TCREUR_Public/150603.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

           Wednesday, June 3, 2015, Vol. 16, No. 108

                            Headlines

C Y P R U S

BANK OF CYPRUS: Moody's Upgrades Covered Bond Ratings to 'B1'
BANK OF CYPRUS: Moody's Affirms 'Caa3' Debt & Deposit Ratings


G E R M A N Y

PB DOMICILE 2006-1: Fitch Affirms 'Bsf' Rating on Class E Notes


G R E E C E

GREECE: Submits Debt Deal Proposals; Bailout Talks Ongoing


I R E L A N D

CLAVOS EURO: S&P Raises Rating on Class V Notes to 'BB+'
EURO CRE 2006-1: Moody's Affirms C Ratings on 3 Tranches


I T A L Y

PHARMA FINANCE 3: Fitch Cuts Rating on Class B Notes to 'CCsf'


K A Z A K H S T A N

CENTRAL-ASIAN ELECTRIC: Fitch Affirms BB- LT Foreign Curr. IDR
EASTCOMTRANS LLP: Fitch Affirms 'B' Long Term Currency IDRs
SEVKAZENERGO JSC: Fitch Assigns 'BB-' LT Foreign Currency IDR


N E T H E R L A N D S

GRESHAM CAPITAL III: S&P Raises Rating on Class F Notes to BB+
MAXEDA DIY: Moody's Assigns '(P)B2' CFR; Outlook Stable


P O R T U G A L

NOVO BANCOS: Moody's Lifts BCA to caa2 on Improved Fundamentals
PORTUCEL SA: S&P Affirms 'BB' CCR, Outlook Remains Stable


R U S S I A

ASTRAKHAN REGION: Fitch Withdraws 'B+' IDR, Outlook Stable
BANK ROSSIYSKY: Fitch Raises LT Issuer Default Rating to 'BB-'
CB OPM-BANK: Bank of Russia Revokes Banking License
COMMERCIAL BANK RENAISSANCE: S&P Puts 'B/C' Rating on Watch Neg
DELTA KEY: Moscow Court Terminates Provisional Administration

KHABAROVSKY AIRPORT: S&P Affirms Then Withdraws 'B+' CCR
KRASNODAR REGION: Fitch Withdraws 'BB' LT Issuer Default Rating
KRASNOYARSK REGION: Fitch Affirms 'BB+' IDR; Outlook Stable
MDM BANK: Moody's Concludes Review on B3 Deposit Ratings
METROBANK JSC: Bank of Russia Revokes Banking License

RAZGULAY: May File for Bankruptcy if Restructuring Fails
SIBNEFTEBANK OJSC: Bank of Russia Revokes Banking License
VOLZHSKIY CITY: Fitch Affirms 'B+' IDR, Outlook Stable
ZABRZE CITY: Fitch Affirms 'BB+' IDR, Outlook Stable


S P A I N

SANTANDER EMPRESAS 1: Fitch Hikes Class D Notes' Rating to B-sf
OBRASCON HUARTE: Fitch Puts 'BB-' Long-Term IDR on Watch Neg


T U R K E Y

ASYA KATILIM: Moody's Assigns Caa1 Counterparty Risk Assessment


U K R A I N E

FERREXPO PLC: S&P Lowers CCR to 'CCC' on Weakening Profits
MRIYA AGRO: To Get Working-Capital Facility to Avert Liquidation


U N I T E D   K I N G D O M

CPUK FINANCE: Fitch Assigns 'B+' Rating to Class B Notes
ECO-BAT TECHNOLOGIES: Moody's Affirms B1 CFR, Outlook Negative
HEWLETT CONSTRUCTION: Collapses for Second Time
NEMUS II: Fitch Affirms 'BBsf' Rating on Class D Debt
RILEYS ON GOLD: Bar Closes; Ceases Trading

SUSTAINABLE ENERGY: In Administration; 40 Jobs Affected


                            *********


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BANK OF CYPRUS: Moody's Upgrades Covered Bond Ratings to 'B1'
-------------------------------------------------------------
Moody's Investors Service upgraded to B1 from B3 (on review for
upgrade) the ratings on the mortgage covered bonds of Bank of
Cyprus Public Company Limited (the issuer, deposits Caa3 stable;
adjusted baseline credit assessment caa3; Counterparty Risk (CR)
Assessment Caa2(cr)).

This rating action concludes the review of the above ratings.

The rating action on the covered bonds follows Moody's assignment
of a new CR Assessment for Bank of Cyprus which is the underlying
institution supporting the covered bonds. The CB anchor for this
program is CR Assessment plus one notch. With the assignment a CR
Assessment of Caa2(cr), the covered bond anchor is now two
notches higher than before.

Moody's determines covered bond ratings using a two-step process:
an expected loss analysis and a TPI framework analysis.

EXPECTED LOSS: Moody's uses its Covered Bond Model (COBOL) to
determine a rating based on the expected loss on the bond. COBOL
determines expected loss as (1) a function of the probability
that the issuer will cease making payments under the covered
bonds (a CB anchor event); and (2) the stressed losses on the
cover pool assets following a CB anchor event.

The CB anchor for this program is CR Assessment plus one notch.
The CR Assessment reflects an issuer's ability to avoid
defaulting on certain senior bank operating obligations and
contractual commitments, including covered bonds. Moody's may use
a CB anchor of CR Assessment plus one notch in the European Union
or otherwise where an operational resolution regime is
particularly likely to ensure continuity of covered bond
payments.

The cover pool losses for Bank of Cyprus mortgage covered bonds
are 31.9%. This is an estimate of the losses Moody's currently
models following a CB anchor event. Moody's splits cover pool
losses between market risk of 20.2% and collateral risk of 11.7%.
Market risk measures losses stemming from refinancing risk and
risks related to interest-rate and currency mismatches (these
losses may also include certain legal risks). Collateral risk
measures losses resulting directly from cover pool assets' credit
quality. Moody's derives collateral risk from the collateral
score, which for this program is currently 17.4%.

The over-collateralization (OC) in the cover pool is 36.3%, of
which Bank of Cyprus provides 5% on a "committed" net-present-
value basis. The minimum OC level consistent with the B1 rating
target is 0. To pass at this rating level, the issuer does not
need to provide OC in a "committed" form. These numbers show that
Moody's is not relying on "uncommitted" OC in its expected loss
analysis.

All numbers in this section are based on Moody's most recent
modelling (based on data received from the issuer as of March 31,
2015).

TPI FRAMEWORK: Moody's assigns a "timely payment indicator"
(TPI), which measures the likelihood of timely payments to
covered bondholders following a CB anchor event. The TPI
framework limits the covered bond rating to a certain number of
notches above the CB anchor.

The CB anchor is the main determinant of a covered bond program's
rating robustness. A change in the level of the CB anchor could
lead to an upgrade or downgrade of the covered bonds. The TPI
Leeway measures the number of notches by which Moody's might
lower the CB anchor before the rating agency downgrades the
covered bonds because of TPI framework constraints.

The TPI assigned to this program is Very Improbable. The TPI
Leeway for this program is limited, and thus any reduction of the
CB anchor may lead to a downgrade of the covered bonds.

A multiple-notch downgrade of the covered bonds might occur in
certain circumstances, such as (1) a country ceiling or sovereign
downgrade capping a covered bond rating or negatively affecting
the CB anchor and the TPI; (2) a multiple-notch downgrade of the
CB anchor; or (3) a material reduction of the value of the cover
pool.

The principal methodology used in this rating was "Moody's
Approach to Rating Covered Bonds" published in March 2015.


BANK OF CYPRUS: Moody's Affirms 'Caa3' Debt & Deposit Ratings
-------------------------------------------------------------
Moody's Investors Service affirmed the Caa3 deposit, (P) Caa3
provisional senior unsecured debt ratings and caa3 standalone
baseline credit assessment (BCA) of Bank of Cyprus Public Company
Limited (BoC). The Not-Prime commercial paper and short-term
deposit ratings have also been affirmed. The affirmation of the
ratings reflects the progress the bank has made with its
restructuring plan through the early disposal of foreign assets,
the reduction of emergency liquidity assistance and the
stabilization of its deposit base despite the abolition of
deposit controls in Cyprus. However, the rating affirmations also
reflect the significant challenges the bank still faces in terms
of improving the quality of its assets and reducing its reliance
on central bank funding.

Moody's has also assigned a long- and short-term counterparty
risk (CR) assessment of Caa2 (cr) / Not-Prime(cr) to the bank in
line with its new bank rating methodology.

The affirmation of BoC's Caa3 deposit ratings and caa3 BCA
reflects the progress the bank has made with its restructuring
plan, balanced against the significant challenges the bank still
faces.

As part of its deleveraging strategy, the bank has sold its
operations in Ukraine, assets in Romania as well as loans in
Serbia and the UK. These assets sales had a minor positive effect
on the bank's capital position and allow the bank to refocus on
its key domestic market. The asset sales, the early repayment of
a sovereign bond and a successful capital increase have also
allowed the bank to reduce its emergency liquidity assistance to
EUR6.5 billion as of April 2015 from a peak of EUR11.4 billion in
April 2013. In September 2014, the bank successfully complete a
EUR1 billion private capital increase which increased its Tier 1
ratio to 13.4% (fully loaded) and allowed it to pass the European
Central Bank's comprehensive assessment in October 2014.

Nevertheless, the bank continues to face significant challenges.
Although declining, funding reliance on central banks, which
accounted for 27% of assets as of April 2015 according to Moody's
estimates, remains large. Moreover, the bank faces a large stock
of non-performing loans (NPLs) and low cash provisions (loan loss
reserves) against losses from these exposures. The ratio of NPLs
(defined as 90 days past due and impaired loans) to gross loans
stood at 53.2% as of December 2014, while non-performing
exposures according to the European Banking Authority's
definition were 63% of gross loans. Loan loss reserves were a low
41% of NPLs as of December 2014. The loan restructuring progress
has been slow and although the recent implementation of a more
timely foreclosure framework in Cyprus is a positive development
for the bank, it is too early to assess its potential benefit.

Upward pressure could develop on the ratings following further
improvements in BoC's financial performance, such as a reduction
in the volume of NPLs, improvement in the cash coverage of NPLs
and a material decrease in central bank funding.

Downward pressure on BoC's ratings would develop following (1)
deterioration in the bank's asset-quality metrics beyond Moody's
current expectations, which would significantly erode capital
buffers bringing them close to the regulatory minimum; and/or (2)
increased reliance on Euro-system funding.

As part of today's action, Moody's has assigned a long-term
Counterparty Risk Assessment (CR Assessment) of Caa2 (cr) to BoC.

CR Assessments are opinions of how counterparty obligations are
likely to be treated if a bank fails and are distinct from debt
and deposit ratings in that they (1) consider only the risk of
default rather than the likelihood of default and the expected
financial loss suffered in the event of default and (2) apply to
counterparty obligations and contractual commitments rather than
debt or deposit instruments. The CR Assessment is an opinion of
the counterparty risk related to a bank's covered bonds,
contractual performance obligations (servicing), derivatives
(e.g., swaps), letters of credit, guarantees and liquidity
facilities.

BoC's CR Assessment is one notch above the bank's adjusted BCA
and its deposit ratings. The one-notch uplift reflects Moody's
view that authorities are likely to honor the operating
obligations the CR Assessment refers to in order to preserve a
bank's critical functions and reduce potential for contagion.

Issuer: Bank of Cyprus Public Company Limited

Assignments:

  -- Counterparty Risk Assessment, Assigned NP(cr)

  -- Counterparty Risk Assessment, Assigned Caa2(cr)

Outlook Actions:

  -- Outlook, Remains Stable

Affirmations:

  -- Adjusted Baseline Credit Assessment, Affirmed caa3

  -- Baseline Credit Assessment, Affirmed caa3

  -- Senior Unsecured Medium-Term Note Program, Affirmed (P)Caa3

  -- Senior Unsecured Commercial Paper, Affirmed NP

  -- Senior Unsecured Deposit Rating, Affirmed Caa3

  -- Short Term Deposit Rating, Affirmed NP



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PB DOMICILE 2006-1: Fitch Affirms 'Bsf' Rating on Class E Notes
---------------------------------------------------------------
Fitch Ratings has affirmed PB Domicile 2006-1 PLC as:

  EUR 8.6 million Class D (ISIN DE000A0GYFL1): affirmed at
  'BBBsf'; Stable Outlook

  EUR 15.4 million Class E (ISIN DE000A0GYFM9): affirmed at
  'Bsf'; Stable Outlook

The transaction is a synthetic securitization referencing a
portfolio of residential mortgage loans originated by Postbank
Bank AG.

KEY RATING DRIVERS

High Repayment Rates, Sufficient Excess Spread

Credit enhancement for the class E notes is provided by the
excess spread of 57bps per annum.  Excess spread can also be used
to recover previously allocated losses until note maturity.  As
the calculation of excess spread depends on the reference
portfolio, the repayment rate is the major risk driver.
According to April 2015 investor report, the annualized constant
repayment rate remains at a very high 39.6%.

Future Performance of Overdue Reference Claims

Timing of foreclosure and the future performance of the cured
overdue reference claims may drive future loss allocation if
repayments remain high while excess spread could drop below the
level of losses.  This risk is predominantly expressed by the
class E notes' 'Bsf' rating, whereas the class D notes benefit
from increased credit enhancement (2% as of latest reporting
date) and high repayments from the overdue reference claims.

RATING SENSITIVITIES

The repayment rate of the reference portfolio together with the
timing of potential new defaults from loans that became
performing again after November 2011 are the biggest driver on
the transaction's performance.  For the respective rating
scenarios, Fitch expects that the repayment of the reference
claim portfolio and the assets referenced to the outstanding D
and E notes follow a similar pattern, but also considers that
previous allocated losses can be recovered by future excess
spread.

Ongoing high repayments on the reference claims and stagnating
repayments on the overdue reference claims could trigger a rating
action on the notes.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction.  There were no findings that were
material to this analysis.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing.  The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall and together with the assumptions referred to above,
Fitch's assessment of the information relied upon for the
agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.

SOURCES OF INFORMATION

The information below was used in the analysis.

   -- Loan-by-loan data provided by Deutsche Postbank AG as at
      30/04/2015

   -- Transaction reporting provided by Deutsche Postbank AG as
      at 30/04/2014-30/04/2015



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GREECE: Submits Debt Deal Proposals; Bailout Talks Ongoing
----------------------------------------------------------
Viktoria Dendrinou and Marcus Walker at The Wall Street Journal
report that Greece's international creditors on June 1 were
preparing the text of a final bailout deal to present to the
Athens government, in a sign that lenders are running out of
patience after months of stalled talks.

According to The Journal, people familiar with the matter said
officials from European institutions and the International
Monetary Fund sent a draft text on the economic overhauls that
Greece needs to implement to unlock bailout financing to a
meeting in Berlin of key European leaders.

Leaders including German Chancellor Angela Merkel, French
President Francois Hollande, IMF head Christine Lagarde and
European Central Bank President Mario Draghi gathered in Berlin
on June 1 to try to work out what one official involved in the
talks called a final offer to Greek Prime Minister Alexis
Tsipras, The Journal relates.

Officials from Greece's creditors have said not enough progress
has been made in talks with Greece's government so far, with key
differences persisting on thorny issues such as pension and
labor-market overhauls as well as on the size of the country's
primary budget surpluses -- which exclude interest payments --
over the next few years, The Journal relays.

The draft agreement aims to set out overhauls Athens needs to
accept to access its next slice of financial aid of up to EUR7.2
billion (US$7.9 billion), The Journal notes.

Greece is under pressure to agree to creditors' policy demands as
it runs dangerously low on cash, The Journal states.  Athens is
believed to have enough left to repay a EUR300 million loan to
the IMF on June 5, but probably lacks the money to pay a further
EUR1.25 billion of IMF loans in mid-June unless it raids pension
funds, according to The Journal.

                        Realistic Plan

Meanwhile, BBC News reports that Mr. Tsipras says he has issued
"a realistic proposal" to its international creditors in an
attempt to secure a deal over its debts.

"We have submitted a realistic plan for Greece to exit the
crisis," BBC quotes Mr. Tsipras as saying.  He said the plan
included "concessions that will be difficult".

Mr. Tsipras, who was not included in the Berlin meeting, said he
had not yet been contacted by the IMF and European officials, BBC
relates.

"We are not waiting for them to submit a proposal, Greece is
submitting a plan -- it is now clear that the decision on whether
they want to adjust to realism . . . the decision rests with the
political leadership of Europe," Mr. Tsipras, as cited by BBC
said.



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CLAVOS EURO: S&P Raises Rating on Class V Notes to 'BB+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
CLAVOS Euro CDO Ltd.'s class I-B, II, III, IV, and V notes.  At
the same time, S&P has withdrawn its ratings on the class I-A1
and I-A2 notes.

The upgrades follow S&P's analysis of the transaction using data
from the trustee report dated April 8, 2015, and the application
of its relevant criteria.

Since S&P's July 31, 2013 review, the class I-A1 and I-A2 notes
have fully amortized.  As a result, the remaining classes of
notes have benefited from an increase in par coverage.

Following their redemption, S&P has withdrawn its ratings on the
class I-A1 and I-A2 notes.

S&P subjected the capital structure to its cash flow analysis to
determine the break-even default rate (BDR) for each class of
notes at each rating level.  The BDRs represent S&P's estimate of
the level of asset defaults that the notes can withstand and
still fully pay interest and principal to the noteholders.  As a
result of the increase in par coverage, S&P believes the rated
notes are now able to withstand a larger amount of asset
defaults.

S&P has estimated future defaults in the portfolio in each rating
scenario by applying its criteria for corporate collateralized
debt obligations (CDOs).

S&P's analysis shows that the available credit enhancement for
all remaining classes of notes is now commensurate with higher
ratings than those previously assigned.  Therefore, S&P has
raised its ratings on the class I-B, II, III, IV, and V notes.

As the portfolio became less diversified (currently 37 obligors,
compared with 94 at S&P's previous review), the application of
S&P's largest obligor test capped its rating on the class IV
notes at 'BBB+ (sf)'.  S&P has therefore raised to 'BBB+ (sf)'
from 'BB+ (sf)' its rating on the class IV notes.

CLAVOS Euro CDO is a cash flow collateralized loan obligation
(CLO) transaction managed by Man Investments (CH) AG.  A
portfolio of loans to mainly European speculative-grade corporate
firms backs the transaction.  CLAVOS Euro CDO closed in December
2007 and its reinvestment period ended in December 2012.

RATINGS LIST

CLAVOS Euro CDO Ltd.
EUR409 mil senior secured floating-rate notes

                         Ratings
Class     Identifier     To                   From
I-A1      183021AA2      NR                   AAA (sf)
I-A2      183021AG9      NR                   AAA (sf)
I-B       183021AH7      AAA (sf)             AA+ (sf)
II        183021AB0      AAA (sf)             A+ (sf)
III       183021AC8      AA+ (sf)             A- (sf)
IV        183021AD6      BBB+ (sf)            BB+ (sf)
V         183021AE4      BB+ (sf)             BB- (sf)

NR -- Not rated


EURO CRE 2006-1: Moody's Affirms C Ratings on 3 Tranches
--------------------------------------------------------
Moody's Investors Service affirmed the ratings on the following
notes issued by Anthracite EURO CRE CDO 2006-1 plc.:

  -- Class B Senior Floating Rate Notes due 2042, Affirmed Ca
     (sf); previously on Jul 2, 2014 Affirmed Ca (sf)

  -- Class C Deferrable Interest Floating Rate Notes due 2042,
     Affirmed C (sf); previously on Jul 2, 2014 Affirmed C (sf)

  -- Class D Deferrable Interest Floating Rate Notes due 2042,
     Affirmed C (sf); previously on Jul 2, 2014 Affirmed C (sf)

  -- Class E Deferrable Interest Floating Rate Notes due 2042,
     Affirmed C (sf); previously on Jul 2, 2014 Affirmed C (sf)

Moody's has affirmed the ratings on the transaction because its
key transaction metrics are commensurate with existing ratings.
The affirmation is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
CLO) transactions.

Anthracite EURO CRE CDO 2006-1 plc. is a cash transaction whose
reinvestment period ended in February 2012. The transaction is
backed by a portfolio: i) B-note debt (46.9% of collateral pool
balance); ii) commercial mortgage backed securities (CMBS)
(43.9%); and iii) mezzanine interests (9.2%). As of the trustee's
May 6, 2015 report, the aggregate note balance of the
transaction, including preferred shares, has decreased to
EUR213.6 million from EUR230.3 at last review. The paydown was
directed to the senior most outstanding classes of notes as the
result of a combination of regular amortization, resolution and
sales of defaulted collateral, and the failing of certain par
value tests.

The pool contains 14 assets totaling $97.1 million (93.3% of the
collateral pool balance) that are listed as defaulted securities
as of the trustee's May 6, 2015 report. Seven of these assets
(40.7% of the defaulted balance) are CMBS certificates, six
assets are B-notes (49.4%), and one asset is a mezzanine interest
(9.8%). While there have been significant realized losses on the
underlying collateral to date, Moody's does expect significant
losses to occur on the defaulted securities.

Moody's has identified the following as key indicators of the
expected loss in CRE CDO transactions: the weighted average
rating factor (WARF), the weighted average life (WAL), the
weighted average recovery rate (WARR), and Moody's asset
correlation (MAC). Moody's typically models these as actual
parameters for static deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO
pool. Moody's has updated its assessments for the collateral it
does not rate. The rating agency modeled a bottom-dollar WARF of
9,236, compared to 8,865 at last review. The current ratings on
the Moody's-rated collateral and the assessments of the non-
Moody's rated collateral follow: Baa1-Baa3 and 1.0% compared to
0.7% at last review; Ba1-Ba3 and 5.0% compared to 3.3% at last
review; and Caa1-Ca/C and 94.1% compared to 96.0% at last review.

Moody's modeled a WAL of 3.25 years, the same as last review. The
WAL is based on assumptions about extensions on the underlying
collateral.

Moody's modeled a fixed WARR of 0.1%, compared to 7.0%

Moody's modeled a MAC of 100%, same as last review.

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in March 2014.

The performance of the notes is subject to uncertainty, because
it is sensitive to the performance of the underlying portfolio,
which in turn depends on economic and credit conditions that are
subject to change. The servicing decisions of the master and
special servicer and surveillance by the operating advisor with
respect to the collateral interests and oversight of the
transaction will also affect the performance of the rated notes.

Moody's Parameter Sensitivities: Changes to any one or more of
the key parameters could have rating implications for some of the
rated notes, although a change in one key parameter assumption
could be offset by a change in one or more of the other key
parameter assumptions. The rated notes are particularly sensitive
to changes in the ratings recovery rates of the underlying
collateral and credit assessments. Increasing the recovery rate
by 5% would result in modeled rating movement on the rated notes
of zero to one notch upward (e.g. one notch up implies a rating
movement from Ba1 to Baa3).

The primary sources of uncertainty in Moody's assumptions are the
extent of growth in the current macroeconomic environment given
the weak recovery and certain commercial real estate property
markets. Commercial real estate property values continue to
improve modestly, along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, sustained growth will not be possible until investment
increases steadily for a significant period, non-performing
properties are cleared from the pipeline and fears of a euro area
recession abate.



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PHARMA FINANCE 3: Fitch Cuts Rating on Class B Notes to 'CCsf'
--------------------------------------------------------------
Fitch Ratings has downgraded Pharma Finance 3 S.r.l.'s (PF3)
class A and B notes, as:

EUR47.6 million class A floating-rate notes: downgraded to
'CCCsf' from 'Bsf'; Recovery Estimate: 90%

EUR6.1 million class B floating-rate notes: downgraded to 'CCsf'
from 'CCCsf'; Recovery Estimate: 0%

EUR9.5 million class C floating-rate notes: affirmed at 'AAAsf';
Outlook Stable

PF3 is a securitization of loans granted to pharmacists to fund
the purchase of licenses and premises, or of quotas of company-
owning and managing pharmacies, or to finance other general
corporate purposes.  The loans were originated and are serviced
by Comifin S.p.A. in liquidazione, an Italian specialized lender,
currently under voluntary liquidation.

KEY RATING DRIVERS

Continuous Deterioration of Asset Performance

Until the June 2013 payment date, there were no reported arrears
or defaults.  Since then, gross defaults have rapidly built up to
EUR36.3 million (or 16.8% of the initial portfolio and subsequent
purchases).  The total number of contracts reported as defaulted
are 45 from 141 still outstanding loans.  As a consequence, class
B and class C notes are now under-collateralized.  Moreover, no
loan in arrears has ever cured, with delinquencies always
migrating to default status due to protracted payment delays.
The current performing balance excluding loans in arrears
(EUR44.7 million) is lower than the class A notes (EUR47.6
million).

Originator/Servicer's Financial Difficulties

Comifin SpA has reached an agreement with its creditors to
restructure its financial debt.  As part of this agreement,
Comifin SpA has ceased originating new loans and refocused on
servicing the portfolio under management (two-thirds of which
consists of securitized loans).  Furthermore, the originator has
been subject to legal proceedings, including court litigations
with obligors and usury charges.  While in most cases the courts
ruled in favor of the originator, in one instance a former
administrator was found guilty of usury by an appeal court.  The
former administrator was previously acquitted of the same usury
charges by the first instance court.  The proceeding is now
pending as the defendant has filed an appeal by the Corte di
Cassazione (the third degree of Italian court proceedings)

Pharmacists' Creditworthiness in Jeopardy

The recent defaults are evidence of how pharmacists'
creditworthiness can quickly deteriorate, irrespective of the
indirect connection to the sovereign.  The pharmacist industry is
increasingly exposed to the troubled economic environment and is
enduring a liquidity crisis mainly stemming from less favorable
payment terms imposed by the larger suppliers.

Increased Liquidity Risk

The total uncovered PDL currently stands at EUR29.8m (or 52% of
the rated notes).  Until the PDL is fully cleared, the cash
reserve balance will remain zero, exposing the transaction to
increased payment interruption risk.  This is even more
heightened for this transaction, as unlike most Italian ABS
deals, principal collections cannot be used to cover interest
shortfalls.  However, upon a servicer event of default, which
includes the missed transfer of collections on a timely basis, a
EUR2.2m commingling reserve held at an eligible counterparty is
available to cover the interest payment shortfall.

The transaction documentation envisages a servicer termination
event if the PDL is not cleared on two consecutive payment dates.
The issuer or the representative of the noteholders is now able
to call a termination event and appoint a replacement according
to the back-up servicing agreement.  To date, this option has not
been exercised.

Rising Obligor Concentration Risk
The performance deterioration has increased the obligor
concentration risk, which was already high due to the small
number of securitized loans left in the pool (141).  The
undercollateralization of the notes increases the exposure of the
noteholders to the concentrated pool with the final redemption of
the notes now fully depending on recovery proceeds from already-
defaulted assets.

RATING SENSITIVITIES

Further deterioration of the pool performance and the uncertainty
related to the viability and the magnitude of the recovery
prospects could put downward pressure on the class A notes'
ratings.

Any evidence that the recovery sources available to the servicer
could post significantly higher recovery rates than Fitch
currently expects could result in upward pressure on the notes'
ratings and/or recovery estimates.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction.  There were no findings that were
material to this analysis.  Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing.  The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.



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


CENTRAL-ASIAN ELECTRIC: Fitch Affirms BB- LT Foreign Curr. IDR
--------------------------------------------------------------
Fitch Ratings has affirmed Kazakhstan-based Joint Stock Company
Central-Asian Electric-Power Corporation's (CAEPCo) Long-term
foreign currency Issuer Default Rating (IDR) at 'BB-'. The
Outlook is Stable.

The affirmation reflects CAEPCO's solid business and financial
profile.

Key Rating Drivers

CAEPCo's 'BB-' rating reflects its vertical integration, stable
regional market position (despite overall small size) with access
to cheap regulated coal supplies and currently benign regulatory
regime, offset by uncertainties regarding the regulatory regime
post-2015. CAEPCo's ageing assets require significant renewal
and. Fitch expects the planned investment program to result in
negative free cash flow (FCF) in 2015-2016, and weaker average
funds from operations (FFO) gross adjusted leverage of about
2.9x, based on Fitch's conservative assumptions.

Generation Dominates Despite Integration

CAEPCo is one of the largest privately-owned electricity
generators in the highly fragmented Kazakh market, responsible
for only 6.4% of electricity generation in 2014. Consequently, it
is somewhat smaller than its rated CIS peers. It is vertically
integrated across electricity generation, supply and
distribution, which gives the company access to markets for its
energy output and limits customer concentration. CAEPCo covers
electricity and heat generation, distribution and supply in the
Pavlodar and Petropavlovsk regions through its 100% subsidiaries
Pavlodarenergo JSC and Sevkazenergo JSC, and electricity
transmission and supply in Akmola region through AEDC and AESbyt.
Electricity and heat generation services dominate CAEPCo's
EBITDA, accounting for about 75% and 94% in 2014, respectively.

Cheap Fuel Supports EBITDA

Kazakh coal prices are significantly below international market
rates, reflecting their regulated nature and low transport costs.
An unexpected and significant increase in the price of coal above
Fitch's current inflationary driven estimates of 7%-9% annually
would have a negative impact on EBITDA, although we consider this
unlikely. Fuel cost is reflected in power tariff caps to protect
energy affordability and the coal price charged to utilities is
regulated annually, limiting price exposure.

Solid CFO, Negative FCF Expected

Fitch expects CAEPCo to continue generating solid cash flow from
operations (CFO) of around KZT21bn on average over 2015-2018,
although FCF is likely to remain negative at around KZT8 billion
on average over 2015-2016 but may turn positive in 2017. The
negative FCF will be mainly driven by the company's ambitious
investment plans of about KZT57 billion over 2015-2016 as well as
dividend payments of about 30% of net profit in the medium term.
Fitch expects CAEPCo to rely on new borrowings to finance cash
shortfalls.

Higher Leverage Likely

Fitch expects CAEPCo's intensive investment program to require
partial debt funding. We expect FFO gross adjusted leverage to
peak at just below 3x on in 2015-2016, declining thereafter in
line with our expectation of capex. However, we note that
CAEPCO's investment program has some flexibility until 2016 and
afterwards will depend on the approved tariffs. The company
expects maintenance capex of around KZT8.5 billion on average
over 2015-2019. CAEPCo's group committed capex for 2015 is KZT21
billion.

The company aims to modernize over 60% of CAEPCo's ageing 1960s
and 1970s generation capacity by 2017 and upgrade its
distribution network. Capacity expansion will be moderate at
around 16% by 2019, but additional benefits are likely to accrue
from improved efficiency in production and distribution of heat
and electricity.

Loss Making Heat Business

The heat distribution business is loss-making due to high heat
losses and regulated end-user tariffs, which Fitch assumes are
kept low for social reasons (heat generation is reported within
overall generation and cash flow accretive), a situation that we
assume will persist but with gradual improvement.

Regulatory Uncertainty

The Kazakh authorities are currently considering draft
legislation on the implementation of an electricity capacity
market. When fully implemented, the capacity market should ensure
an economically sound return on investment and should provide
incentives for construction of new generation assets or for
expanding current capacity. An effective launch of the capacity
market should provide a stable revenue stream to fund utilities'
capital investment programs. A successfully functioning capacity
market is likely to support credit profiles of power generators.
However, no final decision regarding a capacity market has been
made.

Fitch expects that tariffs for generators will continue to
reflect fuel and other costs inflation while capacity payments
will cover capex needs. State approval of maximum tariff caps for
a seven-year period with possible annual revisions are under
discussion.

Electricity transmission tariffs could switch from the
'benchmarking' methodology introduced in 2013 to long-term
tariffs (five years) approval based on 'cost plus allowable
profit margin' methodology. Long-term (five years) heat
generation, distribution and sales tariffs based on 'cost plus
allowable profit margin' methodology are also under
consideration, to replace the present annual approval practice.
Fitch views positively the potential switch to long-term tariff
approval, but we note that there are still uncertainties in the
regulatory regime post 2015.

No Parent Uplift or Constraint

Unlike most Fitch-rated utilities in CIS, CAEPCo is privately
owned and therefore not affected by sovereign linkage. The
company is run as a standalone enterprise with two foreign
institutional shareholders and as such we do not assume any
impact on the ratings based on the credit profile of the
controlling parent, Central-Asian Power-Energy Company JSC
(CAPEC). The ratings therefore reflect CAEPCo's standalone credit
profile.

Dividends to Delay Debt Reduction

CAEPCo's financial policy is to pay dividends and this could
delay de-leveraging in the long term. However, we believe that
should tariffs and volumes underperform CAEPCo retains the
flexibility to lower dividends to preserve cash, as demonstrated
in 2011 when the dividend payout ratio decreased to about 15% for
CAEPCo to offset higher capex. CAEPCo is currently considering
widening its dividend payout policy to 15%-50% of net profit from
30%-50%. The company expects to pay about 25%-30% of net profit
in the medium term.

Potential IPO

CAEPCo is considering undertaking an IPO in 2016-2017. It
anticipates selling 35%-40% of current shares. The shareholdings
of the current shareholders will be proportionally decreased.

Rating Sensitivities

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

  -- A stronger financial profile than forecast by Fitch due to,
     among other things, higher than expected growth in electric
     and heat tariffs and/or generation electricity supporting
     FFO gross adjusted leverage below 2x and FFO interest
     coverage above 7x on a sustained basis would be positive for
     the ratings.

  -- Increased certainty regarding the post-2015 regulatory
     framework could also be supportive of the ratings.

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

  -- A substantially above inflation increase in coal price
     and/or tariffs materially lower than Fitch's forecasts,
     leading to FFO gross adjusted leverage persistently higher
     than 3x and FFO interest coverage below 4.5x would be
     negative for the ratings.

  -- Committing to capex without sufficient available funding,
     worsening overall liquidity position may also be rating
     negative.

Liquidity And Debt Structure

Adequate Liquidity

Fitch views CAEPCo's liquidity as adequate. At end-2014, cash and
cash equivalents stood at KZT2.8 billion, which together with
short-term bank deposits with a maturity up to one year of KZT9.8
billion and unused credit facilities of KZT7.6 billion are
sufficient to cover short-term debt maturities of KZT14.3
billion. However, negative FCF over 2015-2016 driven by the
expected investment program of KZT57 billion will require
additional debt-raising by CAEPCo to finance cash shortfalls.
CAEPCo is currently considering placing local bonds (at the
CAEPCo and Sevkazenergo level) of up to KZT6.8 billion in 2015.
Fitch notes that CAEPCo has some flexibility in dividend payments
as well as in capex, as committed capex for 2015 amounts to about
62% of total forecast capex.

At end-2014 the majority of CAEPCo's debt was secured bank loans
(KZT30 billion or about 50%) and three unsecured local bonds
maturing in 2017, 2020 and 2023 (KZT16 billion in total or 27%).
All current debt facilities (both secured and unsecured) are
largely at the operating company level.

CAEPCO's Senior Unsecured Notched Down

Fitch rates the KZT2 billion notes one notch below CAEPCo's local
currency IDR of 'BB-' as the notes are issued at the holding
company level (CAEPCo). They do not benefit from upstream
guarantees from the operating subsidiaries, have no security over
operating assets and no cross defaults with other facilities. At
end-2014 pledged assets amounted to KZT92 billion.

Foreign Currency Exposure

CAEPCO is subject to foreign currency fluctuation risks as about
41% of its debt at end-2014 were denominated in US-dollars. Fitch
notes that the company does not have hedging policies in place,
but it maintains a portion of cash in US dollars. At end-2014
CAEPCo had KZT1.4 billion (out of KZT2.8 billion) of cash and
KZT1.1 billion (of KZT9.8 billion) of deposits with maturity over
three months in US dollars. CAEPCO is exposed to interest rate
risk since about half of its outstanding loans are drawn under
floating interest rates.

Key Assumptions

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

  -- Electricity volume growth in line with Fitch forecasted GDP
     of 2.5%-3.5% over 2015-2019.

  -- Tariffs growth as approved by the government for 2015 and in
     line with inflation, which Fitch forecasts at about 6%-8% in
     2016-2019.

  -- Capex as expected by the company.

  -- Inflation-driven cost increase.

Full List of Rating Actions

-- Long-term foreign currency IDR affirmed at 'BB-', Outlook
    Stable

-- Long-term local currency IDR affirmed at 'BB-', Outlook
    Stable

-- National Long-term Rating affirmed at 'BBB+(kaz)', Outlook
    Stable

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

-- Local currency senior unsecured rating affirmed at 'B+'

-- National senior unsecured rating affirmed at 'BBB-(kaz)'


EASTCOMTRANS LLP: Fitch Affirms 'B' Long Term Currency IDRs
-----------------------------------------------------------
Fitch Ratings has affirmed Kazakhstan-based Eastcomtrans LLP's
(ECT) Long-term foreign and local currency Issuer Default Ratings
(IDRs) at 'B', and National Long-term Rating at 'BB(kaz)'. The
Outlooks are Stable.

Key Rating Drivers

IDRS, National Ratings and Senior Debt

ECT's ratings reflect solid financial metrics represented by
strong and stable cash-generating capacity and moderate leverage.
The ratings also reflect high customer concentrations, low
geographical diversification of operations and a diminished
margin of safety on its main covenants.

ECT's financial profile is supported by a healthy EBITDA margin
of about 75% on average during 2008-2014. Fitch estimated fixed
charge cover stayed at a solid 3.4 in 2014, reflecting almost
full utilization rates and moderate leverage. Debt/adjusted
EBITDA increased to 2.7 at end-2014 from 2.6 at end-2013, but
remained comfortable. We expect debt to peak in 2015 as the
company finalizes its capex program. ECT has to repay a
manageable KZT32 billion of debt in 2015.

ECT's revenues are highly dependent on a single client,
Tengizchevroil LLP (TCO Finance, secured notes rated
BBB+/Stable), which accounted for 57% of total revenue in 2014
(2013: 62%). Although ECT continues to implement a
diversification strategy, the customer concentration is expected
to remain high for the foreseeable future. TCO contracts are
long-term and uncancellable contracts, but most of these expire
in 2016. Management expects most of these contracts to be
extended and the rest to be substituted by contracts with new
customers. Although there is a risk of adverse effects on cash
flows in case freed rolling stock is not leased out promptly,
Fitch estimates indicate that ECT's debt servicing capacity
should not be significantly affected by a temporary decline in
utilization rates of this part of fleet.

In 2014, ECT incurred a KZT8.7 billion revaluation loss,
accounting for 48% of operating profit, due to tenge devaluation.
From a cash flow standpoint, FX revenues and expenses are well-
matched and currency risk is assessed as low. In this context,
Fitch also considers positively ECT's continued optimization of
its debt profile, aimed at reducing financing costs and exposure
to FX risk.

The worsening of the operating environment in CIS markets has
resulted in a decrease in rolling stock prices, thereby reducing
the margin of safety on ECT's debt covenants tied to capital.
However, we consider the risk of non-compliance with covenants as
remote.

At end-2014, ECT had adequate liquidity, mostly supported by
sound cash generating capacity. At end-2014, around 95% of
rolling stock was used as collateral and in the context of
reduced rolling stock valuations, capacity to raise additional
liquidity by pledging wagons is limited.

The senior debt ratings for the USD100m notes due 2018 are
aligned with the company's IDRs. These notes are secured, but
this does not structurally improve noteholders' position relative
to other creditors, given that a large majority of company
funding is similarly secured.

Rating Sensitivities

IDRS, National Ratings And Senior Debt

Diversification of the customer base and geographical
concentrations without deterioration of credit metrics would be
positive for the ratings.

A significant decline in utilisation rates resulting in weakening
of cash flow generation capacity, increased leverage leading to
worsening debt servicing capacity and speculative acquisition of
rolling stock could result in a downgrade.

The rating actions are as follows:

  Long-term IDR affirmed at 'B'; Outlook Stable
  Short-term IDR assigned at 'B';
  Long-term local currency IDR affirmed at 'B'; Outlook Stable
  National Long-term Rating affirmed at 'BB(kaz)'; Outlook Stable
  Senior secured rating affirmed at 'B', Recovery Rating 'RR4'


SEVKAZENERGO JSC: Fitch Assigns 'BB-' LT Foreign Currency IDR
-------------------------------------------------------------
Fitch Ratings has assigned Kazakhstan-based electricity and heat
generator and distributor Joint Stock Company Sevkazenergo, a
Long-term foreign currency IDR of 'BB-' with Stable Outlook.

Sevkazenergo's ratings are aligned with those of its sole
shareholder, Joint Stock Company Central-Asian Electric-Power
Corporation (CAEPCo, BB-/Stable), reflecting its position as one
of two key operating subsidiaries within the CAEPCo group,
contributing 37% of group EBITDA. The rating reflects
Sevkazenergo's vertical integration, stable regional market share
and access to cheap regulated coal supplies.

Key Rating Drivers

Generation Dominates Despite Integration

Sevkazenergo is one of the CAEPCo's key operating subsidiaries.
The company is integrated across the electricity value chain with
the exception of fuel production and transmission, which gives
the company access to markets for its energy output and limits
customer concentration. Sevkazenergo covers electricity and heat
generation, distribution and supply in Petropavlovsk regions,
which is responsible for about 3% of electricity generation in
Kazakhstan. Despite integration, Sevkazenergo's EBITDA is
dominated by generation services, which accounted for about 94%
of company's EBITDA in 2014.

Cheap Fuel Supports EBITDA

Kazakh coal prices are significantly below international market
rates, reflecting their regulated nature and low transport costs.
An unexpected and significant increase in the price of coal above
Fitch's current inflationary driven estimates of 7%-9% annually
would have a negative impact on EBITDA, although we consider this
unlikely. Fuel costs are reflected in power tariff caps to
protect energy affordability and the coal price charged to
utilities is regulated annually, limiting price exposure.

Solid CFO, Negative FCF Expected

Fitch anticipates Sevkazenergo to continue generating healthy
cash flows from operations of around KZT8 billion on average for
2015-2018 but its ambitious capex along with dividends payments
is likely to result in negative FCF of around KZT1.7 billion p.a.
over the same period. Fitch expects Sevkazenergo to rely on new
borrowings to finance cash shortfalls. Sevkazenergo estimates
capex of about KZT46 billion over 2015-2019 to modernise aging
infrastructure, and will likely require additional funding.

High Leverage Expected

Fitch expects Sevkazenergo's ambitious investment program of
KZT37 billion over 2015-2018 to be partially debt funded,
therefore we forecast its average FFO adjusted leverage to remain
elevated at about 2.6x over the same period. However, we note
that Sevkazenergo's investment program has some flexibility until
2016 (committed capex amounted to KZT7 billion to be spent in
2015) and afterwards will depend on the approved tariffs. The
company expects maintenance capex of around KZT3 billion on
average over 2015-2019.

The capex program is aimed at modernizing about 50% of
Sevkazenergo's ageing 1960s generation capacity by 2017, as well
as upgrading its distribution network. Capacity expansion will be
moderate at around 15% in total to 2017 but additional benefits
will be reduced losses in production and distribution of heat and
electricity.

Loss Making Heat Business

The heat distribution business is loss-making due to high heat
losses and regulated end user tariffs, which Fitch assumes are
kept low for social reasons (heat generation is reported within
overall generation and cash flow accretive), a situation that we
assume will persist but gradually improve.

Regulatory Uncertainty

The Kazakh authorities are currently considering draft
legislation on the implementation of an electricity capacity
market. When fully implemented, the capacity market should ensure
an economically sound return on investment and should provide
incentives for construction of new generation assets or for
expanding current capacity. An effective launch of the capacity
market should provide a stable revenue stream to fund utilities'
capital investment program. A successfully functioning capacity
market is likely to support credit profiles of power generators.
However, no final decision regarding a capacity market has been
made.

Fitch expects that tariffs for generators will continue to
reflect fuel and other costs inflation while capacity payments
will cover capex needs. State approval of maximum tariff caps for
a seven-year period with possible annual revisions are under
discussion.

Electricity transmission tariffs could switch from the
'benchmarking' methodology introduced in 2013, to long-term
tariffs (five years) approval based on 'cost plus allowable
profit margin' methodology. Long-term (five years) heat
generation, distribution and sales tariffs based on 'cost plus
allowable profit margin' methodology are also under
consideration, to replace the present annual approval practice.
Fitch views positively the potential switch to long-term tariff
approval. However, we note that there are still uncertainties in
the regulatory regime post 2015.

Dividends to Delay Debt Reduction

Sevkazenergo's financial policy is to pay dividends and this
could delay de-leveraging in the long term. However, we believe
that should tariffs and volumes underperform, Sevkazenergo
retains the flexibility to lower dividends to preserve cash, as
demonstrated in 2011 when the dividend payout ratio decreased to
about 12% upon 2011 results due to the decision of shareholders
to accelerate the implementation of investment program.
Sevkazenergo's sole shareholder, CAEPCo, is currently considering
a more flexible dividend policy, widening to 15%-50% of net
profit from 30%-50%, although we expect it to be adequate to
cover debt service requirements at CAEPCo. The company is
expecting to pay about 25%-30% of net profit in the medium term.

Rating Sensitivities

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

  -- A stronger financial profile than forecast by Fitch due to,
     among other things, higher than expected growth in electric
     and heat tariffs and/or generation electricity supporting
     FFO gross adjusted leverage below 2x and FFO interest
     coverage above 7x on a sustained basis would be positive for
     the ratings.

  -- Increased certainty regarding the post-2015 regulatory
     framework could also be supportive of the ratings.

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

  -- A substantially above inflation increase in coal price
    and/or tariffs materially lower than our forecasts, leading
    to FFO gross adjusted leverage persistently higher than 3x
    and FFO interest coverage below 4.5x would be negative for
    the ratings.

  -- Committing to capex without sufficient available funding,
     worsening overall liquidity position may also be rating
     negative.

Liquidity And Debt Structure

Imminent Refinancing Needs

Fitch views Sevkazenergo's liquidity as weak. At end-2015 short-
term debt amounted to KZT7 billion against cash and cash
equivalents of KZT0.5 billion along with unused credit facilities
of KZT1.5 billion. The majority of short-term debt is working
capital facilities maturing in September-October 2015 that are
secured by an assets pledge. The company is currently negotiating
maturity extension of these loans.

Additionally CAEPCo plans to issue up to KZT6.8 billion of local
bonds in June 2015 (KZT2.5 billion is planned to be issued by
Sevkazenergo, the remainder by CAEPCO). Sevkazenergo's and
CAEPCo's bond proceeds could be used for refinancing
Sevkazenergo's maturing loans. According to management the unused
credit facilities limits could be redeployed between companies
within the CAEPCo group. However, the CAEPCo group's treasury is
co-ordinated centrally for the parent company and the
subsidiaries. Fitch notes that at end-2014, CAEPCo group's unused
credit facilities amounted to KZT7.6 billion.

At FY-2014, most of Sevkazenergo's debt was made up of secured
bank loans (KZT13.6 billion or about 62%) and unsecured local
bonds maturing in 2020 (KZT6 billion in total or 28%).

Senior Unsecured Debt Aligned Issuer Rating

Sevkazenergo's KZT6 billion local senior unsecured bond is rated
'BB-' in line with its IDR as the bonds are issued at the
operating company level, its overall leverage is not excessive
and the level of encumbered assets compared to senior unsecured
debt is low. At end-2014, pledged assets amounted to KZT57
billion (out of KZT85 billion).

Foreign Currency Exposure

Sevkazenergo is subject to foreign currency fluctuation risks as
about 27% of its debt at FY2014 was denominated in US dollars.
Fitch notes that the company does not have hedging policies in
place. The amount of cash denominated in US dollars was
negligible at end-2014. Sevkazenergo is also exposed to interest
rate risk since it about half of its outstanding loans are drawn
under floating interest rates.

Key Assumptions

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

  -- Electricity volume growth in line with Fitch forecasted GDP
     of 2.5%-3.5% over 2015-2019.

  -- Tariffs growth as approved by the government for 2015 and in
     line with inflation, which Fitch forecasts at about 6%-8% in
     2016-2019.

  -- Capex as expected by the company.

  -- Inflation-driven cost increase.

FULL LIST OF RATING ACTIONS

  Long-term foreign currency IDR assigned at 'BB-', Outlook
   Stable
  Long-term local currency IDR assigned at 'BB-', Outlook Stable
  National Long-term Rating assigned at 'BBB+(kaz)', Outlook
   Stable
  Local currency senior unsecured rating assigned at 'BB-',
   Recovery Rating 'RR4'



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


GRESHAM CAPITAL III: S&P Raises Rating on Class F Notes to BB+
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Gresham Capital CLO III B.V.'s class B, C, D, E, and F notes.

The upgrades follow S&P's review of the transaction's
performance. S&P performed a credit and cash flow analysis and
assessed the support that each participant provides to the
transaction by applying S&P's current counterparty criteria.  In
S&P's analysis, it used data from the latest available trustee
report dated
April 15, 2015.

S&P subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated class of
notes at each rating level.  In S&P's analysis, it used the
reported portfolio balance that it considered to be performing
(EUR183.3 million), the weighted-average spread, and the
weighted-average recovery rates for the performing portfolio.
S&P applied various cash flow stress scenarios, using its
standard default patterns in conjunction with different interest
stress scenarios for each liability rating category.

From S&P's analysis, it has observed that the available credit
enhancement has increased for all of the rated classes of notes,
driven by the deleveraging of the senior notes after the end of
the reinvestment period in March 2012.  The class A notes have
been fully repaid and the class B notes have paid down by
EUR5.1 million since S&P's previous review.  In addition, S&P has
observed an increase in the portfolio weighted-average spread to
3.85% from 3.75% over the same period.

Non-euro-denominated assets comprise 19.8% of the aggregate
collateral balance, which is hedged by an options agreement.  In
S&P's opinion, the documentation for the options agreement does
not fully reflect S&P's current counterparty criteria.  In S&P's
cash flow analysis, for ratings above the issuer credit rating
plus one notch on the options counterparty, S&P has considered
stressed scenarios where the counterparty does not perform.

S&P's analysis indicates that the available credit enhancement
for the class B, C, D, E, and F notes is now commensurate with
higher ratings than those currently assigned.  Therefore, S&P has
raised its ratings on all of these classes of notes.

Gresham Capital CLO III is a cash flow collateralized loan
obligation (CLO) transaction that securitizes loans granted to
primarily European speculative-grade corporate firms.  Investec
Bank PLC manages the transaction.  The transaction closed in
December 2006 and entered its amortization period in March 2012.

RATINGS LIST

Class        Rating            Rating
             To                From

Gresham Capital CLO III B.V.
EUR540 Million, GBP41 Million Secured Floating-Rate Notes

Ratings Raised

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


MAXEDA DIY: Moody's Assigns '(P)B2' CFR; Outlook Stable
-------------------------------------------------------
Moody's Investors Service assigned a provisional corporate family
rating of (P)B2 to Maxeda DIY Holding B.V. Concurrently, Moody's
has assigned a (P)B2 rating to the senior secured facilities made
available to Maxeda DIY B.V. ('Maxeda DIY') comprising term loans
and a pari-passu ranking revolving credit facility (RCF), which
in aggregate total approximately EUR524 million. The outlook is
stable.

The senior secured facilities are in the process of being amended
and extended as part of a wider restructuring of Maxeda's
financing, which is expected to see Maxeda DIY's existing
mezzanine debt of approximately EUR263 million cancelled in
exchange for equity in Maxeda's parent, Maxeda DIY Group B.V..

The two transactions -- amendment of senior debt and mezzanine
debt for equity swap -- are inter-dependent and accordingly,
Moody's have issued these provisional ratings in advance of the
final conclusion of the refinancing. These ratings reflect
Moody's preliminary credit opinion regarding the transaction only
and upon a conclusive review of the final documentation, Moody's
will endeavor to assign a definitive rating to the facilities. A
definitive rating may differ from a provisional rating.

Maxeda's CFR reflects (1) the highly discretionary nature of DIY
spend as evidenced by negative like-for-like sales trends in The
Netherlands during the challenging economic conditions of the
last several years; (2) future growth prospects predicated on
successful execution of the company's business plan and more
favorable market conditions; (3) some negative demand drivers
even in an improving economic environment; and (4) high leverage
at closing and limited deleveraging prospects.

The CFR also reflects the company's (1) strong market position
and brand recognition in both Belgium and The Netherlands; (2)
extensive network coverage across both countries which have
limited economic correlation thus mitigating somewhat the limited
absolute scale and geographic reach; and (3) low fashion and
trend risks in the business model.

"The provisional (P)B2 rating we assigned to Maxeda balances the
company's high leverage and its sensitivity to economic
conditions, which have, until recent signs of recovery, been
persistently weak in The Netherlands, against its good brand
recognition and strong market positions in both The Netherlands
and Belgium," said David Beadle, a Moody's Vice President -
Senior Analyst and lead analyst for Maxeda. The company suffered
from a prolonged period of negative like-for-like sales in The
Netherlands, however, the key issue was the tough economic
conditions, highlighting the discretionary nature of DIY spend,
rather than company specific factors. While there have been signs
of improving consumer sentiment since 2014, the Dutch DIY market
remains highly competitive and margins were held back as players
sought to capture increased volumes via intense promotional
activity.

Operating costs categorized by management as exceptional, and
thus reported below EBITDA, have been high. Moody's consider a
number of these expenses to be recurring (i.e. non-exceptional)
and highlight that free cash flow will continue to be negatively
impacted by one-off costs associated with planned strategic
initiatives. Pro-forma for closing of the transaction, Moody's
calculates adjusted gross leverage of Maxeda DIY -- the entity
which produces consolidated accounts -- at 6.7x, including an
adjustment for operating leases capitalised using an 8 times
multiple approach. Given the execution risk relating to the
company's business initiatives and uncertainty surrounding the
competitive environment, Moody's expects adjusted leverage will
remain high with only very modest deleveraging over the next 12-
18 months.

Moody's views Maxeda's liquidity profile as adequate. Pro-forma
for the transaction as at the company's financial year end of 31
January 2015, the group would have had access to in excess of EUR
140 million of liquidity from a combination of balance sheet cash
and a revolving credit facility (RCF). The group is exposed to
sizeable working capital fluctuations during the course of the
financial year with working capital requirements typically
peaking around fiscal year end and shortly thereafter. Moody's
believes that Maxeda has sufficient liquidity to repay unextended
debt of approximately EUR15 million in June 2015 and a similar
magnitude twelve months later, with potential to flex capex,
should management's current intention of replacing this debt with
longer maturity debt not prove possible.

The senior secured facilities benefit from asset pledges and
cross guarantees between material subsidiaries and Maxeda and
there is a full maintenance covenant suite. The senior secured
term loans and pari passu ranking RCF are rated in line with the
CFR, at (P)B2, and this factors in the presence of sizeable trade
payables claims in the balance sheets of operating subsidiaries.

The stable outlook on the ratings reflects Moody's expectation
that: (1) Maxeda will be successful in implementing its ongoing
commercial initiatives; (2) market conditions will support at
least some overall sales growth and stable margins; and (3) the
company will maintain an adequate liquidity profile.

The company is weakly positioned in the B2 rating category and as
such, an upgrade is unlikely in the short term. However, positive
pressure on the ratings could result from a sustained improvement
in operating performance resulting in solid top line growth and
improving margins, positive free cash flow, and leverage falling
materially on a sustained basis.

Negative pressure could be exerted on Maxeda's ratings if: (1)
operating performance were to deteriorate e.g. due to negative
like-for-like sales or reduced margins, such that Moody's
adjusted EBITDA would reduce from the current level on a
sustained basis; or (2) free cash flow remained negative for an
extended period of time; or (3) its liquidity profile were to
weaken.

The principal methodology used in these ratings was Global Retail
Industry published in June 2011. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009.

Headquartered in Amsterdam, the Netherlands, Maxeda is a leading
DIY retailer, with networks of over 150 stores in Belgium and
more than 220 stores in The Netherlands. For the financial year
ending January 31, 2014 the company reported Revenues of EUR 1.3
billion.



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


NOVO BANCOS: Moody's Lifts BCA to caa2 on Improved Fundamentals
---------------------------------------------------------------
Moody's Investors Service upgraded Novo Bancos S.A.'s baseline
credit assessment (BCA) to caa2 from ca to reflect the bank's
improved credit fundamentals compared with those of its
predecessor Banco Espirito Santo S.A. (BES; unrated).
Furthermore, Moody's has placed the B2 and B3 bank's long-term
deposit and senior debt ratings on review with direction
uncertain. The short-term deposit and senior debt ratings are
unaffected by this rating action and remain at Not Prime.

Moody's says that the rating actions follow its assessment of
Novo Banco's credit profile and concludes the review on the BCA
initiated on August 12, 2014 and extended on November 24, 2014.
This rating action also changes the direction of the review on
the deposit and senior debt ratings initiated on August 12, 2014
and extended on November 24, 2014.

The bank's backed Ba1 ratings which benefit from a guarantee of
Portugal (Ba1, stable) are unaffected by the rating action.

The raising of Novo Banco's standalone BCA to caa2 is triggered
by Moody's assessment of the bank's credit profile after it
assigned a BCA of ca on review for upgrade on Aug. 12, 2014,
following the resolution measures applied by Portugal's central
bank to BES on Aug. 3, 2014, that led to the creation of a bridge
bank called Novo Banco.

In raising Novo Banco's BCA, Moody's says that the bank's credit
fundamentals have improved relative to those of its predecessor
BES, for which the Portuguese authorities had to intervene and
resolve to avoid BES defaulting on its financial obligations.
Novo Banco's improved credit profile namely stems from the fact
that most of the problematic assets (i.e. assets and liabilities
related to the Espirito Santo Group and the troubled Angolan
subsidiary) remained at BES and that Novo Banco received a
capital injection from the Portuguese Resolution Fund of EUR4.9
billion.

Despite the positive rating action, Moody's says that Novo
Banco's credit profile remains very weak. In particular, the
standalone BCA of caa2, reflects the bank's weak risk-absorption
capacity, despite above-average provisioning coverage (non-
performing loans as a proportion of loan loss reserves stood at
77.8% at year-end 2014). The weak risk absorption is principally
because of its modest capital buffers (phased-in Common Equity
Tier 1 ratio of 9.6% at year-end 2014) that are challenged by the
bank's deteriorating asset quality metrics (NPL ratio reached
16.5% at year-end 2014 compared to the system's average of 12.0%)
and large losses booked in 2014 (EUR467.9 million). Novo Banco's
standalone BCA also reflects its (1) weak liquidity position,
despite visible improvements in restoring customer confidence and
the generation of liquidity through asset sales and balance-sheet
deleveraging, and (2) its status as a bridge bank, with the
associated high degree of uncertainty around future strategy
together with the remaining risk that not all the underlying
causes of BES's failure have yet been resolved.

Novo Banco was created as a temporary bridge bank and under the
terms of BES's resolution any assets transferred to Novo Banco
have to be disposed within 24 months of the bank's creation.
Unsold assets at that date will be wound down in the month
following the end of the existence period of the bank and the
banking license of Novo Banco will be revoked when the assets of
the bank are sold or after the 24 month period expires.

In late 2014, Bank of Portugal as the Portuguese resolution
authority, started to promote the sale by the Resolution Fund of
Novo Banco and requested banks to submit expressions of interest.
On April 17, 2015, Bank of Portugal stated that five entities had
been selected to present binding offers for Novo Banco, before
end-June 2015. This entails some near-term better visibility
about Novo Banco's prospects for regaining its viability or in
the absence of binding offers more clarity about the potential
for the bank entering a finite wind-down status under public
ownership.

The B3/Not Prime senior debt and B2/Not Prime deposit ratings
that Moody's assigned to Novo Banco on August 12, 2014, reflect
the fact that the holders of these instruments had been protected
by the Portuguese authorities from the resolution of BES, as they
were transferred to Novo Banco.

Novo Banco's deposit and senior debt ratings are on review with
direction uncertain. The review is prompted by (1) uncertainties
around the outcome of the sale process in which the bank is
currently immersed that could impact Moody's final assessment of
the deposits and senior debt ratings; and (2) the implementation
of the rating agency's new global banking methodology, in
particular its Loss Given Failure (LGF) analysis. To assess the
impact of our LGF analysis on the bank's deposits and senior debt
ratings Moody's requires Novo Banco's audited 2014 financial
statements, which the bank has not yet disclosed.

The deposit and senior debt ratings could be upgraded based on
the outcome of Moody's review of the likely loss-given-failure
that these securities face. The ratings could also be upgraded if
a stronger peer acquires Novo Banco, implying some probability
that senior creditors could benefit from affiliate support.

An improvement of the BCA could be driven by a clear improvement
in the bank's capital buffers, a reduction in the stock of
problematic assets and a sustainable recovery in Novo Banco's
profitability. Any significant macroeconomic growth for Portugal
(Ba1 stable) beyond Moody's central scenario of 1.7% GDP growth
in 2015 could underpin signs of a turnaround and also exert
positive pressure on the ratings.

The deposit and senior debt ratings could be downgraded if the
Portuguese Resolution fund fails to conclude the bank's sale
process before August 2016 and the bank's assets are liquidated.
Downward pressure could also arise following the review of the
likely loss-given-failure that Novo Banco's deposit and senior
debt ratings face.

The BCA of Novo Banco could be downgraded following a further
material deterioration in asset quality, or losses that further
weaken the bank's risk-absorption capacity. The BCA could also be
downgraded in the event of a liquidation.

As the bank's debt and deposit ratings are linked to the
standalone BCA, any change to the BCA would likely also affect
these ratings.

Upgrades:

Issuer: Novo Banco, S.A.

  -- Adjusted Baseline Credit Assessment, Upgraded to caa2 from
     ca

  -- Baseline Credit Assessment, Upgraded to caa2 from ca

On Review Direction Uncertain:

Issuer: BES Finance Ltd.

  -- Backed Senior Unsecured Regular Bond/Debenture, Placed on
     Review Direction Uncertain, currently B3

Issuer: Novo Banco S.A., London Branch

  -- Senior Unsecured Regular Bond/Debenture, Placed on Review
     Direction Uncertain, currently B3

  -- Senior Unsecured Deposit Rating, Placed on Review Direction
     Uncertain, currently B2

Issuer: Novo Banco S.A., Luxembourg Branch

  -- Senior Unsecured Regular Bond/Debenture, Placed on Review
     Direction Uncertain, currently B3

  -- Senior Unsecured Deposit Rating, Placed on Review Direction
     Uncertain, currently B2

Issuer: Novo Banco, S.A.

  -- Senior Unsecured Regular Bond/Debenture, Placed on Review
     Direction Uncertain, currently B3

  -- Senior Unsecured Deposit Rating, Placed on Review Direction
     Uncertain, currently B2

Issuer: Novo Banco, S.A., Cayman Branch

  -- Senior Unsecured Deposit Rating , Placed on Review Direction
     Uncertain, currently B2

Issuer: Novo Banco, S.A., Madeira Branch

  -- Senior Unsecured Deposit Rating , Placed on Review Direction
     Uncertain, currently B2


PORTUCEL SA: S&P Affirms 'BB' CCR, Outlook Remains Stable
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' long-term
and 'B' short-term corporate credit ratings on Portugal-based
pulp and paper group Portucel S.A.  The outlook remains stable.

At the same time, S&P affirmed its 'BB' issue rating on
Portucel's EUR350 million senior unsecured notes due 2020.  The
recovery rating on these notes remains unchanged at '3',
indicating S&P's expectation of meaningful (50%-70%) recovery for
noteholders in the event of a payment default.

Portucel has EUR305 million of debt maturing in 2015.  It intends
to use cash on balance sheet and new long-term committed
commercial paper programs to repay part of these short-term
maturities.  However, S&P understands that despite the commercial
paper to be raised in 2015, total sources of liquidity would not
be sufficient to cover liquidity uses, including substantial
dividend payments, by more than 1.2x.  S&P is therefore revising
its liquidity assessment to "less than adequate" from "adequate."
Although this results in a lower stand-alone credit profile for
Portucel -- now 'bb' compared with 'bb+' previously -- it is
neutral for the rating, which remains capped by the group credit
profile of the Semapa Group.

"Our assessment of Portucel's "fair" business risk profile is
based on the company's exposure to the highly competitive
European forest and paper products markets and its relatively
small size, scope, and limited diversification.  Portucel is
heavily focused on uncoated woodfree (UWF) paper (over 75% of its
sales are of office copy paper).  The remainder comes from sales
of pulp and energy.  Business diversification could improve with
the announced investments in the production of wood pellets and
tissue paper. Similarly, we currently view asset concentration as
a constraint given that, excluding the announced expansion plans,
the group has a limited number of production sites, all of which
are in Portugal," S&P said.

These negative factors are offset by the group's market position
as the largest UWF paper producer in Europe and the high
profitability it has sustained over the last few years.  The
group derives its strong margins from a combination of a well-
invested modern asset base, high capacity utilization, focus on
premium paper grades, good access to raw materials, and
relatively low labor costs.

S&P's assessment of Portucel's "intermediate" financial risk
profile reflects its strong stand-alone credit metrics, given
adjusted funds from operations (FFO) to debt of above 80% and
debt to EBITDA of about 1.0x in 2014.  That said, S&P's base case
forecasts Portucel's key credit metrics to deteriorate in the
coming years, triggered by an increase in dividend payouts to
parent company Semapa in an effort to deleverage the group.  S&P
expects that adjusted FFO to debt will progressively fall below
40%, and that debt to EBITDA will be above 1.5x in 2015 and above
2x in 2016.  S&P anticipates that the upstreaming of hefty
dividends from Portucel to its parent should help Semapa's
Standard & Poor's-adjusted debt-to-EBITDA ratio to gradually
reduce toward 3.5x.

Portucel has started investing in its mill in Cacia, to increase
its pulp production and is expanding into new business segments.
The company has also announced a greenfield investment of about
EUR90 million in a pellets factory in the U.S., as well as the
EUR80 million acquisition of Portuguese tissue company AMS,
including capital expenditure for further capacity expansion.
Portucel has stated its intention to diversify into the tissue
business and grow both organically and through acquisitions.

S&P expects these projects to have a relatively limited impact on
the company's currently low leverage.  In the longer term, S&P
anticipates that Portucel's stand-alone financial leverage could
be weakened by a planned investment in a large-scale plantation-
based pulp mill in Mozambique.  S&P understands that the total
investment could be substantial for a company of Portucel's size,
even with the International Finance Company (IFC) taking on a 20%
stake in the project.  S&P will closely monitor any developments
regarding the timing and progress of this project, but S&P do not
expect it to have a significant effect on Portucel's credit
metrics in the next four years.

S&P's base case assumes:

   -- Low single-digit growth in 2015 and 2016 on the back of
      investments in pellets and tissue paper production.

   -- Heavy dividend payments and gradually increasing
      investments.

   -- Declining leverage at the Semapa level following increasing
      dividends from Portucel.

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

   -- Portucel's debt to EBITDA increasing to above 1.5x in 2015
      and above 2.0x in 2016.

   -- Portucel's FFO to debt falling below 50% in 2015 and below
      40% in 2016.

"We continue to view Portucel as "strategically important" for
the Semapa group, which owns over 75% of shares in Portucel.  We
understand that Semapa is currently divesting part of its stake
but that it will remain the majority shareholder and continue to
control the company.  We therefore consider it unlikely that
Semapa will sell its remaining stake in Portucel and we view the
paper company as very important to Semapa's long-term strategy.
Portucel contributes to a substantial proportion of consolidated
group revenues and profits.  In our view, on a consolidated basis
Semapa has weaker credit metrics than Portucel.  This is
primarily because of additional indebtedness at the holding
company level and the slightly lower profitability and
creditworthiness of Semapa's other consolidated businesses," S&P
said.

"In particular, we view Semapa's business risk profile as "fair."
The group benefits from its leading position in Europe in the
copy paper market via its majority stake in Portucel.
Additionally, the conglomerate has some business and geographic
diversification with a presence in the slightly-lower-margin
cement business, via its wholly-owned subsidiary Secil Group.  It
is also present in environmental services through its small
business ETSA.  We view Semapa's financial risk profile as
"significant" with debt to EBITDA forecast to remain below 4x,
partly thanks to the absorption of sizable dividend inflows from
Portucel.  Overall, we assess the group credit profile as 'bb',"
S&P added.

The stable outlook reflects S&P's expectation that Portucel will
continue to benefit from strong operating performances at its
mills in Portugal.  S&P expects that the group will maintain a
cautious expansion strategy into tissue and its long-term pulp
project in Mozambique but that shareholder distributions will
remain high in the coming years.

S&P do not currently expect to raise the rating because of
Portucel's limited diversification, its "less than adequate"
liquidity, and Semapa's still-relatively-high financial risk.
However, an unexpected improvement in Semapa's financial profile,
coupled with a stronger liquidity profile at Portucel could lead
S&P to reassess its ratings on Portucel.

S&P could lower the ratings if Portucel's operating performance
deteriorated such that S&P expected its EBITDA margin to fall
significantly below 20%, thereby impairing the performance of the
whole Semapa group.  This could result from an economic decline,
coupled with input cost inflation or an operational issue at one
of the group's mills in Portugal.  S&P could also lower the
ratings if it saw a deterioration in liquidity at Semapa,
Portucel's main shareholder.  This could happen as a result of
increasing dividends and a higher reliance on short-term debt.
S&P could also take a negative rating action on Portucel if S&P
observed an increase in financial risk at Semapa with additional
debt-funded investments, extraordinary dividends, or share
buybacks that caused the debt-to-EBITDA ratio to rise sustainably
above 4x.



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


ASTRAKHAN REGION: Fitch Withdraws 'B+' IDR, Outlook Stable
----------------------------------------------------------
Fitch Ratings has withdrawn Russian Astrakhan Region's Long-term
foreign and local currency Issuer Default Ratings of 'B+' and
National Long-term rating of 'A(rus)', both with Stable Outlooks,
and its Short-term foreign currency IDR of 'B'.

The ratings have been withdrawn as the issuer has chosen to stop
participating in the rating process.

Therefore, Fitch will no longer have sufficient information to
maintain the ratings.  Accordingly, Fitch will no longer provide
ratings or analytical coverage for the Astrakhan Region.

Rating Sensitivities.  Not applicable.


BANK ROSSIYSKY: Fitch Raises LT Issuer Default Rating to 'BB-'
--------------------------------------------------------------
Fitch Ratings has upgraded the Long-term Issuer Default Rating
(IDR) of Bank Rossiysky Capital (RosCap) to 'BB-' from 'B+' and
affirmed the Long-term IDRs of Sviaz-Bank (SB) at 'BB' and
Globexbank (GB) at 'BB-', all three with Negative Outlooks. The
agency has also affirmed Novikombank (Novikom) at 'B' with a
Stable Outlook.

Key Rating Drivers

IDRS, Support Ratings, National Ratings, Senior Debt

The upgrade of RosCap reflects a revised assessment of the
probability of support for the bank from the Russian authorities.
In Fitch's view, support is now somewhat more likely than
previously, given (i) the greater likelihood that the bank's sole
shareholder, Russia's Deposit Insurance Agency (DIA), will retain
its ownership over the long term; and (ii) the recent track
record of support, potentially evidencing the DIA's intention to
use the bank for cleaning up other failed lenders.

Fitch's view of a higher probability that the DIA will retain its
ownership is based on revisions to Russian bankruptcy
legislation, which allow the DIA to permanently hold bank equity
stakes, and the extension of RosCap's financial recovery plan to
2025. Recent support came in the form of RUB15.2 billion of new
capital for RosCap from the DIA (RUB8.6 billion of equity and
RUB6.6 billion of subordinated debt, to be converted into equity
in 2015), offsetting the impact of RosCap's merger with Ellips
Bank, a small regional entity with negative equity of RUB11
billion.

At the same time, RosCap's Long-term IDR remains three notches
below that of the Russian sovereign (BBB-/Negative), reflecting
(i) the bank's low systemic importance; (ii) the 'enforced'
nature of state ownership (following the bank's failure and
rescue in 2009); (iii) the bank's still limited and weakly
defined policy role; and (iv) the fact that capital support to
date has been insufficient to strengthen capital ratios beyond
very low levels.

The IDRs of SB and GB continue to reflect the potential support
the banks could receive, if needed, from parent Vnesheconombank
(VEB, BBB-/Negative). Fitch's view of potential support for the
banks takes into account: (i) their full ownership, (ii) the
solid track record of support to date, (iii) limited medium-term
market opportunities to sell the banks due to weak investor
demand and VEB's stated intention to recoup at sale all the
investments made to date in the banks; and (iv) potential
reputational risk for VEB in case of a default at GB or SB.

At the same time, SB and GB's ratings also consider (i) Fitch's
view that the banks are non-core subsidiaries for VEB due to
their limited synergies with the parent and the fact that they
are not important for VEB's execution of its development role;
(ii) the intention to eventually sell the banks, although this is
probably a remote possibility at present; and (iii) their
significant management independence. GB is rated one notch lower
than SB as in Fitch's view it operates somewhat more
independently from VEB, exhibiting a higher risk appetite (in
particular in respect to real estate exposures) and weaker
corporate governance. These features and the bank's loss
potential could moderately affect VEB's propensity to provide
support in a sufficient amount and/or timely fashion.

Novikom's IDRs are driven by its 'b' Viability Rating (VR). At
present, Fitch does not factor into the bank's ratings potential
support from its majority owner, State Corporation Rostec (58%
stake, including 24% through subsidiary Rosoboronexport). This is
because of (i) the limited visibility of Rostec's credit profile;
(ii) the only short track record of the bank under Rostec's
control; and (iii) the fact that the group's main strategic focus
remains the technology, defence and related civil sectors.

VRs

The four banks' VRs reflect varying degrees of weaknesses in
corporate governance, weak asset quality and significant risk of
further impairment, tight capital positions and weak performance.
However, the VRs benefit from the relative stability of their
funding, and support for business origination, which they derive
as a result of their indirect state ownership.

GB's VR of 'b-' (a notch lower than SB and Novicom) reflect its
weaker corporate governance and high exposure to non-core assets,
which are equal to the bank's Fitch Core Capital (FCC). RosCap's
'b-' VR primarily reflects its particularly weak capitalisation
and high exposure to the development and real estate sector
(equal to an estimated 6x FCC).

GB's regulatory Tier 1 and total capital ratios stood at 8.3% and
13.4%, respectively, at end-4M15 after a RUB5 billion equity
injection in 1Q15. SB's ratios were at similar levels (8.4% and
13.3%) after VEB converted RUB10 billion of sub debt into equity
at the end of 2014. However, the capitalization of both banks is
undermined by asset quality problems and by weaker performance,
with both likely to report negative pre-impairment profit in 1H15
as a result of higher funding costs. Neither reports Basel
capital ratios based on IFRS accounts.

SB reported NPLs (loans overdue by 90 days or more) were equal to
6.1% of gross loans at end-2014 (7.1% net of bonds reported as
loans) and these were reasonably covered by impairment reserves.
However, coverage would be a much weaker 43% if restructured
exposures (3.4% of the portfolio) were also considered. Fitch
also views some of the largest exposures (RUB8.5 billion of
loans, equal to 0.3x of FCC) as of higher risk, although these
are currently performing and non-restructured.

GB's asset quality is also undermined by sizable restructured
exposures (mainly loans to developers), which made up 14% of
gross loans (1.4x of FCC), and are currently performing. Real
estate risks also stem from exposure to mutual funds, assets of
subsidiary development company RGI and property foreclosed from
problem borrowers, which in total were equal to FCC at end-2014.
GB's NPLs stood at 7.1% and were fully provisioned, while NPLs
plus restructured were only 34% covered by reserves.

The liquidity of GB and SB is adequate, with cushions of liquid
asset and lines available from VEB covering more than one-third
of customer accounts.

The removal of the Rating Watch Negative (RWN) on RosCap's VR and
its affirmation at 'b-' reflect the fact that the Ellips merger
did not result in erosion of its capitalization. However, the
rating continues to reflect the bank's still weak capital
position (FCC ratio of 3.8%, based on end-2014 accounts, which
already included the to-be-converted subordinated debt in
equity), the very high real estate and development exposure and
recent rapid growth in both corporate and retail lending. The
rating also considers high interest rate risk associated with
funding of generally longer-term assets with short-term deposits,
recent deterioration of performance due to higher funding costs
and significant refinancing needs given the high share of short-
term wholesale funding, although this is offset by the bank's
currently adequate liquidity.

Novikom's VR, and hence Long-term IDR, reflects its limited
franchise, high loan concentrations, tight capital, and weakening
asset quality and profitability. However, the affirmation of the
bank's ratings, and the Stable Outlook on the Long-term IDR,
reflect the bank's reasonable liquidity position, supported by
stable funding from Rostec, and the track record of capital
support and the expected capital contributions from Rostec and
the DIA.

The bank's asset quality weakened in 2014, as indicated by the
increased levels of NPLs, restructured loans and loans in arrears
below 90 days, at 3.2%, 5.1% and 6.3% of loans at end-2014. These
were only moderately (43%) covered by loan impairment reserves.
Loan concentrations are high (the 30 largest groups of borrowers,
including Rostec group, made up 80% of end-2014 loans, equal to
12x FCC). Fitch considers the bank's exposure to Rostec group
(30% of end-2014 loans) as low risk due to the sector's strategic
importance and potential state support. However, loans extended
to private companies (70%) are of somewhat higher risk, in
particular given their long tenors and/or the generally weak
financials of the borrowers.

Novikom's FCC ratio was a low 4.6% at end-2014 (regulatory core
tier 1: 6.7% at end-4M15), but the total regulatory capital ratio
was a reasonable 14.2% (also at end-4M15). Capital ratios should
be moderately supported by a RUB3.6 billion equity injection from
the shareholder and a subordinated loan of RUB7.2 billion from
the DIA, both expected in 3Q15, but planned 30% asset growth for
2015 will partially offset these. Pre-impairment profitability,
which was equal to 5.7% of average loans in 2014 IFRS accounts,
is likely to narrow due to margin pressure, but should still
provide a significant additional cushion to absorb potential loan
losses.

The liquidity cushion net of near-term wholesale repayments was
sufficient at end-4M15 to cover a significant 25% of the bank's
customer accounts, helped by about RUB30 billion inflows from the
Rostec group in 4Q14-1Q15. The bank expects a further increase in
group funding when it launches a treasury platform for Rostec.
The inclusion of Rostec in the list of Russian entities subject
to U.S. sanctions (U.S. entities are prohibited from providing
funding with a maturity of more than thirty days) seemed to have
no impact on Novikom's operations to date, and the bank's foreign
funding is negligible.

Novikom's participation in the financial rehabilitation of
Fondservicebank should not require capital commitments from the
bank, according to management. Novikom is likely to become the
majority owner of Fondservice in 3Q15. However, the latter's
capital should be restored by contributions from the DIA and the
Federal Space Agency, who reportedly will make additional
commitments in case the bank's capital needs exceed current
expectations.

Rating Sensitivities

IDRS, Support Ratings, National Ratings, Senior Debt

The Negative Outlooks on SB and GB reflect that on VEB's IDR. The
Negative Outlook on RosCap reflects that on the Russian
sovereign.

All three banks could be downgraded if (i) the Russian
Federation, and hence VEB, are downgraded; (ii) timely support
for any of the banks is not forthcoming in case of need; or (iii)
in Fitch's view, a sale of any of the banks becomes significantly
more likely than currently perceived.

RosCap's Long-term IDRs could stabilize at their current level,
or be upgraded, if (i) the bank is given a clearly articulated
policy role in respect to rehabilitation of other failed banks;
and (ii) the bank is recapitalized to restore its solvency and
support the implementation of its new policy role.

An upgrade of either SB or GB is currently unlikely. However, the
ratings could stabilize at their current levels if the Outlooks
on Russia and VEB are revised to Stable. The rating differential
between VEB and SB/GB could also narrow if the banks gain
significant policy roles and VEB affirms their importance for the
long-term implementation of its development mandate.

Novikom's Long-term IDRs are subject to the same sensitivities as
the bank's VR. In addition, the bank's Long-term IDRs could be
upgraded to a level above its VR if Rostec demonstrates a strong
commitment to support the bank's development, and Fitch is able
to reliably assess the shareholder's ability to provide support.

VRs

SB's and GB's VRs could be downgraded if asset quality problems
and non-core assets continue to accumulate and capitalization
remains tight, or if weak performance results in significant
capital erosion without timely support being made available. GB
could also be downgraded in case of significant impairment of
real estate investments if losses are not compensated by new
equity injections.

RosCap's VR could be upgraded if its capitalization is restored
as a result of injections to support its potential new policy
role. The VR could be downgraded if RosCap's capital position
further deteriorates as a result of either asset quality
deterioration or mergers with other failed banks that are not
supported with timely capital injections.

Novikom's VR could be downgraded in case of a marked
deterioration in asset quality, significant capital erosion, or
if, contrary to Fitch's current expectations, the bank needs to
provide capital support to Fondservicebank. An upgrade of the VR
would require a significant strengthening of the bank's
capitalization.

The rating actions are as follows:

RosCap

-- Long-term foreign and local currency IDR: upgraded to 'BB-'
    from 'B+'; Outlook Negative

-- Short-term IDR: affirmed at 'B'

-- National Long-term Rating: upgraded to 'A+(rus)' from
    'A-(rus)'; Outlook Stable

-- VR: affirmed at 'b-'; off RWN

-- Support Rating: upgraded to '3' from '4'

-- Support Rating Floor: revised to 'BB-' from 'B+'

-- Senior unsecured debt: upgraded to 'BB-'/'A+(rus)' from
    'B+'/'A-(rus)'

SB

-- Long-term foreign and local currency IDRs: affirmed at 'BB';
    Outlook Negative

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

-- Viability Rating: affirmed at 'b'

-- Support Rating: affirmed at '3'

-- National Long-term rating: affirmed at 'AA-(rus)'; Outlook
    Stable

-- Senior unsecured debt: affirmed at 'BB'

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

GB

-- Long-term foreign and local currency IDRs: affirmed at 'BB-';
    Outlook Negative

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

-- Support Rating: affirmed at '3'

-- Viability Rating: affirmed at 'b-'

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

-- Senior unsecured debt: affirmed at 'BB-'

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

Novikom

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

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

-- Viability Rating affirmed at 'b'

-- Support Rating affirmed at '5'

-- Support Rating Floor affirmed at 'No Floor'

-- National Long-term Rating affirmed at 'BBB(rus)'; Outlook
    Stable;

-- Senior unsecured debt affirmed at 'B'/Recovery Rating 'RR4'

-- Senior unsecured debt National Long-term Rating: affirmed at
   'BBB(rus)'


CB OPM-BANK: Bank of Russia Revokes Banking License
---------------------------------------------------
By its Order No. OD-1208, dated June 1, 2015, the Bank of Russia
revoked the banking license from the Moscow-based credit
institution Commercial Bank OPM-Bank (limited liability company)
or CB OPM-Bank Ltd (Registration No. 2734) from June 1, 2015.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- due to the credit institution's failure to
comply with federal banking laws and Bank of Russia regulations,
to the establishment of instances of material unreliability of
financial statements, and taking into account the repeated
application of measures envisaged by the Federal Law "On the
Central Bank of the Russian Federation (Bank of Russia)".

The bank implemented high-risk lending policy connected with the
placement of funds into low-quality assets.  Adequate assessment
of risks assumed and true reflection of the bank's assets value
lead to a total loss of its capital.  At the same time, CB OPM-
Bank Ltd did not comply with the supervisor's requirement to
create needed loss provisions, to submit statements reflecting
the bank's real financial standing and existence of grounds for
the revocation of the banking license stipulated by Part 2
Article 20 of the Federal Law "On Banks and Banking Activities".

The management and owners of the bank did not take effective
measures to normalize its activities.  Under these circumstances,
the Bank of Russia performed its duty on the revocation of the
banking license from CB OPM-Bank Ltd in accordance with Article
20 of the Federal Law "On Banks and Banking Activities".

By its Order No. OD-1209, dated June 1, 2015, the Bank of Russia
has appointed a provisional administration to CB OPM-Bank Ltd for
the period until the appointment of a receiver pursuant to the
Federal Law "On the Insolvency (Bankruptcy)" or a liquidator
under Article 23.1 of the Federal Law "On Banks and Banking
Activities".  In accordance with federal laws, the powers of the
credit institution's executive bodies are suspended.

CB OPM-Bank Ltd is a participant of the deposit insurance system.
The revocation of a banking license is an insured event envisaged
by Federal Law No. 177-FZ "On Insurance of Household Deposits
with Russian Banks" regarding the bank's obligations on
households deposits determined in accordance with legislation.

According to its financial statements, as of May 1, 2015, CB OPM-
Bank Ltd. ranked 257th by assets in the Russian banking system.


COMMERCIAL BANK RENAISSANCE: S&P Puts 'B/C' Rating on Watch Neg
---------------------------------------------------------------
Standard & Poor's Ratings Services put its 'B/C' foreign and
local currency long- and short-term counterparty credit ratings
on Russia-based Commercial Bank Renaissance Credit LLC
(RenCredit) on CreditWatch with negative implications.  S&P also
placed the 'ruBBB+' Russia national scale rating on CreditWatch
negative.

S&P understands that RenCredit may become an investor in Svyaznoy
Bank as part of the Central Bank of Russia's financial
rehabilitation plan for this loss-making retail bank.  According
to publicly available regulatory reports, Svyaznoy Bank has been
in breach of regulatory capital requirements since April 2015.
S&P has limited visibility on the financial terms of this
potential transaction.  However, S&P thinks it will involve the
placement of sizable long-term deposits from the Deposit
Insurance Agency (DIA) with RenCredit -- at 0.51% -- and short-
term funding to restore Svyaznoy Bank's liquidity.

Given Svyaznoy Bank's size -- it would account for about 20% of
RenCredit's total assets -- S&P believes that the transaction, if
it materializes, could put pressure on RenCredit's capital
position.  This would follow the squeeze on RenCredit's capital
in 2014 and in the first months of 2015, owing to large losses
from its retail portfolio.  Still, S&P acknowledges the sizable
capital injections from RenCredit's main shareholder, ONEXIM
Group.

S&P aims to resolve the CreditWatch within the next three months,
when the due diligence procedures and the integration roadmap for
Svyaznoy Bank's rescue are finalized or, equally, if the
transaction falls through.  S&P will seek improved visibility on
RenCredit's consolidated capital position, including any
potential capital injections from ONEXIM Group.

S&P could lower its ratings on RenCredit if S&P thought that its
consolidated capital position had weakened, leading to a
projected risk-adjusted capital ratio falling below 5%.

S&P could affirm the ratings on RenCredit if S&P considered that
risks stemming from its financial support to Svyaznoy Bank were
largely offset by expected funding from the DIA or by capital
injections from ONEXIM Group.


DELTA KEY: Moscow Court Terminates Provisional Administration
-------------------------------------------------------------
Due to the ruling of the Arbitration court of the city of Moscow,
dated May 20, 2015, on the forced liquidation of the credit
institution Non-bank credit institution Delta Key, limited
liability company, (Bank of Russia Registration No. 3513-K, date
of registration is December 18, 2012) and on the appointment of a
liquidator in compliance with Clause 3 of Article 18927 of the
Federal Law "On the Insolvency (Bankruptcy)", the Bank of Russia
took a decision (Order No. OD-1215, dated June 1, 2015) to
terminate from June 2, 2015 the activity of the provisional
administration of the Moscow-based credit institution Non-bank
credit institution Delta Key, limited liability company,
appointed by Bank of Russia Order No. OD-529, dated March 6,
2015, "On the Appointment of the Provisional Administration to
Manage the Moscow-Based Credit Institution Non-Bank Credit
Institution Delta Key, Limited Liability Company, or LLC NCO
Delta Key Due to the Revocation of its Banking License".


KHABAROVSKY AIRPORT: S&P Affirms Then Withdraws 'B+' CCR
--------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
long-term corporate credit rating on OAO Khabarovsky Airport.
S&P subsequently withdrew the rating at the company's request.
The outlook at the time of withdrawal was negative.


KRASNODAR REGION: Fitch Withdraws 'BB' LT Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has withdrawn Russian Krasnodar Region's Long-term
foreign and local currency Issuer Default Ratings of 'BB' and
National Long-term rating of 'AA-(rus)', both with Negative
Outlooks, and its Short-term foreign currency IDR of 'B'.

Krasnodar Region's outstanding senior unsecured domestic bonds'
ratings of 'BB' and 'AA-(rus)' have also been withdrawn.

The ratings were withdrawn as the issuer has chosen to stop
participating in the rating process.

Therefore, Fitch will no longer have sufficient information to
maintain the ratings.  Accordingly, Fitch will no longer provide
ratings or analytical coverage for the Krasnodar Region.


KRASNOYARSK REGION: Fitch Affirms 'BB+' IDR; Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed the Russian Krasnoyarsk Region's Long-
term foreign and local currency Issuer Default Ratings at 'BB+',
Short-term foreign currency IDR at 'B' and National Long-term
rating at 'AA(rus)'.  The Outlooks on the Long-term IDRs and the
National Long-term rating are Stable.

Krasnoyarsk region's outstanding senior unsecured domestic bonds
have also been affirmed at 'BB+' and 'AA(rus)'.

KEY RATING DRIVERS

The affirmation reflects our expectations of the continued
recovery of the region's fiscal performance, moderate direct
risk, low contingent risk and its strong industrial economy.  The
ratings also reflect the region's weakened cash position and its
exposure to changes in fiscal regulation.

Fitch expects Krasnoyarsk to continue gradually restoring its
fiscal performance, with an operating surplus of 7%-8% in 2015-
2016 and above 10% in 2017.  The region's operating balance
turned positive at 2% of operating revenue in 2014 from negative
1% a year earlier, driven by opex restraint.  The region's
deficit before debt variation reduced to 15% of total revenue in
2014 (2013: negative 23%); Fitch expects a continued reduction of
deficit before debt over the medium term to 3%-5% in 2015-2016
and close to balanced budget in 2017.

The restored fiscal performance was a result of opex curtailment
with the annual growth rate declining to 5% in 2014 after it
averaged 11% in 2010-2013.  Operating revenue on the contrary
increased by 8% yoy in 2014 from 2% on average in 2010-2013.
Fitch expects Krasnoayrsk to maintain a prudent fiscal policy
aimed at opex control, while gradual restoration of taxation is
likely to positively impact operating revenue in the medium term.

In line with our expectations last year, the region scaled back
its capex to 15% of total spending from a historical average of
26% in 2009-2013.  In Fitch's view the region's capital outlays
are likely to further shrink to 9%-10% of total expenditure in
2015-2017, as it completed large-scale investments in
infrastructure development projects funded in 2009-2013.

Fitch expects Krasnoyarsk region's direct risk will stabilize at
48%-49% of current revenue in 2015-2016 (2014: 47%) and slightly
decline to about 45% in 2017.  The region's debt stock by end-
2014 was 66% composed of domestic bonds, followed by bank loans
(20%) and federal budget loans (14%).  The region's debt maturity
profile is evenly spread to 2019.

The region's contingent risk is low, with debt of public sector
entities and issued guarantees totaling RUB7.2 billion at end-
10M14 (2013: RUB6.4 billion).

Krasnoyarsk's interim liquidity improved as cash holdings went up
to RUB10 billion at end-1Q15, from RUB4.8 billion in 2014 (2013:
RUB5bn).  The region had to partly deplete its cash to fund the
budget deficit in 2013-2014.  The region's immediate liquidity is
further supported by untapped credit lines of up to RUB10.4
billion as of end-1Q15.

The region's administration expects moderate growth in the local
economy of about 1%-2% p.a. in 2015-2017.  Economic growth in the
region is underpinned by the development of the power generation,
oil and other natural resources and non-ferrous metallurgy
sectors.  The region's strong industrial profile supports above-
national average wealth metrics.

RATING SENSITIVITIES

Continued increase in direct risk to above 50% of current
revenue, accompanied by a weak operating margin below 5% in the
medium term, could lead to a downgrade.

An upgrade is unlikely in our baseline scenario, but could arise
from consistently sound budgetary performance with an operating
margin above 10%, leading to direct risk below 30% of current
revenue on a sustained basis.


MDM BANK: Moody's Concludes Review on B3 Deposit Ratings
--------------------------------------------------------
Moody's Investors Service concluded its rating reviews on three
banks in Russia (Ba1 negative) - MDM Bank, Moscow Mortgage Agency
and Natixis Bank JSC. These reviews were initiated on March 17,
2015, following the publication of Moody's new bank rating
methodology.

In light of the new bank rating methodology, Moody's rating
actions on these banks generally reflect the following
considerations: (1) the "Weak+" macro profile of Russia; (2) the
banks' core financial ratios; (3) affiliate support provided to
some of the affected banks by their parents; and (4) Moody's view
of the likelihood of government (including regional) support for
some institutions.

Among the rating actions that Moody's has taken on the three
banks are the following:

-- MDM Bank's long-term local (LC) and foreign-currency (FC)
    deposit ratings were downgraded to B3 (negative) from B2, its
    baseline credit assessment (BCA) was downgraded to b3 from
    b2, and the Not Prime short-term LC and FC deposit ratings
    were affirmed

-- Moscow Mortgage Agency's long-term LC and FC deposit ratings
    were confirmed at Ba3 with a negative outlook, its BCA was
    upgraded to b1 from b2, and the Not Prime short-term LC and
    FC deposit ratings were affirmed

-- Natixis Bank JSC's long-term LC and FC deposit ratings were
    upgraded to Ba2 (stable) from Ba3, its BCA was upgraded to
    ba3 from b1, and the Not Prime short-term LC and FC deposit
    ratings were affirmed.

Moody's has also assigned Counterparty Risk assessments (CR
Assessments) to Moscow Mortgage Agency and Natixis Bank JSC, in
line with its new bank rating methodology.

The new methodology includes several elements that Moody's has
developed to help accurately predict bank failures. These new
elements capture insights gained from the crisis and the
fundamental shift in the banking industry and its regulation.

(1) The "Weak+" Macro Profile Of Russia

The three banks' operations are concentrated in Russia, so they
are affected by the country's challenging operating environment,
characterized by a high susceptibility to shocks or event risk
and low institutional strength.

(2) The Banks' Core Financial Ratios

The three banks' BCAs reflect the overall weak macroeconomic
conditions in Russia that exert pressure on the local banks'
asset quality and profitability metrics. However, two of the
banks -- Moscow Mortgage Agency and Natixis Bank JSC -- have
robust capital cushions, stable liquidity profiles and backing
from their financially more flexible institutional shareholders,
implying that they are better positioned to weather the economic
downturn. As a result, Moody's has upgraded these banks' BCAs. At
the same time, MDM Bank's financial metrics are weak and are the
most vulnerable to the negative operating conditions, which drove
the rating agency's decision to downgrade the bank's BCA. Please
see more details on each of the affected banks' rating factors
below in this press release.

Bank Specific Factors Driving their Ratings:

MDM Bank

The downgrade of MDM Bank's deposit ratings to B3/Not-Prime from
B2/Not-Prime follows the downgrade of the BCA to b3 from b2. The
major drivers behind Moody's decision to downgrade MDM Bank's BCA
are the weak solvency metrics, particularly its fragile asset
quality and weak profitability. At year-end 2014, MDM bank
reported a nonperforming loan ratio of 14.1% of gross loans,
comprising overdue loans in the corporate segment and retail
loans 90+ days overdue. Moreover, an additional 21.5% of the
bank's gross loans were corporate loans that were not overdue but
individually impaired.

Given the above-mentioned composition of the loan book and loan
loss reserves at 15.1% of gross loans, Moody's believes that this
asset-quality profile would create substantial risks for the
bank's earnings and, ultimately, capital cushion, if problem
loans were to require additional provisioning. The deteriorated
operating environment means that this particular scenario now has
a higher likelihood of occurring. At the same time, the banks'
ability to absorb any substantial deterioration in assets is
limited given the bank's reported 12.2% total capital adequacy
ratio (Basel I) at year-end 2014 and very weak profitability over
recent years.

Moscow Mortgage Agency

The upgrade of Moscow Mortgage Agency's BCA to b1 from b2
reflects the bank's good financial fundamentals. In particular,
the bank reported a statutory total capital adequacy (N1.0) ratio
of 31.7% as of Jan. 1, 2015 -- well above the regulatory minimum
of 10%. It has also improved its asset quality metrics: as of
January 1, 2015, mortgage loans overdue by more than 30 days and
restructured mortgage loans together represented less than 1% of
the bank's gross mortgage loan book, whereas legacy corporate
problem loans totaling 10% of the gross corporate loan portfolio
as of the same reporting date were fully covered by loan loss
reserves and were written off in 1Q 2015. Together with the
robust capital levels and adequate profitability (as reflected in
return on average assets of 3.05% in 2014), this creates a
substantial buffer shielding the bank from the negative impact of
the current unfavorable economic environment in Russia.

However, the rating agency notes Moscow Mortgage Agency's low
business diversification, reflecting the limitations of the
bank's niche market -- mortgage lending under the City of
Moscow's programs -- as well as the dependence of the bank's
business model on wholesale funding sources.

Moody's incorporates its assessment of a moderate probability of
government (regional) support in the ratings of Moscow Mortgage
Agency. The support stems from the banks' 100% owner, City of
Moscow (rated Ba1 negative), resulting in a one-notch uplift of
Moscow Mortgage Agency's Ba3 deposit ratings from the bank's
standalone BCA of b1. The negative outlook on Moscow Mortgage
Agency's deposit ratings reflects the negative outlook on the Ba1
rating of the bank's support provider, City of Moscow.

Natixis Bank JSC

The upgrade of Natixis Bank JSC's BCA to ba3 from b1 reflects the
bank's robust credit metrics. The bank reported a 0%
nonperforming loan (NPL) ratio at year-end 2014 (year-end 2013:
0%), attributed to the high quality of corporate borrowers
largely from energy and commodity sectors. Over 90% of the
lending is to naturally hedged companies (which generate foreign-
currency revenues), exporters in particular, whose performance
has improved because of the weakened local currency. On top of
that, around 87% of Natixis Bank JSC's gross loan book was
covered by irrevocable and unconditional guarantees from the
parent bank at year-end 2014.

Moody's believes that the above-mentioned loan book mitigants
decrease the likelihood of loan losses in 2015-16 and, therefore,
limit potential negative pressure on the bank's capital adequacy
even with the deteriorated operating environment. As of 1 April
2015, according to local GAAP, Natixis Bank JSC reported a total
regulatory capital adequacy ratio (N1.0) of 30.62%, materially
exceeding the 10% regulatory threshold.

Moody's incorporates its assessment of a high probability of
affiliate support in the ratings of Natixis Bank JSC. The support
stems from the bank's controlling shareholder, France's Natixis
(deposits A2 stable; BCA ba2), resulting in a one-notch uplift of
Natixis Bank JSC's Ba2 deposit ratings from the bank's standalone
BCA of ba3. The stable outlook on Natixis Bank JSC's deposit
ratings reflects Moody's view that the risks of overall
deterioration of bank asset quality in Russia are balanced by
Natixis Bank JSC's resilient loan portfolio, characterized by the
high quality of the borrowers and the zero problem loan ratio.
Both these elements limit potential negative pressure on the
bank's profitability and capital adequacy in the current
operating environment.

The current weak operating environment in Russia means that the
affected banks' ratings have limited upside potential.

Downward rating pressure could develop from the deterioration of
the banks' asset quality, profitability and/or capital levels
amidst the very weak operating conditions.

For Moscow Mortgage Agency and Natixis Bank JSC, any evidence
indicating a lower probability of support being provided to these
entities from their controlling shareholders (Natixis and City of
Moscow, respectively) could result in a downgrade of these banks'
long-term deposit ratings.

Assignment of Counterparty Risk Assessments:

Moody's has assigned the following CR Assessments, one notch
above the banks' deposit ratings:

-- Moscow Mortgage Agency - Ba2(cr)/Not-Prime(cr)

-- Natixis Bank JSC - Ba1(cr)/Not-Prime(cr)

CR Assessments are opinions of how counterparty obligations are
likely to be treated if a bank fails and are distinct from debt
and deposit ratings in that they (1) consider only the risk of
default rather than the likelihood of default and the expected
financial loss suffered in the event of default; and (2) apply to
counterparty obligations and contractual commitments rather than
debt or deposit instruments. The CR Assessment is an opinion of
the counterparty risk related to a bank's covered bonds,
contractual performance obligations (servicing), derivatives
(e.g., swaps), letters of credit, guarantees and liquidity
facilities.

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


METROBANK JSC: Bank of Russia Revokes Banking License
-----------------------------------------------------
By its Order No. OD-1210, dated 1 June 2015, the Bank of Russia
revoked the banking license from the Moscow-based credit
institution joint-stock company METROBANK or JSC METROBANK
(Registration No. 2548) from June 1, 2015.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- because of the failure of the credit
institution to comply with federal banking laws and Bank of
Russia regulations, and application of measures envisaged by the
Federal Law "On the Central Bank of the Russian Federation (Bank
of Russia)', and considering a real threat to creditors" and
depositors' interests.

METROBANK implemented high-risk lending policy, did not create
loan loss provisions adequate to the risks assumed.  Due to
unsatisfactory asset quality, the credit institution failed to
generate sufficient cash flow and consistently failed to meet
obligations to creditors and depositors on a timely basis. The
management and owners of the credit institution did not take
effective measures to normalize its activities.

By its Order No. OD-1211, dated June 1, 2015, the Bank of Russia
has appointed a provisional administration to METROBANK for the
period until the appointment of a receiver pursuant to the
Federal Law "On the Insolvency (Bankruptcy)" or a liquidator
under Article 23.1 of the Federal Law "On Banks and Banking
Activities".  In accordance with federal laws, the powers of the
credit institution's executive bodies are suspended.

METROBANK is a member of the deposit insurance system.  The
revocation of banking license is an insured event envisaged by
Federal Law No. 177-FZ "On Insurance of Household Deposits with
Russian Banks' regarding the bank's obligations on deposits of
households determined in accordance with the legislation.

According to the financial statements, as of May 1, 2015, JSC
METROBANK ranked 248th by assets in the Russian banking system.


RAZGULAY: May File for Bankruptcy if Restructuring Fails
--------------------------------------------------------
According to Bloomberg News' Anatoly Medetsky, Interfax, citing
an interview with Rustem Mirgalimov, Razgulay's board chairman,
reports that the company will file for bankruptcy if it fails to
restructure its debts to VEB bank within six months.

Dmitry Lgovsky, the company spokesman, confirmed the accuracy of
the report, Bloomberg relates.

Mr. Mirgalimov didn't specify size of debt, Bloomberg notes.

Razgulay is a major producer of sugar and rice in Russia.


SIBNEFTEBANK OJSC: Bank of Russia Revokes Banking License
---------------------------------------------------------
By its Order No. OD-1206, dated June 1, 2015, the Bank of Russia
revoked a banking license from the credit institution open joint-
stock company Joint-Stock Siberian Oil Bank or OJSC SIBNEFTEBANK
(Registration No. 385, the city of Tyumen) from June 1, 2015.

The Bank of Russia took such an extreme measure -- revocation of
a banking license -- due to the credit institution's failure to
comply with federal banking legislation as well as Bank of Russia
regulations, all capital adequacy ratios being below 2 per cent,
decrease in the bank capital below the minimum amount of the
authorized capital established as of the date of the state
registration of the credit institution, and taking into account
the application of measures envisaged by the Federal Law "On the
Central Bank of the Russian Federation" (Bank of Russia).

SIBNEFTEBANK implemented a high-risk lending policy connected
with placing funds in low-quality assets.  Creation of loan loss
provisions adequate to the risks assumed resulted in a complete
loss of the bank's capital.  Both the management and owners of
the bank did not take effective measures to streamline its
activities.  Under these circumstances, the Bank of Russia
performed its duty on the revocation of the banking license from
the credit institution in accordance with Article 20 of the
Federal Law "On Banks and Banking Activities".

By its Order No. OD-1207, dated June 1, 2015, the Bank of Russia
has appointed a provisional administration to OJSC SIBNEFTEBAK
for the period until the appointment of a receiver pursuant to
the Federal Law "On the Insolvency (Bankruptcy)" or a liquidator
under Article 23.1 of the Federal Law "On Banks and Banking
Activities".  In accordance with federal legislation, the powers
of the credit institution's executive bodies are suspended.

SIBNEFTEBANK is a member of the deposit insurance system. The
revocation of its banking licence is an insured event envisaged
by Federal Law No. 177-FZ "On Insurance of Household Deposits
with Russian Banks' regarding the bank's obligations on deposits
of households determined in accordance with legislation.

According to the financial statements, as of May 1, 2015, OJSC
SIBNEFTEBANK ranked 446th by assets in the Russian banking
system.


VOLZHSKIY CITY: Fitch Affirms 'B+' IDR, Outlook Stable
------------------------------------------------------
Fitch Ratings has affirmed the Russian City of Volzhskiy's Long-
term foreign and local currency Issuer Default Ratings of 'B+'
with Stable Outlooks and a Short-term foreign currency IDR of
'B'.  The agency also has affirmed the city's National Long-term
rating of 'A-(rus)' with Stable Outlook.

Outstanding senior unsecured debt has also been affirmed at 'B+'
and an 'A-(rus)'.

The affirmation reflects the recovery of the city's operating
performance in 2014 in line with Fitch's expectations.  Volzhskiy
recorded an operating balance of 5.8% of operating revenue up
from negative 4% in 2013.  This was driven by an increase of
almost 2x current transfers from Volgograd Region (B+/Stable/B).

KEY RATING DRIVERS

The 'B+' rating reflects the small size of Volzhskiy's budget and
the city's high dependence on decisions of the regional and
federal authorities, which lead to volatile performance and low
shock resilience.  The ratings also reflect the city's weak
liquidity, short-term direct risk, albeit moderate in absolute
terms and Fitch's expectation that the city's budgetary
performance will remain stable in 2015-2017, with a weak positive
operating balance.

Fitch expects Volzhskiy's operating margin to stabilize at 3%-5%
and the current margin to hover close to zero.  Fitch expects a
moderate deficit before debt variation of 2%-3% of total revenue
in 2015-2017, which is in line with the 2014 outturn of 3%.

Fitch expects Volzhskiy's direct risk to account for a moderate
44% of current revenue by end-2015.  Fitch expects the city's
absolute direct risk to increase in 2015-2016, driven by a small
deficit, but remaining constant relative to current revenue.
Despite its moderate overall debt burden, the city is highly
exposed to on-going refinancing pressure as its debt consists of
short-term bank loans due within next 18 months.  Given its weak
cash position, the city needs to refinance half of its
outstanding debt annually and Fitch will closely monitor its
ability to cope with refinancing risk.

Volzhskiy has suffered from frequent changes in the allocation of
revenue and expenditure between municipal and regional budgets.
During 2012-2014, the city lost 10pp of its personal income tax
(PIT) share in return for the transfer of healthcare expenditure
and staffing costs for pre-school education to the regional
budget.  Higher transfers from the regional budget outweighed the
loss of PIT share and led to an improvement in the operating
balance in 2014.

The expenditure reallocation increased the proportion of current
transfers from Volgograd region to 49% of operating revenue in
2014 from 34% in 2013.  Of this, 89% was earmarked for financing
delegated responsibilities, mainly salaries for public employees
in pre-school and secondary education.  The remaining were grants
to co-finance municipal programs.  Volzhskiy received only modest
general purpose financial grants from the region as its budget
capacity is higher than average for municipalities in the region.

With 326,720 inhabitants, Volzhskiy is the second-largest city in
the Volgograd region following the regional capital, the City of
Volgograd.  The city's economy is dominated by processing
industries and together with the City of Volgograd forms a strong
regional industrial agglomeration.  In 2014, the region's economy
demonstrated marginal 0.5% growth in real terms following the
deterioration of the macroeconomic pace on the national level.

RATING SENSITIVITIES

An improvement in budgetary performance with a sustainable
positive operating balance, and maintenance of moderate direct
risk, could lead to an upgrade.

Significant growth in direct risk with continuing reliance on
short-term debt, along with a weak operating balance insufficient
to cover interest payments, would lead to a downgrade.


ZABRZE CITY: Fitch Affirms 'BB+' IDR, Outlook Stable
----------------------------------------------------
Fitch Ratings has affirmed the Polish City of Zabrze's Long-term
foreign and local currency Issuer Default Ratings at 'BB+' and
National Long-term rating at 'BBB+(pol)'.  The Outlooks are
Stable.

The affirmation reflects Fitch's expectations that Zabrze will
gradually improve its operating performance in 2015-2017 with an
operating balance sufficient to cover debt service.  The ratings
also reflect the growing net overall risk (direct debt and
indirect risk) in 2015 and the still weak, albeit gradually
improving liquidity.

KEY RATING DRIVERS

In 2014, the city reported an operating balance of 7.7% of
operating revenue, significantly above the average of 4.8% in
2010-2013.  It exceeded the annual debt service of PLN35 million
by 1.5 times.  Driving factors of the increase were higher
current transfers received and the limitation in opex growth,
which if continued may positively affect the city's ratings.  For
2015-2017 Fitch expects Zabrze to report an operating margin of
around 8%. The city authorities will continue with their modest
policy of gradually raising local tax rates and limiting current
expenditure growth.  Fitch's expectations of the recovery of the
national economy with GDP growth rates of 3% annually on average
in 2015-2016 should also support the city's operating balance.
The operating balance in 2015-2017 should cover annual debt
service (principal and interest) by at least 1.2 times.

The city's direct debt will peak at about PLN375 million at end-
2015 to finance investments and stabilize thereafter according to
our projections.  However, it should remain moderate, not
exceeding 55% of current revenue in 2015-2017.  Zabrze's direct
debt was PLN343m at end-2014, higher than projected by Fitch.
This was due to higher investment financing needs than originally
anticipated due to the shift of some capital revenue to 2015.

Zabrze's debt service will increase to about PLN50 million in
2017 from the PLN43 million expected for 2015.  Fitch expects the
debt payback ratio to remain at eight to nine years, in line with
the city's weighted average debt maturity.  The city's liquidity
slightly recovered in 2014.  However, Zabrze frequently tapped
its short-term credit line of PLN30 million with average usage of
around PLN19 million in 2014.  Fitch expects the city's liquidity
to marginally recover in 2015 as it projects budgetary deficits
due to large investments that it aims to conclude this year.

Zabrze's indirect risk, eg. the debt of municipal companies and
guarantees issued by the city will grow to about PLN300 million
at end-2015 from PLN206 million at end-2014.  Thereafter it
should stabilize according to Fitch's projections.  The increase
in 2015 results from the financing of the reconstruction of the
city's football stadium by Stadion w Zabrzu Sp. z o.o.  Zabrze's
payments relating to the stadium project are calculated at about
PLN21 million annually for 2015-2026 and those figures have been
included in the city's multiyear financial plan.  Nevertheless
the indirect risk relative to direct debt is high accounting for
60% in 2014.  It could increase to 82% in 2015 and remain at a
high 80% in 2016-2017.

RATING SENSITIVITIES

The improvement of Zabrze's operating performance on a sustained
basis with operating margins at 8%-9% coupled with net overall
risk stabilization below 100% of current revenue (2014: 91%)
would lead to an upgrade of the ratings.

The ratings could be downgraded if the operating margin falls
below 2%, leading to a debt payback ratio exceeding 20 years
and/or net overall risk growth significantly above 100% of
current revenue.

KEY RATING ASSUMPTIONS

Fitch assumes an unchanged time and cost schedule for the city's
and its companies investments in 2015



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


SANTANDER EMPRESAS 1: Fitch Hikes Class D Notes' Rating to B-sf
---------------------------------------------------------------
Fitch Ratings has upgraded FTA Santander Empresas 1's class D
notes and affirmed the class C notes, as follows:

Class C (ISIN ES0 382041038): affirmed at 'AA+sf'; Outlook Stable

Class D (ISIN ES0382041046): upgraded to 'B-sf' from 'CCCsf';
Outlook Stable; Recovery Estimate 80%

Key Rating Drivers

The upgrade of the class D notes reflects the drop in the
portfolio's delinquency levels to very low levels. Delinquencies
of over 90 days have decreased to 1.12% from 4.79% of the
outstanding balance and delinquencies over 180 days have
decreased to 0.32% from 4.17% of the outstanding balance. In
addition, concentration has decreased slightly over the past
year, with the largest obligor now making up for only 3.76% of
the outstanding balance, compared to 4.4% over the past year. The
top 10 obligors have decreased to 20.37% from 20.87%.

The affirmation of the class C notes reflects very high credit
enhancement, which has increased to 97.7% from 82.6%. This was
enabled by the amortization of the class C notes. Over the past
year, these notes amortized by EUR55.9 million, leaving only
26.3% of their balance outstanding. Should amortization continue
at this speed, the class C notes may fully amortize over the next
year, leaving the class D notes to become the most senior notes.

The class D notes currently have 10% credit enhancement, which is
provided by a reserve fund of EUR20 million. The reserve fund is
currently underfunded at EUR20 million, compared with its minimum
required amount of EUR27.9. Given the low levels of
delinquencies, as well as a default definition of 18 months, it
is unlikely that the reserve fund will decline substantially over
the next year and will continue to provide security for class D
notes. The class D notes' balance is a high EUR170 million and
there is limited credit enhancement, which makes the notes
vulnerable should the performance quality deteriorate.

The transaction's reporting does not indicate recoveries on
defaulted loans. However an implied recovery rate of 79% can be
assumed by considering the cumulative total defaults since the
transaction's closing sum up to EUR34.9 million and the estimated
reduction of the reserve fund of around EUR7 million.

Rating Sensitivities

The analysis incorporated two sensitivity runs. The first
simulated a decrease of the recovery rate by 25%, whereas the
second simulated an increase of the default rate by 25%. Neither
test indicate a negative rating action on class C or D notes.

Due Diligence Usage

No third party due diligence was provided or reviewed in relation
to this rating action.

Data Adequacy

Fitch sought to receive a third party assessment conducted on the
asset portfolio information, but none was available for this
transaction.

OBRASCON HUARTE: Fitch Puts 'BB-' Long-Term IDR on Watch Neg
------------------------------------------------------------
Fitch Ratings has placed Obrascon Huarte Lain SA's 'BB-' Long-
term Issuer Default Rating (IDR) and senior unsecured rating on
Rating Watch Negative (RWN) and affirmed the Short-term IDR at
'B'.

The rating actions follow the recent further sharp decline in the
share price of OHL Mexico due to its corruption allegations. This
has led to a significantly increased risk of OHL SA having to
support OHL Concesiones to meet cash margin calls on its debt.

KEY RATING DRIVERS

Margin Calls at OHL Concesiones

OHL SA has announced that OHL Concesiones has pledged an
additional 9.28% of OHL Mexico's share capital as collateral for
a MXN5,208 billion (approximately EUR312 million) margin loan
leading to a total of 33.53% of shares being pledged. OHL
Concesiones owns 56.14% of OHL Mexico but 16.99% of these shares
are already pledged to a EUR400 million exchangeable bond,
leaving limited additional shares to pledge in case of a further
slide in the share price. Fitch understands that although OHL
Concesiones has limited liquidity resources, they would be
sufficient to meet the next margin call trigger, which would need
to be partially settled in cash. However, a significant further
deep decline in share price below the next call trigger may
require a cash injection from OHL SA.

Complex Group Structure

There is significant debt at OHL Concesiones and OHL Investments,
both linked to the investment in OHL Mexico. These include a
EUR300 million margin loan and a EUR400 million Exchangeable
bond. The latter is guaranteed by OHL Concesiones and would have
to be repaid in cash should the holders elect not to exchange the
bond into shares of OHL Mexico at maturity in 2018.

As at FYE2014, OHL SA owed OHL Concesiones EUR1,08 billion. In
the normal course of business, no adjustment to OHL SA's leverage
or liquidity position is necessary as Fitch understands that
OHL's management intends to not repay this payable in cash, which
represents an advance payment on future regular or special
dividends/share buybacks or asset contributions. Thanks to OHL
SA's 100% ownership, this payable could be cancelled by declaring
a special dividend or an equity reduction at OHL Concesiones
level or contributing additional assets to OHL Concesiones.

However, should a default of OHL Concesiones materialize before
OHL Concesiones could cancel out the outstanding payable and lead
to liquidation proceedings, this intercompany loan would be a
source of value for the repayment of the creditors of OHL
Concesiones if the group and its creditors became segregated,
with no sufficient funds to reimburse existing obligations.

Short-term Support from OHL SA

OHL SA has a strong incentive to avoid any default of the
MXN5,208 billion margin loan. In the worst case scenario, it may
need to provide funds to OHL Concesiones to repay the loan. Given
the EUR400 million exchangeable bond 2018 maturity and its lack
of margin call features, it does not create any cash requirement
in the short term, leaving time for OHL Concesiones to take the
necessary steps to unlock value from other assets should
bondholders not exercise their option to be repaid in shares.

In particular, although OHL Concesiones' shares in Abertis are
currently fully pledged to a EUR875 million margin loan and a
EUR273 million collar financing, OHL Concesiones could release
value from these shares by proceeding to a partial repayment of
the Abertis Loan (current LTV is around 55%) or by selling other
non-core assets. As a result, Fitch considers that OHL SA's
direct involvement is likely to remain limited to short-term
support of OHL Concesiones.

RATING SENSITIVITIES

Positive: Future developments that could lead to affirmation of
the ratings and removal of the RWN include:

  -- Stabilisation of the situation at OHL Concesiones with no
     requirement for OHL SA to inject additional cash and no
     detrimental impact on OHL SA's construction business.

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

  -- Material cash support to OHL Concesiones.

  -- Negative implication for OHL SA's construction business due
     to a negative impact on the group's reputation.

  -- Continued deterioration of the company's working capital
     position on a recourse basis.

  -- Fitch's adjusted recourse net leverage above 4.0x and EBITDA
     interest cover below 2.0x on a sustained basis.

Liquidity and Debt Structure

Healthy Recourse Liquidity

As of March 2015, OHL's liquidity was healthy at around EUR1.7
billion, half of which was cash and half was available and
committed credit facilities. No significant maturities are
expected in the next two years, with OHL's next bond maturing in
2018.



===========
T U R K E Y
===========


ASYA KATILIM: Moody's Assigns Caa1 Counterparty Risk Assessment
---------------------------------------------------------------
Moody's Investors Service assigned Counterparty Risk Assessments
to 15 Turkish banks, in line with its revised bank rating
methodology.

At the same time, Moody's has affirmed the subordinated debt
ratings of three Turkish banks and for its own business reasons
withdrawn the outlooks on these subordinated instrument.

The CR Assessment, which is not a rating, reflects an issuer's
probability of defaulting on certain bank operating liabilities,
such as derivatives, letters of credit and other contractual
commitments. In assigning the CR Assessment, Moody's evaluates
the issuer's standalone strength and the likelihood, should the
need arise, of affiliate and government support, as well as the
anticipated seniority of counterparty obligations under Moody's
Loss Given Failure framework. The CR Assessment also assumes that
authorities will likely take steps to preserve the continuity of
a bank's key operations, maintain payment flows, and avoid
contagion should the bank enter a resolution.

In most cases, the starting point for the CR Assessment is one
notch above the bank's Adjusted Baseline Credit Assessment (BCA),
to which Moody's then typically adds the same notches of
government support uplift as applied to deposit and senior
unsecured debt ratings. As a result, the CR Assessment for most
Turkish banks is at the same level as the senior debt and deposit
ratings, reflecting Moody's view that authorities are likely to
honor the operating obligations the CR Assessment refers to in
order to preserve a bank's critical functions and reduce
potential for contagion.

The subordinated debt ratings are linked to the banks' adjusted
BCAs. Therefore, any upward or downward movement in the ratings
could develop following either the raising or lowering of the
adjusted BCAs for these banks.

Akbank TAS

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

Asya Katilim Bankasi A.S.

  -- Assigned CR assessment of Caa1(cr)/Not Prime(cr).

Burgan Bank A.S.

  -- Assigned CR assessment of Ba1(cr) Under Review for
     Downgrade(cr)/Not Prime(cr).

Denizbank A.S.

  -- Assigned CR assessment of Ba1(cr)/Not Prime(cr).

HSBC Bank A.S. (Turkey)

  -- Assigned CR assessment of Baa1(cr)/Prime-2(cr).

ING Bank A.S. (Turkey)

  -- Assigned CR assessment of Baa2(cr)/Prime-2(cr).

Sekerbank T.A.S.

  -- Assigned CR assessment of Ba1(cr)/Not Prime(cr).

T.C. Ziraat Bankasi

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

Turk Ekonomi Bankasi AS

  -- Assigned CR assessment of Baa2(cr)/Prime-2(cr).

Turkiye Garanti Bankasi AS

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

Turkiye Halk Bankasi A.S.

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

Turkiye Is Bankasi AS

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

  -- Affirmed the Ba2 subordinated debt rating and withdrawn the
     outlook on subordinated instruments for own business
     reasons.

Turkiye Sinai Kalkinma Bankasi A.S.

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

Turkiye Vakiflar Bankasi TAO

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

  -- Affirmed the Ba2 and Ba3(hyb) subordinated debt ratings and
     withdrawn the outlook on subordinated instruments for own
     business reasons.

Yapi ve Kredi Bankasi AS

  -- Assigned CR assessment of Baa3(cr)/Prime-3(cr).

  -- Affirmed the Ba2 subordinated debt rating and withdrawn the
     outlook on the subordinated instruments for own business
     reasons.

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



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


FERREXPO PLC: S&P Lowers CCR to 'CCC' on Weakening Profits
----------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its long-
term corporate credit rating on Ukrainian iron ore producer
Ferrexpo PLC to 'CCC' from 'CCC+'.  S&P placed the rating on
CreditWatch with negative implications.

S&P also lowered the long-term issue rating on Ferrexpo's senior
unsecured notes due 2019 to 'CCC' from 'CCC+', and placed the
rating on CreditWatch with negative implications.

The downgrade reflects S&P's view of Ferrexpo's liquidity
position as tight, owing to low iron ore prices, the near
maturity of its US$286 million Eurobond notes in April 2016, and
meaningful bank debt amortization (notwithstanding its sizable
offshore cash balances of over US$0.3 billion).  Under S&P's
conservative working price assumption for iron ore of US$45 per
ton for the rest of 2015 and 2016, it now forecasts less free
cash flow than at the start of the year and tightening liquidity
in the next 12 months and beyond.  Any buffer for the company's
liquidity position further relies on continued access to the
available pre-export financing (PXF) facility (about US$150
million), and also to access to US$160 million cash held in
Ukraine, which S&P don't factor into its liquidity calculation as
it considers it not immediately available for debt repayment.
Therefore, S&P now assess the company's liquidity as "weak."

The CreditWatch placement follows Ferrexpo's recent proposal to
exchange its outstanding US$286 million Eurobond notes due April
2016 with new notes due April 2018 and April 2019.  S&P considers
this exchange offer to be distressed given its liquidity
assessment, the company's credit standing in the market, and the
possibility that minority noteholders could be forced into
exchanging their notes.

To consider an exchange offer as tantamount to default, S&P looks
for two conditions to be met:

   -- The offer, in S&P's view, implies the investor will receive
      less value than the promise of the original securities; and

   -- The offer, in S&P's view, is distressed, rather than purely
      opportunistic.

Ferrexpo launched a similar exchange offer in February this year.
However, S&P considered it to be a voluntary proposal rather than
distressed.  This was because S&P viewed Ferrexpo's liquidity as
manageable at that time and S&P took into account our then-
prevailing iron ore price forecast, which has since declined
materially.

On completion of an exchange S&P views as distressed, it lowers
its ratings on the affected issues to 'D' (default) and the
issuer credit rating to 'SD' (selective default), assuming the
issuer continues to honor its other obligations.  This is the
case even though the investors, technically, may accept the offer
voluntarily and no legal default occurs.  Post the completion of
the exchange offer, S&P would raise the rating on Ferrexpo,
taking into account the improved liquidity and more comfortable
debt maturity.

If Ferrexpo decides not to pursue this exchange offer or initiate
further discussions with the noteholders, S&P would likely affirm
the 'CCC' rating, with a negative outlook, pointing to the
heightened risk of default on the April 2016 bond.  Ultimately,
the company's debt repayment capacity will depend on its free
cash flow generation and thus on iron ore prices remaining well
above the levels S&P saw in the first quarter of the year.  At
the same time, management will have to balance the repayment of
notes with the access and debt amortization under its PXF
facilities.

The CreditWatch placement reflects the possibility that S&P could
lower the rating to 'SD' if the company completes the proposed
exchange offer.  Post the completion of the exchange offer, S&P
would raise the rating on Ferrexpo, taking into account the
improved liquidity and more comfortable debt maturity.

Cancelation of the offer would likely lead S&P to affirm the
current ratings.

S&P will resolve the CreditWatch placement over the next several
weeks.


MRIYA AGRO: To Get Working-Capital Facility to Avert Liquidation
----------------------------------------------------------------
Luca Casiraghi at Bloomberg News reports that Mriya Agro
Holding Plc, the company that defaulted on about US$1.2 billion
of debt last year, is close to securing a lifeline from creditors
to stave off liquidation.

According to Bloomberg, Giovanni Salvetti, a Moscow-based
Rothschild managing director, who is advising the creditors, said
bondholders and bank lenders will open a six-month US$25 million
working-capital facility under an agreement due to be signed this
week.  Mr. Salvetti, as cited by Bloomberg, said that will allow
Ternopil-based Mriya, one of Ukraine's largest farming producers,
to complete its winter harvest and purchase fertilizer for spring
crops including sunflowers, soy and corn.

Mriya's creditors took effective control after the company's
then-main shareholder and chief executive officer, Mykola Guta,
left the country, Bloomberg recounts.  Mr. Guta is now being
sought by Interpol on charges of fraud, Bloomberg discloses.

Mr. Salvetti said the credit facility means Mriya could
potentially be sold for US$600 million to US$700 million in a few
years' time, depending on the debt restructuring and the
political situation, Bloomberg relays.  He said that compares
with a "maximum $150 million to $200 million" from selling it off
in parts with no new money, Bloomberg notes.

A restructuring plan will be discussed this month, and may be
implemented by October, Bloomberg says, citing a presentation
published on the company's website in March.

"After the completion of the debt restructuring we will try to
get a bigger long-term facility, potentially for both working
capital and capital investments," Bloomberg quotes Mriya CEO
Simon Cherniavsky as saying in a phone interview on June 2.

Mriya Agro Holding Pl is a Ukrainian agriculture company.



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


CPUK FINANCE: Fitch Assigns 'B+' Rating to Class B Notes
--------------------------------------------------------
Fitch Ratings has assigned CPUK Finance Ltd.'s (CPUK) class A3
and A4 notes 'BBB' ratings and affirmed the existing class A2 and
B notes at 'BBB' and 'B+', respectively.  The Outlooks are
Stable.

Transaction Profile

The transaction is a partial refinancing of the GBP1,020 million
CPUK Finance Limited whole business securitization (WBS) and
accession of the fifth site to the securitized group (as
originally envisaged in the documentation). The GBP490 million
issuance of the class A3 (GBP350 million) and A4 (GBP140 million)
senior secured notes fully refinances the GBP300 million class A1
notes. The new notes rank pari-passu with the remaining class A2
notes and increase outstanding principal by GBP190 million to
GBP1,210 million. Fitch FY15 pro forma EBITDA leverage is 5.2x
(versus 5.1x prior to the proposed partial refinancing).

The Stable Outlook reflects Fitch's expectation that the
relatively good quality estate and proactive, experienced
management will continue to deliver steady performance over the
medium term.

Summary of Credit

CPUK Finance Ltd. is a WBS of five purpose-built holiday villages
in the UK: Sherwood Forest in Nottinghamshire; Longleat Forest in
Wiltshire; Elveden Forest in Suffolk; Whinfell Forest in Cumbria
and Woburn Forest in Bedfordshire.

Partial Refinancing Analysis

Fitch compared the refinancing with the original transaction
structure in three ways: synthetic projected debt service
coverage ratio (DSCR) metrics (as amortization is not scheduled),
deleveraging profile, and breakeven analysis. As per our original
analysis in 2012, Fitch assumes under its base case that the
class A and B notes are not refinanced at expected maturity. We
assume cash sweep amortization after that.

The credit profile of the class A notes is slightly weakened
under the refinancing but not sufficiently to affect the rating.
The new class A3 and A4 notes have weaker cash trap provisions
than the class A1 notes, in addition to more backdated
maturities. These negative factors are mitigated by the lower
cost of debt.

The senior debt re-profiling allows for higher DSCRs than prior
to the refinancing at 2.21x versus 2.04x. However, it also pushes
back repayment of the class A notes by around three years to
2029. Under Fitch's breakeven analysis, the class A notes showed
similar resilience to stress, being able to be fully repaid by
legal final maturity with the cumulated free cash flow sustaining
a 41.9% decline to Fitch's base case, compared with 47.0%
previously. For both the class A and B notes, the limited trading
data (36 weeks) available for Woburn also introduces greater
uncertainty to the cash flow projections. The credit profile of
the class B notes is slightly stronger due to marginally lower
leverage (by 0.2x). Benefiting from the cheaper new class A
notes, they can be fully repaid under the Fitch base case by
around 2031, one year earlier than previously. The synthetic
DSCRs are also stronger due to the lower cost of class A debt, at
1.70x versus 1.38x. Under the breakeven analysis, the class B
notes demonstrate greater resilience to stress, being able to
fully repay by 2042 with the cumulated FCF sustaining a 31.1%
decline to the Fitch base case, versus 24.4% previously. Despite
the improvement in metrics, the class B notes' rating is
consistent with the 'B' category. The weak structural features
and the lack of historical data on the fifth site also weigh down
the rating.

Fitch Base Case

Woburn Adjustment

To estimate how the opening of the Woburn site might affect the
performance of the other four sites, Fitch extrapolated the
average daily rate (ADR) for the four existing sites based on the
first 36 weeks of Woburn trading data provided by management. The
resulting growth rates for each site were then used to adjust the
Fitch base case ADR projections for the first few years of the
projected period.

Woburn Pro Forma EBITDA

Based on the first 36 weeks of Woburn weekly trading data for
occupancy and ADR, Fitch has adjusted the occupancy assumption to
94% from 96%. Analysis showed that ADR had started off at a high
level but has subsequently fallen, which coincided with an
increase in occupancy. However, it is likely that seasonality has
some impact and it is also possible that the absence of the
'Winter Wonderland' attraction at Woburn this year (which will be
present next year) may also have contributed to this. The
management case set Woburn's ADR at a 10% premium over the most
recent full year Longleat's ADR (i.e. GBP198). After adjusting
for recent trends, Fitch set Woburn's starting ADR at a lower
level, at a 10% premium over the average of the other sites (i.e.
GBP171). This premium remains justified by the site's proximity
to London where the median gross annual earnings are 37.4% higher
than the average for the rest of the UK. Part of this premium in
wages is absorbed by higher living costs but a 10% premium is
expected to be sustainable. As a result of our adjustments, the
Fitch pro forma EBITDA has been adjusted down by GBP3.8 million,
or 10%, to GBP34.2 million.

Combined EBITDA Projection

Partly as a result of the cannibalization and Woburn pro-forma
adjustments, Fitch projects FY15 and FY16 EBITDA under the base
case to reach GBP180.2 million and GBP182.1 million, which is
5.1% and 8.8% below the management base case, respectively.
EBITDA (after head office costs) is assumed to grow at a CAGR of
0.1% but the actual EBITDA generated is higher than the CAGR
would suggest (with EBITDA growing until 2028). This reflects the
nature of the industry risk for Center Parcs Limited (CPL; the
operating and borrower group company), whereby recent historical
performance has been strong, leading to stronger growth in the
early years. However, beyond 10 years, revenue visibility
reduces, resulting in a subsequent forecast decline over the
longer term.

Combined FCF Projection

FCF is forecast to grow at a long-term CAGR of negative 1.1% but
the actual projected FCF is slightly uneven due to the variable
tax expense. The growing tax and capex amounts contribute to the
lower projected growth rate of FCF in comparison with revenues
and EBITDA. As sales growth slows over the life of the
transaction, the positive working capital cash contribution also
falls.

Key Rating Drivers

Industry Profile: Weaker

Fitch views the operating environment as 'weaker'. The UK holiday
parks sector has both price and volume risks, which makes the
projection of long-term future cash flows challenging. It is
highly exposed to discretionary spending, and to some extent
reliant on commodity and food prices. Event risk and weather
risks are also significant. The regulatory environment is viewed
as stable with moderate reliance on any particular regulatory
barrier. Fitch views the operating environment as a key driver of
the industry profile, resulting in its overall 'weaker'
assessment.

Fitch considers barriers to entry as 'midrange'. There is a
scarcity of suitable, large sites near major conurbations, which
is a credit positive. Sites also require significant development
time and must adhere to stringent planning permission processes.
The cost of development is also prohibitively high. However, the
wider industry is competitive and switching costs are viewed as
relatively low.

Fitch views the sustainability of the sector as 'midrange'. A
high level of capital spending is required to maintain the
quality of the sites. The offering is also exposed to changing
consumer behavior (e.g. holidaying abroad or in alternative UK
sites). However, technology risk is low and gradual UK population
growth should benefit the industry.

Company Profile: Stronger

Fitch views financial performance as 'stronger'. CPL has
demonstrated strong revenue growth despite past difficult
economic environments, having generated seven-year revenue and
EBITDA CAGRs to 2014 of 3.2% and 6.3%, respectively. Growth has
been driven by villa price increases, bolstered by committed
development funding upgrading villa amenities and increasing
capacity. An aspect of revenue stability is the high repeating
customer base with 60% of guests returning over a five-year
period and 35% within 14 months.

The company's operations are viewed as 'stronger'. CPL is the
UK's leading family-orientated short break holiday village
operator, offering around 850 villas per site set in a forest
environment with significant central leisure facilities. There
are no direct competitors and the uniqueness of its offer
differentiates the company from more basic camping and caravan
offerings or overseas weekend breaks. Management has been stable,
with the current CEO having been in place since 2000 and there
are no known corporate governance issues. CPL benefits from a
high level of advance bookings, which helps operations. Operating
leverage is moderate with fixed costs estimated at around 50%.
Fitch views CPL as a medium-sized operator with FY14 EBITDA of
GBP146.8 million, and it benefits from some economies of scale.
The Center Parcs brand is also fairly strong and the company
benefits from other brands operated on a concession basis at its
sites.

Fitch considers transparency as 'stronger'. As the business is
largely self-operated, insight into underlying profitability is
good. Despite an increasing portion of food and beverage revenues
that are derived from concession agreements, these are mainly
fully turnover linked thereby still giving some insight into
underlying performance.

Fitch views dependence on operator as 'midrange'. Only a few
alternative operators are generally thought to be available.

Asset quality is viewed as 'stronger'. Within the UK holiday
parks sector, Fitch considers the quality of the assets as
stronger. CPL is heavily reliant on relatively high capex in
order to keep its offer current. Fitch views it as a well
invested business with around GBP380 million of capex since 2007
(around GBP225 million of investment/refurbishment capex). As of
3Q15, refurbishments are on track with 84% of all 3,421 units
completed, leaving 529 unfinished with planned upgrades of a
further 86 units in the remainder of 1H16 at an estimated cost of
GBP6.1 million.

Debt Structure: Class A - Stronger, Class B - Weaker
Fitch considers the debt profile as 'stronger' for the class A
notes and 'weaker' for the class B notes. All principal is fully
amortizing via cash sweep and the amortization profile under
Fitch's base case is commensurate with the industry and company
profile. There is an interest-only period in relation to the
class A notes, but no concurrent cash sweep. The class A notes
also benefit from the deferability of the junior ranking class B.
Additionally, the notes are all fixed rate, avoiding any floating
rate exposure and swap liabilities. The class B notes are
sensitive to small changes in operating stress assumptions and
particularly vulnerable towards the tail end of the transaction,
as large amounts of accrued interest may have to be repaid,
assuming the class B notes are not repaid at their expected
maturity. This sensitivity stems from the interruption in cash
interest payments upon a breach of the class A notes' restricted
payment condition (RPC) covenant (at 1.35x FCF DSCR) or failure
to refinance either the class A notes one year past expected
maturity or the class B notes at their expected maturity (all for
the benefit of the class A notes).

Fitch views the security package as 'stronger' for the class A
notes and 'weaker' for the class B notes. The transaction
benefits from a comprehensive WBS security package including full
senior ranking asset and share security available for the benefit
of the noteholders. Security is granted by way of fully fixed and
(qualifying) floating security under an issuer-borrower loan
structure. The class B noteholders benefit from a Topco share
pledge (sitting above and hence structurally subordinate to the
borrower group), and as such would be able to sell the shares
upon a class B event of default (e.g. failure to refinance in
2018). However, as long as the class A notes are outstanding,
only the class A noteholders are entitled to direct the relevant
trustee with regards to the enforcement of any borrower security
(e.g. if the class A notes cannot be refinanced one year after
their expected maturity).

The structural features are viewed as 'stronger' for the class A
notes and 'weaker' for the class B notes. Fitch views the
covenant package as slightly weaker than other typical WBS deals.
The financial covenants are only based on interest cover ratios
(ICR) as there is no scheduled amortization of the notes as
typically seen in WBS transactions. The lack of DSCR-based
financial RPC and covenants is compensated to a large extent by
the full cash sweep features triggered until the final redemption
of the class A notes if they are not refinanced within 12 months
after their expected maturity. In addition, the class A2 notes
benefit from a full cash lock-up one year prior to their expected
maturity. However, the class B notes also benefit from a
performance dependent RPC which is set at quite a strict level.
As expected, as of January 2015, the class B notes' cumulative
ICR at 1.86x was still below its RPC at 1.9x, so no dividends are
being paid (except management fees) and cash is being locked up.
At GBP80 million, the liquidity facility is appropriately sized
covering 18 months of the class A notes' peak debt service. The
class B notes do not benefit from any liquidity enhancement. On a
standalone basis, the structural features directly associated to
the class B notes are relatively weak, being more akin to high
yield notes. However, they benefit indirectly from certain class
A features such as the operational covenants, but only while the
class A notes are outstanding.

Peer Group

The most suitable WBS comparisons are (i) pubs, and (ii)
Roadchef, a WBS transaction of motorway service stations. CPL has
proven to be less cyclical than Roadchef and the leased pubs with
strong performance during major economic downturns (helped by a
lower retail revenue contribution of around 10%). However, with
just four sites (within the securitized group) CPL is considered
less granular than WBS pub transactions.

Rating Sensitivities

Class A

Negative: A deterioration in performance could result in negative
rating action particularly if the Fitch estimated synthetic FCF
DSCR metrics were to move below around 2.0x in combination with a
deterioration in the expected leverage profile.

Positive: Any significant improvement in performance above
Fitch's base case, with a resulting improvement in the Fitch
estimated synthetic FCF DSCR to above 2.6x, in addition to
further deleveraging could result in positive rating action. The
class A notes are unlikely to be rated above 'BBB+'. This is
mainly due to the sector's substantial exposure to consumer
discretionary spending and concerns as to whether the CPL concept
will remain in favor over the long term.

Class B

Negative: Under Fitch's base case, the class B notes are expected
to be repaid by around 2032, with a median synthetic FCF DSCR of
around 1.7x. Any significant deterioration in these metrics could
result in negative rating action. Given the sensitivity of the
class B notes to variations in performance due to its
deferability, they are unlikely to be upgraded in the foreseeable
future.

The rating actions area as follows:

  GBP440 million class A2 fixed-rate secured notes due 2042:
  affirmed at 'BBB'; Outlook Stable

  GBP350 million class A3 fixed-rate secured notes due 2042:
  assigned 'BBB'; Outlook Stable

  GBP140 million class A4 fixed-rate secured notes due 2042:
  assigned 'BBB'; Outlook Stable

  GBP280 million class B fixed-rate secured notes due 2042:
  affirmed at 'B+'; Outlook Stabl


ECO-BAT TECHNOLOGIES: Moody's Affirms B1 CFR, Outlook Negative
--------------------------------------------------------------
Moody's Investors Service affirmed the B1 corporate family rating
and B1-PD probability of default rating of Eco-Bat Technologies
Ltd., and has revised the outlook on all ratings to negative from
stable. Concurrently, Moody's has downgraded the rating on the
2017 senior notes issued by Eco-Bat Finance plc to B3 from B2.

The outlook change reflects the rising event risk related to the
EUR1.4 billion PIK note of Eco-Bat's parent company EB Holdings
2, Inc., which is outside the restricted group of the senior
notes and matures in March 2017. Moody's notes that the PIK note
has no direct recourse into the rated restricted group of the
senior notes and, in a default situation, would effectively
suffer from its structural subordination and lack of any creditor
claim into the restricted group of the senior notes. Hence, if it
were to default it would only have a common equity claim into the
ring-fenced group. However, due to Eco-Bat's theoretical ability
to increase debt and to upstream dividends under its debt terms,
although it hasn't done so for the past years, and the
possibility that the financial policy may change following a
potential default of the PIK note, there is some risk that Eco-
Bat's credit profile is negatively affected from any PIK
refinancing or default.

At the same time Eco-Bat's leverage on a stand-alone basis, while
high at 5.5x as of December 2014, remains in line with the
current B1 rating, in particular due to the company's high cash
position that exceeds outstanding debt including the largely
drawn USD50 million and GBP150 million revolving facilities due
in June and September 2016 and EUR300 million senior notes due in
February 2017. Moody's notes that some of the cash on the balance
sheet could be used to repay the revolving facilities in 2016
prior to the senior notes maturity in February 2017. The PIK note
of EB Holdings 2, Inc. is due for repayment shortly after the
senior notes in March 2017.

The company's operating performance remained under pressure in
2014 with Eco-Bat's company-reported EBITDA margin further
reducing to 4.6% from 5.6% in 2013. However, 2014 EBITDA was also
negatively impacted by some one-off effects including the 8-week
maintenance shutdown of Eco-Bat's primary smelter in Germany.
Although excluded from the company's EBITDA, Eco-Bat also
incurred one-off costs related to the ongoing EU Commission
investigation and asset impairment charges in 2014. The company
has also invested in capacity expansion for co-products,
primarily silver, which will be positive for 2015. Finally, the
trend of rising feedstock prices appears to have eased in Europe
somewhat recently, helping profitability in Eco-Bat's European
operations, and we will continue to follow this development as a
guidepost to future profitability trends. These factors could
provide for some improvements in operating performance for 2015.

Nevertheless, Eco-Bat's B1 also continues to reflect the
difficult market environment that the company has faced since
2011 and the intensified competition around scrap metals, which
pressured margins considerably. It further considers the
company's general exposure to volatile lead prices, primarily for
spot sales, and the limited number of battery manufacturers that
results in a somewhat concentrated pool of customers. However,
the rating is supported by the company's scale and strong market
positions in lead recycling across a number of countries in
Europe such as the UK, France, Germany, Italy and Austria, as
well as in the US. It also reflects Eco-Bat's (1) good
operational track record despite the challenging environment and
reducing lead prices; (2) the increasing proportion of the
company's revenues that is derived from non-lead products, which
provides for additional diversification; and (3) high cash
balance, reflecting the company's prudent liquidity management.

The change of the instrument rating to B3 from B2 reflects partly
the uncertainties as described above, but also Eco-Bat's decision
in October 2014 to increase its secured revolving credit facility
by GBP50 million, which creates further subordination for the
senior notes. Moody's notes that any future change of the
revolving credit facilities could impact the instrument rating on
the senior notes.

Moody's considers the prospect for near-term upward rating
migration to be limited in the context of the above
considerations. A prerequisite for upward rating pressure is
improvement in EBITDA margins on a sustainable basis towards 10%
and greater certainty that Eco-Bat's resources will not
ultimately be used to support the PIK note. Downward rating
pressure could arise if Eco-Bat's operating performance and
credit metrics weaken further in 2015 e.g. if Moody's adjusted
EBITDA margins continue to decline or debt/EBITDA to rise beyond
current levels. The ratings could also come under negative
pressure following the use of the company's resources to support
the PIK note. Any material debt-funded acquisition could also
create downward rating pressure.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 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.


HEWLETT CONSTRUCTION: Collapses for Second Time
-----------------------------------------------
Aaron Morby at Construction Enquirer reports that Leeds-based
civil engineering contractor Hewlett Construction has fallen into
administration putting up to 350 staff and contract workers' jobs
at risk.

It is the second time a Hewlett contracting business under
managing director Alan Cooper has gone under, according to
Construction Enquirer.

The first business Hewlett Civil Engineering collapsed back in
January 2013, the report notes.  Then Cooper and another director
led a management buyout of assets from administrator BDO to set
up Hewlett Construction, the report relates.

The deal saved up to 300 jobs but left debts of around GBP11.6
million with trade creditors, the report discloses.

In just over two years, the new contractor Hewlett Construction
built up turnover to more than GBP40 million and according to
Cooper at the end of last year was forecast to deliver a profit
of œ1m in the year-ending March 2015, the report notes.

The firm operated on the large Priors Hall Park housing
development in Corby and for several house builders in the North,
including a job for Miller Homes at the former Oakes Park School
in Sheffield, the report says.

The company is understood to employ around 150 staff direct with
the rest operating as self-employed workers, the report relays.
It operates from Leeds, Leamington Spa, Corby and Perth, the
report discloses.

A source told the Enquirer the firm was placed into
administration yesterday and work had stopped on several house
building sites, the report notes.

Workers are understood to have been sent home and are now waiting
to hear from administrators about their fate, the report relays.

Earlier this month commercial director Christopher Stacey and
financial director John Spear resigned their directorships, the
report discloses.

Hewlett Construction was also recently awarded a contract with
the Ministry of Tourism in Oman for an external works package at
the Al Bustan Palace Hotel in Muscat, the report adds.


NEMUS II: Fitch Affirms 'BBsf' Rating on Class D Debt
-----------------------------------------------------
Fitch Ratings has affirmed Nemus II (Arden) plc's commercial
mortgage backed securities due 2020 as follows:

-- GBP137.2 million Class A (XS0278300487) affirmed at 'AAsf';
    Outlook Negative

-- GBP11.3 million Class B (XS0278300560) affirmed at 'Asf';
    Outlook Negative

-- GBP7.7 million Class C (XS0278300727) affirmed at 'BBBsf';
    Outlook Negative

-- GBP7.1 million Class D (XS0278301295) affirmed at 'BBsf';
    Outlook Negative

-- GBP13.9 million Class E (XS0278301378) affirmed at 'CCCsf';
    Recovery Estimate (RE) RE30%

-- GBP1.0 million Class F (XS0278301535) affirmed at 'CCsf';
    RE0%

KEY RATING DRIVERS

The affirmation reflects the largely unchanged situation since
Fitch's last rating action in June 2014, the expectation of a
full repayment of the largest loan (Victoria) and minor losses
from the defaulted Carlton House and Buchanan House loans.

The GBP125.2 million Victoria loan breached its loan-to-value
(LTV) covenant (80.21%) in February 2009. In August 2010, the
borrower cured the breach by making a payment of GBP8 million
into an issuer account. Consequently, the LTV was 78.0% in April
2014. At loan maturity in October 2013, the borrower used its
contractual option to extend the loan by three years. All
required conditions were met. The projected exit balance for
October 2016 (using cash sweep) is GBP124.4 million.

The loan is secured on a fully let mixed use property in London's
Victoria Street. The asset serves as John Lewis's headquarters
(office space, on a lease until 2069, break in 2031). The
strength of the tenant provides sufficient confidence that the
loan will either repay or refinance by its maturity date (October
2016). The remaining retail space is let to a variety of tenants
on leases expiring between 2015 and 2029 and generates 21% of the
total income. The asset was revalued at GBP176.4 million in
May 2013.

The GBP11.7 million Carlton House loan has been in special
servicing since December 2008, due to a missed amortization
payment as the result of financial difficulties. The loan matured
on October 31, 2014. A one-year extension to October 2015 has
been agreed with amortization of GBP535,000 to be paid over the
term of the extension.

The loan is secured on three retail assets in the Greater
Birmingham area (Sutton Coldfield), let to 39 tenants, none of
which accounts for more than 9% of the total rent. Vacancy
improved to 1.0% from 3.3% one year ago (and from the trough at
16.8% in November 2011). A revaluation in May 2014, as part of
the request for extension of the repayment date, resulted in a 7%
uplift in the value of the properties to GBP11.4 million from
GBP10.7 million, reducing the LTV to 102.5% (from 111.9% in April
2014 and 80.3% at closing).

The GBP41.2 million Buchanan House loan entered special servicing
in April 2013 when in addition to an on-going LTV covenant
breach, a defect requiring substantial remedial works was
detected on the underlying building. All surplus income is being
trapped and retained on deposit pending completion of the
strategic review conducted by the special servicer. Meanwhile the
senior loan is paying interest while the B-note has been switched
off. The loan remains in standstill until July 2015, at which
point the servicer will be in a position to provide a further
update on progress.

Rating Sensitivities

Should the Buchanan House borrower be required to fund the
required repairs or if the related costs exceed previous
estimates released by the special servicer (ranging from GBP7
million to GBP12 million), the notes may be downgraded.

Fitch estimates 'Bsf' recoveries of approximately GBP170 million.

Due Diligence Usage

No third party due diligence was provided or reviewed in relation
to this rating action.

Data Adequacy

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction. There were no findings that were
material to this analysis. Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing. The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.


RILEYS ON GOLD: Bar Closes; Ceases Trading
------------------------------------------
Paul Lynch, at Northampton Chronicle, reports that Rileys on Gold
Street ceased trading on Tuesday, May 26, leaving its six staff
out of work.

The sports bar chain went into administration in September last
year, with the firm taken over by the private equity firm Weight
Partners Capital, according to Northampton Chronicle.

Shortly afterwards, 15 outlets were shut with the loss of 104
jobs, the report notes.

But, the Northampton branch of the chain has become the latest to
cease trading, the report says.

The report discloses that a statement from Weight Partners
Capital to its members said: "It is with great regret that we are
today informing you of the immediate closure of our Northampton
club.  Riley's has new openers who are both investing and
building the business to ensure a brighter, long-term future.  To
achieve this, a core base of existing sites will form a strong
base to build the company from.  We fully understand the
Northampton closure will be disappointing news to receive, indeed
we know some of you have played for many years at this site."


SUSTAINABLE ENERGY: In Administration; 40 Jobs Affected
-------------------------------------------------------
Jessica Shankleman at Business Green reports that Sustainable
Energy Scotland appears to have become the latest victim of the
government's decision to water down the Energy Company Obligation
(ECO) domestic energy efficiency policy, after it was forced to
call in administrators last week.

SES has appointed Begbies Traynor as provisional liquidators,
Charlene Carson -- charlene.carson@begbies-traynor.com -- manager
at the insolvency firm, told BusinessGreen.

The move has led to 40 people being made redundant, although 15
people may be redeployed to RedwellGB, a heating company also
owned by SES managing director Callum Milne, Business Green says,
citing local reports.

In a statement reported by the Courier, Mr. Milne blamed the
"rollercoaster" carbon trading market and "significant bad debt"
for the demise of the company, Business Green relates.

Dundee-based SES was formed in 2012, targeting energy efficiency
upgrades in homes and on small construction projects, according
to Business Green.


                            *********

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

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

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


                            *********


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

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

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

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

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

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