to cash flow.

S&P's base case assumes:

   -- Revenue growth of up to 5% in 2015 and 2016 based on its
      expectation that global real GDP growth will be 2.9% and
      3.1%, respectively, in these years;

   -- An adjusted EBITDA margin of about 28%-29% in both years;

   -- Capital expenditures of about GBP13 million-GBP15 million
      per year; and

   -- FOCF of about GBP35 million-GBP40 million in 2015,
      increasing by about GBP10 million in 2016.

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

   -- An adjusted debt-to-EBITDA ratio of about 10x in 2015 and
      2016 (about 5x, excluding the quasi-equity instruments);
      and

   -- Adjusted FFO to cash interest cover of about 2.5x-3x in
      2015, increasing to about 4x in 2016.

The stable outlook reflects S&P's expectation that Top Right will
continue to reduce leverage through nominal EBITDA growth over
the next 12 months, supported by sound FOCF generation.  The
outlook also reflects S&P's expectation that liquidity will
remain adequate during the period, and that adjusted leverage
should reduce to about 10x in 2015 (about 5x excluding the junior
debt instruments that do not pay interest in cash) from 12x (more
than 6x) in 2014.  Standard & Poor's-adjusted FFO to cash
interest cover would be substantially higher than 2x under this
scenario. Finally, the stable outlook anticipates that the
group's financial policy will continue to support an adequate
liquidity and contain adjusted leverage over the next 12 months
at about 10x debt to EBITDA.

S&P could lower the rating if the group's liquidity was to
significantly weaken, particularly if the RCF were drawn at a
level exceeding the 40% of the total commitment, and covenant
headroom was to tighten to below 15% and remain so for several
consecutive quarters.  If adjusted FFO-to-interest cover fell
below 2x, that could also prompt us to lower the rating.  This
could happen if the group was unable to increase its nominal
EBITDA, if it faced unexpected pressure on working capital, or if
it made material debt-funded acquisitions.

S&P could raise the rating if over the next 12 months it saw an
evidence of more conservative financial policy supporting the
sustainable reduction in the group's adjusted leverage, including
its junior non-cash-pay debt instruments.  S&P also sees an
adjusted FFO-to-interest cover of substantially over 3x as
commensurate with a higher rating, combined with positive FOCF
generation.


FERRARI'S COFFEE: Legal Bill Forces Administration
--------------------------------------------------
Insider Media Limited reports that Ferrari's Coffee, a Bridgend
coffee maker, thought to be the oldest coffee roasting company in
Wales, has been rescued from administration.

Ferrari's Coffee has previously featured on Jamie's Great Britain
and Sky 1 sitcom The Cafe, but entered insolvency proceedings
after being hit with a legal bill it was unable to pay, according
to Insider Media Limited.

The report notes that the company entered administration on March
6, 2015, with John Cullen -- john.cullen@harris-lipman.co.uk --
and Bethan Evans -- bethan.evans@harris-lipman.co.uk -- of
accountancy firm Harris Lipman appointed as joint administrators.

Coffee Mocha Ltd bought the business on the same day, allowing it
to continue trading and preserving nine jobs, the report relates.

The administration came after the business was ordered to pay
GBP250,000 in damages and costs following a complex legal case
involving the use of 62 tonnes of imported coffee beans.

A judge in Cardiff ruled that Ferrari's Coffee should pay Dutch
businessman Hans Kersten damages for the use of the coffee beans,
together with what is likely to amount to a further six-figure
sum in costs, the report notes.

The court heard that Ferrari's Coffee had sold or used
approximately 47 tonnes of beans and not paid Kersten or his
business partners, the report says.  Law firm hlw Keeble Hawson
helped secure the court order.

"We are delighted to have been able to save a well-known business
that has been trading for over 50 years, and that no redundancies
were necessary.  The sale of the business through a pre-packaged
administration will achieve a better result for creditors than
would have been possible through a cessation of trade and
liquidation of the company," the report quoted Mr. Cullen as
saying.

Ferrari's Coffee was founded in the 1960s and describes itself as
the "oldest coffee supplier in Wales".


GB GROUP: Tunnel Work Delayed as Firm Goes Into Administration
--------------------------------------------------------------
News Guardian reports that a GBP7 million project to bring the
Tyne Pedestrian and Cyclist Tunnels up-to-date has been hit after
the main contractor went into administration with the loss of 350
jobs -- 95 in Longbenton.

The Grade II-listed structure was closed in May 2013 for the
project to begin.

But tunnel owners have been left trying to find alternative
arrangements after GB Group Holdings Limited and GB Building
Solutions went into administration, according to News Guardian.

It now means the anticipated re-opening of the tunnel, which
links Howdon to Jarrow, could be delayed until next year, the
report notes.

"While we are committed to finishing this important project, this
unfortunate development will inevitably delay the completion
date.  We are reviewing our contractual arrangements and will
make a further announcement as soon as we are able to.  We expect
the tunnels to remain closed until late 2015 early 2016," the
report quoted a spokesperson for the North East Combined
Authority, owners of the tunnels, as saying.

"In the meantime, the shuttle bus and Night Service which enable
pedestrians and cyclists to use this vital river crossing will
continue until the tunnels are re-opened," the spokesman added.

Bosses at GB Group Holdings and GB Building Solutions have been
forced to cut 350 from its workforce, including 95 at its office
on Balliol Business Park, in Longbenton, the report notes.

GB Group called in administrators from BDO after 'trading and
cash flow issues', including 'three substantial claims' on
contracts, the report relays.

It is the third delay to hit the tunnels project, the report
discloses.

An asbestos discovery pushed the initial closure estimate of one
year further back, the report adds.


TA MFG: Moody's Assigns Ba2 Rating to EUR330MM Unsecured Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to TA Mfg Limited
(UK)'s EUR330 million (approximately US$350 million dollar
equivalent) unsecured notes due 2023.  TA Mfg is a wholly owned
subsidiary of Esterline Technologies Corporation.  Proceeds of
the proposed private placement offering are expected to be used
to repay borrowings outstanding under the company's existing
senior secured bank credit facility.  Concurrently, all of
Esterline's existing ratings were affirmed including its Ba1
Corporate Family Rating and SGL-2 Speculative Grade Liquidity
rating. Esterline's ratings outlook remains stable.

The proposed transaction is viewed to be debt neutral as the
proceeds from the proposed notes issuance are expected to be used
to repay currently outstanding bank debt. The proposed senior
unsecured notes are rated Ba2, one notch below the Ba1 CFR,
reflecting their junior position in the capital structure
relative to the company's secured credit facility and term loan.
At the same time, Esterline is currently negotiating an amendment
and restatement of its existing secured credit facility. The
amended credit facility is expected to be comprised of a US$500
million revolving facility and a US$250 million delayed-draw term
loan facility. The company has stated that if the delayed-draw
term loan were to be utilized, it is intended to be used for
working capital and/or repayment or refinancing of its existing
indebtedness and related expenses.

Ratings assigned:

Issuer: TA Mfg Limited (UK)

  -- EUR330 million unsecured notes due 2023, at Ba2 (LGD-5)

Ratings affirmed:

Issuer: Esterline Technologies Corp.

  -- Corporate Family Rating, at Ba1

  -- Probability of Default Rating, at Ba1-PD

  -- $250 million senior unsecured notes due 2020, at Ba2 (LGD-5)

  -- Speculative grade liquidity rating, at SGL-2

  -- Outlook, Stable

The assigned ratings are subject to Moody's review of the final
terms and conditions of the proposed transaction.

Esterline's Ba1 CFR continues to reflect the company's well-
established and diversified position across platforms and
geographies in the development and manufacture of highly
engineered products within its primary aerospace and defense
markets as well as approximate 20% exposure to industrial and
other end-markets. The strength in the commercial aerospace
business also supports the ratings. The ratings consider the
company's good liquidity profile including expectations for
consistent positive annual free cash flow generation. In
addition, the ratings also consider growth in EBITDA along with
debt reduction that has resulted in improved credit metrics over
the past three years. Esterline currently remains well-positioned
at the Ba1 rating level with debt to EBITDA of below 3.0 times
and EBIT to interest coverage above 5.0 times.

These positive considerations are counterbalanced by key risk
factors considered in the ratings including the fiscal budget
pressures on defense spending both in the U.S. and Europe and
concerns relating to the company's ability to absorb working
capital requirements to support commercial aerospace ramp up
activity. Importantly, the ratings are also constrained by the
company's increasingly shareholder-friendly financial policy, as
evidenced by Esterline's recently-announced increased share
repurchase authorization by $200 million to $400 million. The
company still has $55 million available under its current
program.

Esterline's SGL-2 rating reflects a good liquidity profile
supported by consistent free cash flow generation, availability
under the company's revolving credit facility and ample headroom
under financial maintenance covenants. The company's ability to
sell certain unpledged assets abroad as a source of liquidity
also supports the rating.

The stable outlook is supported by Esterline's good liquidity
profile as well as degree of revenue visibility provided by its
backlog and expectation of continued healthy demand in the
commercial aerospace market counterbalanced by softness in
certain areas of the defense business.

Developments that could establish negative pressure on the
ratings include significant declines in revenues and margins, a
meaningful reduction in free cash flow or an elevation of
Esterline's debt to EBITDA above 3.5 times on a sustained basis
and EBIT to interest falling to the 3.3 times level.

Factors that could lead to a positive outlook or stronger ratings
include achieving greater revenue scale, while maintaining strong
margins and generating ample free cash flow. In addition, a
continued balanced approach to financing share repurchases such
that debt to EBITDA is at 2.5 times or below and demonstrating
EBIT to interest coverage of at or above 4.5 times on a sustained
basis would also be considered.

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Esterline Technologies Corporation, headquartered in Bellevue,
Wash., serves primarily aerospace and defense customers with
highly engineered products for applications including avionics,
human-machine interface, thermal protection, wire management,
sensing, electrical connection and power distribution. The
company operates in three business segments: Avionics and
Controls, Sensors and Systems and Advanced Materials. Revenues
for the twelve months ending Jan. 30, 2015 totaled approximately
US$2.0 billion.


TOWER FINANCE: March 27 Hearing on U.S. Recognition
---------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York will convene a hearing on March 27,
2015, to consider Towergate Finance PLC's petition for
recognition of its English proceeding as the main forum of action
for its restructuring.

The Debtor, an English public limited company, has issued secured
and unsecured debt that it seeks to adjust through two separate
but related schemes of arrangement to be approved by the affected
creditors and ultimately by the English Court under part 26 of
the Companies Act 2006 of England and Wales.

In order to mitigate the risk of a dissenting creditor suing
under the applicable indentures in U.S. courts to frustrate the
Debtor's successful financial restructuring under the Schemes,
the Foreign Representative files this Petition seeking this
Court's aid in extending the protections granted by the English
Court under the Schemes to the territorial jurisdiction of the
United States.

Towergate's trading performance since mid-2014, coupled with the
significant risk that it may have material liabilities under
certain ongoing regulatory investigations into its historic
business practices, has resulted in the Towergate Group facing
financial difficulties, particularly in light of the Debtor's
debt service obligations.  As a result, the Debtor has, since
November 2014, been in negotiations with its key creditor
constituencies and other stakeholders with a view to
restructuring its capital structure and financial obligations.
On Feb. 2, 2015, the Debtor, which relies on cash generated by
its operating subsidiaries to service its debt, did not make an
interest payment due on that day in respect of certain of its
senior secured notes.

The Towergate Group's negotiations with an ad hoc group of senior
secured creditors and an ad hoc group of senior unsecured
noteholders recently resulted in an agreed framework for a
financial restructuring that, if approved by at least the senior
secured creditors and, if applicable, its senior unsecured
noteholders, will be implemented through the Schemes.  Only two
classes of the Debtor's creditors -- its Existing Senior Secured
Creditors and its Existing Senior Unsecured Noteholders -- will
have their rights affected by, and will vote on, the relevant
Scheme.  As of the date hereof, holders of 86.2% of the Existing
Senior Secured Debt and holders of approximately 86.9% of the
Existing Senior Unsecured Notes have entered into a lockup and
restructuring agreement with the Debtor pursuant to which they
have agreed to vote in favor of their respective Schemes.

The Debtor thus expects each of the Schemes to be approved by
each of the applicable classes of debt.  This scenario is
referred to in the Scheme documents and herein as the "Composite
Restructuring."  Under the Composite Restructuring, the senior
secured creditors will, in consideration for the release and
discharge of the Debtor's Existing Senior Secured Debt, receive a
combination of cash, new debt, equity interests in a new holding
company ("TopCo") and the right to subscribe for new super senior
debt and participate in a back-stopped offering of shares in
TopCo.  The Existing Senior Unsecured Noteholders will, in
consideration for the release and discharge of the Debtor's
Existing Senior Unsecured Notes, receive equity interests in a
new holding company controlled by the Existing Senior Unsecured
Noteholders that will be a shareholder in TopCo and the right to
participate in a back-stopped offering of shares in TopCo.

However, if the Senior Secured Scheme is approved by the Existing
Senior Secured Creditors but the Parallel SUN Scheme is not
approved by the Existing Senior Unsecured Noteholders (or certain
other conditions do not occur), the Composite Restructuring
toggles to an alternative restructuring between the Debtor and
the Existing Senior Secured Creditors.  Under this scenario, the
Existing Senior Secured Creditors will, in consideration for the
release and discharge of the Debtor's Existing Senior Secured
Debt, receive the entire share capital in TopCo, and new senior
secured and subordinated debt and the right to subscribe for new
super senior debt.  In this scenario, the guarantees granted by
the Debtor's Parent and its subsidiaries in respect of the
Existing Senior Unsecured Notes will be released in accordance
with a contractual release mechanism in the Existing
Intercreditor Agreement.

In order to effectuate the restructuring contemplated by the
Schemes, the Debtor, through its Scott Egan, the foreign
representative of the Debtor, seeks recognition of the English
Proceeding as a foreign main proceeding and requests the Court
grant full force and effect to the English Court's order
approving the applicable Schemes.

Pursuant to the indentures governing the senior secured notes and
the senior unsecured notes, the Debtor has expressly consented to
the jurisdiction of any federal or state court located in the
Borough of Manhattan in the City of New York, New York in
connection with any disputes arising out of the relevant
indentures.

Thus, according to Mr. Egan, absent relief from the U.S. Court
honoring the discharge and release of debts obtained in the
Schemes, a dissenting noteholder in a class that has otherwise
voted in favor of the Schemes could commence a lawsuit in the
United States seeking to obtain more than its pro rata share of
its class's distributions.

Mr. Egan notes that the English Proceeding grants substantial due
process rights to the Debtor's affected creditors that
sufficiently protect their interests and is consistent with, and
not manifestly contrary to, U.S. public policy.

A copy of the Petition for U.S. Recognition is available for free
at http://bankrupt.com/misc/Towergate_US_Recognition.pdf

                     About Towergate Finance

Towergate Finance is an independently-owned insurance
intermediary company distributing general insurance products in
the United Kingdom through its own brokers and third party
brokers, including mortgage brokers and other mortgage
intermediaries.

Towergate Finance is a subsidiary of privately held Towergate
Holdings II Limited and Towergate Partnershipco Limited, which is
owned by investment funds managed by the private equity firm
Advent International Corporation and individual shareholders.

Towergate's corporate headquarters are located in Kent, England,
and it has more than 90 offices across the U.K.  Towergate does
not currently have any operations outside of the U.K.

The Towergate group's trading performance since mid-2014, coupled
with the significant risk that it may have material liabilities
relating to the ongoing UK Financial Conduct Authority
investigations into its historic business practices, has resulted
in the Towergate Finance and the Group facing financial
difficulties particularly in the context of Towergate Finance's
debt service obligations.  On Feb. 2, 2015, Towergate Finance
failed to make an interest payment due under its floating rate
senior secured notes due 2018.

On Feb. 6, 2015, Towergate proposed with the Chancery Division
(Companies Court) of the High Court of Justice of England and
Wales schemes of arrangement that would adjust its secured and
unsecured debt.  The schemes of arrangement are subject to
approval by the affected creditors and ultimately by the English
Court.

To ward off the threat of a lawsuit in the U.S. from a dissenting
investor, Towergate Finance filed for Chapter 15 bankruptcy
protection (Bankr. S.D.N.Y. Case No.  15-10509) in Manhattan in
the United States on March 6, 2015.  Scott Egan, as foreign
representative, signed the petition.  Aaron Javian, Esq., at
Linklaters LLP, in New York, serves as counsel in the U.S. case.


                            *********

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,
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Editors.

Copyright 2015.  All rights reserved.  ISSN 1529-2754.

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