TCREUR_Public/150604.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Thursday, June 4, 2015, Vol. 16, No. 109

                            Headlines

A Z E R B A I J A N

KAPITAL BANK: Moody's Raises Deposit Ratings to 'Ba3'


G E R M A N Y

SOLAR-FABRIK AG: Agrees to Cut 65 Jobs in Freiburg


G R E E C E

GREECE: May Miss IMF Debt Payment; Lenders Draft Bailout Deal
NAVIOS MARITIME: Moody's Assigns 'B2' Corporate Family Rating


H U N G A R Y

NITROGENMUVEK ZRT: Fitch Affirms 'B+' IDR, Outlook Stable
* Moody's Concludes Reviews on 3 Banks in Hungary


I R E L A N D

EIRCOM FINCO: Moody's Affirms B3 CFR & Alters Outlook to Positive
LADBROKES IRELAND: Boylesports Challenges Rescue Plan
PHOENIX LIGHT: S&P Raises Ratings on 2 Note Classes to 'B+'
VALLAURIS II: S&P Affirms 'B+' Rating on Class IV Notes


K A Z A K H S T A N

HOUSE CONSTRUCTION: Moody's Upgrades BCA Rating to ba2


N E T H E R L A N D S

ASM INTERNATIONAL: S&P Affirms 'BB+' CCR, Outlook Stable
NORTH WESTERLY III: Moody's Raises Rating on Class P Notes to Ba2
NXP FUNDING: S&P Assigns 'BB' Rating to US$1BB Sr. Unsec. Notes
SYNCREON GROUP: S&P Lowers CCR to 'B-', Outlook Stable


P O L A N D

E-KANCELARIA GRUPA: Court Declares Firm's Insolvency


R O M A N I A

OLTCHIM SA: Records EUR54.8MM in First 4 Months This Year


R U S S I A

AHML 2014-2: Moody's Assigns Ba1 Ratings to 3 Note Classes
KRAYINVESTBANK: Fitch Withdraws 'B' IDR, Outlook Stable


S P A I N

EMPARK FUNDING: Moody's Affirms B1 Senior Secured Rating
ISOLUX CORSAN: S&P Keeps 'B' CCR on CreditWatch Negative
LICO LEASING: Moody's Reviews 'Ca' Deposit Ratings for Upgrade


U K R A I N E

METINVEST BV: Bondholder Group Blocks Debt Restructuring Proposal
UKRAINIAN PROFESSIONAL: Placed Under Insolvent Bank Category


U N I T E D   K I N G D O M

ASTON MARTIN: S&P Affirms 'B-' CCR After Liquidity Injection
ENDEAVOUR INT'L: Launches Marketing Process for North Sea Assets
JE WILSON: Taken Out of Administration; 121 Jobs Saved
LANDMARK MORTGAGE NO.1: S&P Affirms B Rating on Class D Notes
LANDMARK MORTGAGE NO.2: S&P Affirms B- Rating on Class D Notes

PIZZAEXPRESS: S&P Affirms 'B' CCR, Outlook Stable


X X X X X X X X

* Fitch Affirms 22 EMEA Consumer & Healthcare Company Ratings


                            *********


===================
A Z E R B A I J A N
===================


KAPITAL BANK: Moody's Raises Deposit Ratings to 'Ba3'
-----------------------------------------------------
Moody's Investors Service upgraded Kapital bank's long-term local
and foreign-currency deposit ratings to Ba3 from B1. This action
follows (1) the conclusion of the rating agency's review,
initiated on May 17, 2015, which had been prompted by changes
arising from the implementation of Moody's new methodology for
rating banks globally; (2) the bank's strengthened financial
fundamentals; and (3) the improvement in the macro profile to
"Weak" from "Weak-" for Azerbaijan (Baa3 stable), following
Moody's revision of the sovereign Institutional Strength factor.
Short-term Not-Prime deposit rating was affirmed.

At the same time, the bank's significantly improved loss-
absorption buffer with supported capitalization and strengthened
profitability prompted Moody's to upgrade Kapital Bank's baseline
credit assessment (BCA) and adjusted BCA to b1 from b2. Moody's
has also assigned a Counterparty Risk Assessment (CR Assessment)
of Ba2(cr)/short-term Not-Prime(cr) to Kapital Bank. The Outlook
on long-term ratings is stable.

The conclusion of the review was prompted by the changes arising
from the implementation of Moody's updated methodology for rating
banks. The revised methodology contains new aspects that Moody's
has devised in order to help accurately predict bank failures,
and to determine how each creditor class is likely to be treated
when a bank fails and enters resolution. The revisions to the
methodology reflect insights gained from the 2008-09 global
financial crisis and the fundamental shift in the banking
industry and its regulation.

The upgrade of Kapital Bank's ratings reflects its significantly
strengthened capitalization and profitability, providing a
sufficient cushion against expected heightening credit losses
amidst the currently challenging operating environment in
Azerbaijan.

To support the bank's business growth, its shareholders provided
an AZN70 million capital injection in H1 2014 (an 88% increase in
authorized capital) and AZN30 million in 2013 (an 60% capital
increase). This boosted the bank's Tier 1 ratio to 20.2 % and
total capital adequacy ratio (CAR) to 27.8% as of year-end 2014
from 16.02% and 19.64%, respectively at year-end 2013 (the
regulatory minimums are Tier 1 at 6% and total CAR at 12%). Given
the bank's planned loan growth and dividend payout projections,
Moody's expects the bank's capital to be depleted further, but it
does not expect the CAR to decline below 17%, in line with the
bank's target.

Kapital's growth in higher-yielding retail loans has underpinned
almost doubling of net interest margin, whilst current pre-
provision income provides a healthy buffer against an expected
increase in credit costs. Kapital's profitability has thus
significantly improved, with a reported return on assets (ROA) of
4.9% as of year-end 2014 up from 3.13% at year-end 2013 (1% in
2012), under audited IFRS.

Moody's also notes that problem-loan write-offs, as well as loan
book growth and problem-loan recoveries have allowed the bank to
reduce its nonperforming loans ratio (loans 90+ days overdue) to
7.7% as of year-end 2014 (13.8% at H1 2014) from 15.9% as of
year-end 2013, according to bank's management data. However, the
challenging operating environment and seasoning of the loan book
following its recent rapid loan growth, as well as exposure to
government-related projects linked to budget allocation and
material single-client credit concentrations (which albeit
decreased recently) have meant that there is now a higher
likelihood of extra pressure on asset quality. Moody's positively
views Kapital Bank's limited foreign-currency exposure at 12% of
the total loan book as of year-end 2014 (while the system-wide
average was 27%), which renders it less vulnerable than other
Azeri banks to the recent local-currency devaluation in February
2015, and any such further local-currency weakening.

Moody's incorporates one notch of systemic support uplift into
Kapital Bank's ratings above its BCA of b1, given the rating
agency's assessment of a moderate probability of government
(systemic) support. This is based on the bank's (1) relative
importance to the national payment system, aided by its
countrywide coverage, large customer base and market share of
5.4% in system-wide banking assets as of year-end 2014; and (2)
historical close ties to the government, which enable the bank to
participate in large-scale government projects, thus conferring
good access to state funding.

As part of today's actions, Moody's has also assigned a CR
Assessment to Kapital Bank. The CR Assessment reflects an
issuer's ability to avoid defaulting on certain senior operating
bank obligations and other contractual commitments, but it is not
a rating. The CR Assessment takes into account the issuer's
standalone strength as well as the likelihood of affiliate and
government support in the event of need, reflecting the
anticipated seniority of counterparty obligations in the
liabilities hierarchy. The CR Assessment also takes into account
other steps authorities can take in order to preserve the key
operations of a bank in the event of a resolution.

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



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


SOLAR-FABRIK AG: Agrees to Cut 65 Jobs in Freiburg
--------------------------------------------------
SeeNews reports that Solar-Fabrik AG said on May 28 it has agreed
with the workers' council to axe 65 jobs in Freiburg in order to
raise its chances to attract an investor.

With this move, Solar-Fabrik will achieve a "massive" reduction
in production and competitive overhead costs, the report says.
Following the job cuts, the company will employ a total of 90
people. Those who are to part with their positions will be
informed by the end of the month, SeeNews relates.

Earlier in May, Solar-Fabrik announced that the local court in
Freiburg has revised its prior decision and allowed the company
to continue its insolvency proceedings under self administration,
SeeNews recalls. Both the creditors' committee and the self
administration have advised that this mode gives Solar-Fabrik a
greater chance of finding investors, according to the report.

Solar-Fabrik AG -- http://www.solar-fabrik.de/home/?L=1-- is a
German PV module manufacturer.

The PV producer filed for insolvency proceedings in self-
administration at the Local Court of Freiburg on Feb. 2, 2015. A
corresponding resolution was adopted by the Managing Board and
approved by the Supervisory Board on Jan. 29, 2015.



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


GREECE: May Miss IMF Debt Payment; Lenders Draft Bailout Deal
-------------------------------------------------------------
The Telegraph's Szu Ping Chan reports that Greece "will not pay"
the EUR300 million it owes the International Monetary Fund this
week unless Athens reaches a deal with its creditors in the next
few days.

The Greek government is due to pay back EUR305 million (GBP218.3
million) of rescue loans on June 5, but Nikos Filis, a spokesman
for leftist party Syriza, as cited by The Telegraph, said it
would miss this deadline if there was no prospect of an agreement
being reached.

According to The Telegraph, Mr. Filis told Mega TV, "If there is
no prospect of a deal by Friday or Monday . . . we will not pay".

It came as Mario Draghi, the president of the European Central
Bank (ECB), called for a "strong agreement" between Greece and
its creditors that balanced "social fairness" with "fiscal
sustainability", The Telegraph notes.

Officials have warned for months that a default could ultimately
push Greece out of the single European currency and unleash
possible turmoil on world markets, The Telegraph relates.

Both sides have issued last ditch demands in their bail-out
talks, The Telegraph relays.  The eurozone's negotiators are
understood to be finalizing what amounts to a take-it-or-leave-it
deal, The Telegraph says.

                Lenders' Proposed Bailout Deal

The Wall Street Journal's Marcus Walker reports that Greece's
international creditors are poised to present the country with
the outlines of a bailout deal that amounts to a take-it-or-
leave-it offer, a move aimed at breaking a months-long stalemate
but which risks a political backlash and even a government
collapse in Athens.

Lenders drafted the proposed deal after key leaders, including
German Chancellor Angela Merkel, met in Berlin late on June 1 to
overcome their own divisions on how to keep Greece from
bankruptcy and an exit from the euro, The Journal relates.

European officials say Greek officials, which were expected to be
shown the creditors' proposal on June 3, will now be asked to
accept the terms with, at most, minor changes, The Journal notes.
Greek Premier Alexis Tsipras is slated to visit European
Commission head Jean-Claude Juncker the same day in Brussels,
where the lenders' demands as well as Greece's conflicting ideas
are likely to be discussed, The Journal discloses.


NAVIOS MARITIME: Moody's Assigns 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned a first-time B2 corporate
family rating and a B2-PD probability of default rating to Navios
Maritime Midstream Partners L.P. (Navios Midstream).
Concurrently, Moody's has assigned a provisional (P)B2 rating,
with a loss given default (LGD) assessment of LGD4, 50% to the
proposed US$205 million senior secured term loan B due 2020 to be
issued by Navios Midstream and a US co-issuer Navios Maritime
Midstream Partners Finance (US) Inc. The outlook on the ratings
is stable. This is the first time Moody's has assigned ratings to
Navios Midstream.

Navios Midstream will use the proceeds from the proposed term
loan B issuance to (1) repay its existing US$126 million credit
facility; (2) finance two vessel acquisitions; and (3) pay
transaction fees.

"We assigned a B2 to Navios Midstream to reflect its small fleet
and high reliance on a few customers, as well as its limited
track record. This was, however, mitigated by Navios Midstream's
superior revenue visibility and its moderate leverage", says
Marie Fischer-Sabatie, Moody's Senior Vice President and lead
analyst for Navios Midstream.

Moody's issues provisional ratings in advance of the final sale
of securities and these only reflect Moody's opinions regarding
the transaction. Upon the closing of the refinancing but also
after a conclusive review of the final documentation, Moody's
will endeavour to assign definitive ratings to Navios Midstream.
A definitive rating may differ from a provisional rating.

Navios Midstream's B2 CFR is constrained by (1) the company's
limited operating track-record, having been created only in
October 2014; (2) its small fleet of six very large crude
carriers (VLCCs, including the two vessels being acquired that
will be partially funded with the new term loan) with very high
customer concentration, as Navios Midstream essentially relies on
three customers, the largest one representing around 75% of total
expected revenues for 2015; (3) its dependence on the Navios
group, with Navios Acquisition being its largest shareholder and
its sponsor and Navios Holdings the manager of its fleet; and (4)
the substantial refinancing risk, which results from the
company's master limited partnership (MLP) status, whereby its
distributes the vast majority of its cash flow from operations to
its shareholders, limiting its ability to generate free cash flow
and accumulate cash.

However, more positively Navios Midstream's rating reflects (1)
the company's superior revenue and cash flow visibility, as the
company only operates under long-term contracts and has 100% of
its revenues contracted until the beginning of 2019; and (2) its
moderate leverage, with a debt/EBITDA ratio standing at 2.7x at
year-end 2014.

Navios Midstream is an MLP formed in October 2014 by Navios
Maritime Acquisition Corporation (Navios Acquisition, B3 stable),
which is itself owned by Navios Maritime Holdings, Inc. (Navios
Holdings, B2 negative). Navios Midstream was established to own,
operate and acquire crude oil and product tankers under long-term
contracts. In November 2014, Navios Midstream completed its IPO
and used related proceeds to partly fund the acquisition of four
VLCCs from Navios Acquisition. Navios Midstream will acquire two
additional vessels from Navios Acquisition for a cash
consideration of US$73 million to be financed by the contemplated
US$205 million term loan (remainder of the consideration to be
financed by issuing shares to the seller, Navios Acquisition).
All vessels are under long-term charters with fixed rates,
ensuring superior cash flow visibility. Some charters include
profit-sharing agreements, whereby Navios Midstream could get
additional revenues if rates increase above certain levels. The
tanker market has recently benefitted from the lower oil price,
which has boosted demand and resulted in rates improvements.

While Navios Midstream only started its operations a few months
ago, it is part of a wider group, which has a longer track record
of operations in shipping, including in the crude oil tanker
market. The Navios group started in the 1950s, while Navios
Acquisition, which is the tanker company of the Navios group, was
established in 2008. However, Navios Midstream is highly
dependent on the Navios group, which is its largest shareholder,
a key supplier of vessels through dropdowns and the manager of
its fleet under a two-year contract.

While domiciled in the Marshall Islands, Navios Midstream
maintains an office in Greece. Its exposure to the Greek economy
is very limited, with all its revenues generated in US dollars,
outside of Greece. Navios Midstream does not have any debt with
local Greek banks. While Moody's deems the exposure of Navios
Midstream to any weakening of Greece's credit worthiness as very
limited, the rating agency cautions that an extreme scenario such
as a potential Greek exit from the euro would be unpredictable in
its consequences and would carry uncertainty for businesses with
any linkage to Greece. The prospect of a negative rating action
or rating review in such a scenario cannot be completely ruled
out, but Navios Midstream's business profile suggests it should
be relatively resistant to such a scenario, as reflected in its
stable outlook.

Moody's considers Navios Midstream's liquidity profile as
adequate. The company had available cash of US$33 million as of
31 March 2015. The company does not have access to any revolving
credit facility and is therefore fully reliant on internally
generated sources of cash to cover its liquidity needs. Given
that all its vessels are under long-term contracts with a fixed
rate, the visibility around cash flow generation is high and the
company will generate approximately $50 million of cash flow from
operations in the next 12 months (this includes profit-sharing
agreements). Navios Midstream's main expected cash outflows for
the next 12 months include annual dividend payments of around
US$34 million and small debt repayments of around US$2 million.
The new term loan B will include a maximum loan-to-value
covenant, under which Moody's expects the company to maintain
adequate headroom. The sole debt maturity will occur in 2020 when
the proposed term loan B matures. Moody's expects that liquidity
will remain adequate over the next 12-18 months.

Navios Midstream's debt capital structure will only consist of
the proposed US$205 million Term Loan B and the rating of the
term loan is therefore in line with the CFR of B2. The term loan
B will be secured on the existing four VLCCs that Navios
Midstream owns and the two additional vessels to be acquired. The
PDR and instrument rating also consider the potential for Navios
Midstream to take on additional debt to fund future vessel
purchases.

The stable outlook on Navios Midstream's ratings reflects Moody's
expectation that the company's financial profile will not change
materially over the next 12-18 months, assuming that any
additional vessel acquisition will be financed in such a way that
leverage remains below 4x.

Upward pressure on Navios Midstream's rating would be exerted if
the company's debt/EBITDA were to decline below 3.0x on a
sustainable basis, while maintaining an adequate liquidity
profile and high charter coverage, and reducing customer
concentration.

Downward pressure on the rating would develop if the company's
debt/EBITDA were to increase above 4.0x or if its liquidity
profile were to weaken.

The principal methodology used in these ratings was Global
Shipping Industry published in February 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.

Navios Maritime Midstream Partners L.P. is a Marshall Islands MLP
formed in October 2014 by Navios Acquisition to own, operate and
acquire crude oil and product tankers under long-term contracts.
In November 2014, Navios Midstream completed its IPO and acquired
four VLCCs from Navios Acquisition, which owns a 57.5% ownership
in Navios Midstream through a 55.5% limited partner interest and
a 2.0% general partner interest. The company is listed on the
NYSE with a market capitalization of around US$310 million.
Navios Midstream is headquartered in Monte Carlo, Monaco, and
reported 2014 consolidated and combined revenues and EBITDA of
US$63.5 million and US$47.4 million, respectively.



=============
H U N G A R Y
=============


NITROGENMUVEK ZRT: Fitch Affirms 'B+' IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Nitrogenmuvek Zrt's Long-term foreign
currency Issuer Default Rating at 'B+' and senior unsecured
rating at 'BB-' with a Recovery Rating of 'RR3'. The Outlook is
Stable.

The ratings and Outlook reflect adequate forecast operational
performance and credit metrics that are expected to dip below
rating guidance in 2015 before improving to guidance levels from
2016.  Nitrogenmuvek's cash position, following the 2013 USD200
million bond, is expected to fall as a result of high capital
expenditure, which will push up net leverage over the next two
years.

The ratings continue to be supported by the company's share of
the Hungarian market and by the protection offered by high
transportation costs for potential competing importers, as well
as good liquidity.  Constraints include low product
diversification and sensitivity to nitrogen fertilizer price
cyclicality, limited geographical diversification and single site
operations.

KEY RATING DRIVERS:

Sales Growth, Resumed Production

Production in 2014 was strong and is expected to remain strong
over the next two years following production suspension in 2013.
This was a result of an electrical system failure resulting in
damages to the nitric acid plant, and unplanned building
maintenance works interrupting the calcium ammonium nitrate (CAN)
production.  2014 sales returned to above historical levels and
the EBITDA margin increased to 23% from 11% in 2013.  Fitch
expects both to remain strong due to volume increases, including
from new businesses.

New Businesses Pressure Margins

Nitrogenmuvek is expanding its business segments to cover grain
and seed trading for local farmers, pesticide and seed sales and
a direct sales division.  Fitch believes that the expansion into
new business segments will boost sales but will have a dilutive
impact on the EBITDA margin.  Although these businesses have
lower margins than the fertilizer business, they will help
improve Nitrogenmuvek's brand names and market coverage, which
will lead to higher volumes and demand for fertilizers in the
longer term.

The rating base case assumes margins of 18%-20% over the next two
years.  Margins were previously forecast to be as high as 28% due
to Nitrogenmuvek's competitive raw material sourcing, an
extensive local distribution network with associated market
intelligence, strong recognition for the Petiso brand, production
flexibility, and domestic demand exceeding its production
capacity.  Fitch forecasts a margin of around 18%-20% due to the
low pricing environment for nitrogen fertilizers and due to lower
margin new business segments.

Fitch still believes that a 20% margin is suitable for a 'B+'
rating of a fertilizer company of this size, and views the
expansion into the new business areas as beneficial for longer
term growth.  The new businesses are expected to contribute up to
around 30% of total sales by 2017.

Capex Program Increases Net Leverage

Net funds from operations (FFO) adjusted leverage has
historically been negative due to the group's large cash reserves
following the issuance of a seven-year 7.875% USD200 million
senior unsecured bond in 2013.  The proceeds of this issuance
were used on CAN focused capex, which will increase the ammonia
plant capacity to 1400 tonnes per day from Q4 2015, a new nitric
acid plant from 2017 and a new CAN granulation plant in 2016.
Leverage is therefore forecast to turn positive (1.4x in 2015,
increasing to 1.9x by 2017) before falling after 2017 as earnings
from the finished projects commence.

Gross FFO adjusted leverage decreased to 3.6x at end-2014 (4.6x
at end-2013) as a result of the increase in sales as well as a
lower cash dividend in relation to 2013's performance, offset by
higher capex.  Fitch's rating case projects a reduction in gross
leverage to 2.5x by end-2016 following a peak at end-2015,
assuming no new issuance.

Neutral Impact of CAN Focus

Nitrogenmuvek will face greater price exposure and volatility
following its decision to solely focus on CAN and ammonia sales.
However, CAN is more suitable for the markets in which
Nitrogenmuvek sells to due to its ease in transporting and its
environmentally sound qualities, and attracts a higher premium
for Nitrogenmuvek compared with Urea.  Fitch notes that
production flexibility exists and Nitrogenmuvek can alter
production to CAN and Urea if market dynamics improve.

Large Domestic Market Share

Nitrogenmuvek is the only producer of nitrogen fertilizers in
Hungary and has a 71% share of the market.  Barriers to entry
include capital investment vs. return on investment for the small
regional market size, lead time of four-five years for a new
plant, high ground transportation costs for importers (landlocked
country) and import tariffs for non-EU producers.

Long-term Demand Fundamentals

The global fertilizer sector's long-term demand outlook is strong
and supported by reducing arable land, growing population and
meat consumption, and biofuel production.  Nitrogenmuvek is also
expected to benefit from the higher growth potential of Hungary
and neighboring central European countries, where nitrogen
fertilizer use per hectare remains below that of mature
agricultural markets, especially CAN as it suits Europe's
environmental regulations for fertilizers and is easy to store.

High Exposure to Price Volatility

Nitrogenmuvek lacks the diversification of its international
peers, which leaves it substantially exposed to nitrogen prices
volatility, as evidenced by the forecast reduced EBITDA margin
over the next two years.  The group is also exposed to volatility
in natural gas prices, its main raw material.  The latter is
partly mitigated by its access to spot and short-term purchases
on European gas hubs and contracts on spot base.

FX Risk

Nitrogenmuvek has no US dollar-denominated revenues which exposes
them to convertibility and translation risk on the USD200 million
notes. Therefore a strong appreciation of the USD (as was the
case in 2014) and a strong depreciation of the HUF or EUR could
result in deterioration in the group's credit metrics due to the
mismatch between operating cash flows and the US dollar-
denominated debt.

KEY ASSUMPTIONS

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

   -- Mid-single digit revenue decline in core fertilizer sales
      in 2015 on weaker pricing environment, followed by
      increases of around 10% for 2016 and 2017 as new capacity
      comes on stream.

   -- Stable operating margin in the core fertilizer operations.

   -- Capex of around HUF80 billion over 2015-2017.

   -- Ramp up of non-fertilizer businesses to around HUF40
      billion by 2017, with low single-digit EBITDA margin.

RATING SENSITIVITIES

An upgrade is unlikely due to the capex program and the scale and
limited diversification of the company.

Future developments that could lead to negative rating action
include:

   -- Shareholder distributions, excessive capex spend and a weak
      fertilizer price environment resulting in ongoing FFO
      adjusted net leverage above 2.0x, or expectations of long
      term FFO adjusted gross leverage above 2.5x.

   -- Sharp deterioration in fertilizer prices or demand with a
      sustained drop in the EBITDA margin of core fertilizer
      operations to below 20%.

LIQUIDITY AND DEBT STRUCTURE

Good Liquidity:

Cash and short term deposits amounted to HUF63.7 billion at end-
2014 (HUF59.3 billion at end-2013) against maturing debt of
HUF1.9 billion (2013: HUF2.1 billion). Liquidity is also
supported by EUR40 million of unused revolving facilities
maturing in 2020.

Free cash flow was positive at end-2014 at HUF2.7 billion but is
forecast to remain negative to 2017, leading in an increase in
FFO net adjusted leverage. However Nitrogenmuvek will maintain
ample headroom under its net debt to EBITDA incurrence covenant
(3:1) and currently has sufficient liquidity for the next two
years. NitrogenMuvek continues to evaluate new funding
opportunities, which Fitch assumes can be used for additional
capex or M&A.


* Moody's Concludes Reviews on 3 Banks in Hungary
-------------------------------------------------
Moody's Investors Service concluded its rating reviews on three
banks in Hungary: OTP Bank NyRt, OTP Jelzalogbank Rt (OTP
Mortgage Bank) and MKB Bank Zrt. The reviews, initiated on 17
March 2015, followed the introduction of the rating agency's
revised bank rating methodology published on March 16, 2015.

In light of the revised banking methodology, Moody's rating
actions generally reflect the following considerations (1) the
"Weak" macro profile of Hungary ( Ba1 stable)(2) the banks'
modest core financial ratios; (3) the protections offered to
depositors and senior creditors as assessed by Moody's Advanced
Loss Given Failure (LGF) analysis, reflecting the benefit of
instrument volume and subordination protecting creditors from
losses in the event of resolution; and (4) Moody's view of a
decline in the likelihood of government support for some
institutions.

Moody's has taken the following actions on the Hungarian banks:

  -- Upgraded two banks' long-term local-currency deposit ratings

  -- Upgraded two banks' short-term local-currency deposit
     ratings

  -- Affirmed two banks' long-term foreign-currency deposit
     ratings

  -- Affirmed two banks' short-term foreign-currency deposit
     ratings

  -- Affirmed one bank's subordinated and junior subordinated
     debt ratings

  -- Confirmed one bank's long-term local and foreign-currency
     deposit ratings

  -- Affirmed one bank's short-term local and foreign-currency
     deposit ratings

  -- Affirmed three banks' baseline credit assessments (BCAs)

  -- Assigned stable outlooks to long term deposit ratings of the
     three affected banks

Moody's has withdrawn the outlooks on one bank's subordinated and
junior subordinated debt ratings for its own business reasons.

Moody's has also assigned Counterparty Risk Assessments (CR
assessments) to six Hungarian banks, in line with its revised
bank rating methodology.

A list of the affected credit ratings is available at:

                  http://is.gd/3PYG8i

The new methodology includes several elements that Moody's has
developed to help accurately predict bank failures and determine
how each creditor class is likely to be treated when a bank fails
and enters resolution. 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 Hungary

Hungary's Macro Profile reflects moderate economic strength, high
institutional strength and moderate susceptibility to event risk.
However, the Macro Profile is constrained by modest, albeit
rising, credit demand and the government's interventions into the
banking system. The "weak" Macro Profile weighs down on the
banks' individual risk profile and thus constrains their BCAs.

(2) The Banks' Modest Core Financial Ratios

The Hungarian banks' BCAs (the average asset-weighted BCA stands
at b1) reflect their modest core financial ratios, including a
high, albeit declining, level of problem loans, moderate capital
ratios, weak profitability and good liquidity metrics. However,
the banks' BCAs range widely -- from ba2 to ca -- with the
differences reflecting the long-term execution of each bank's
business plan, which has resulted in variations in their
performance volatility and financial fundamentals, and the
strength of their market presence in Hungary.

(3) Protection Offered to Senior Creditors, as Captured by
    Moody's Advanced LGF Liability Analysis

Under its new methodology, Moody's applies its Advanced LGF
analysis to the liability structures of banks subject to
operational resolution regimes. Hungary, as a member of the
European Union, has introduced bank resolution legislation in
line with the EU Bank Recovery and Resolution Directive (BRRD).
Accordingly, Moody's applies its Advanced LGF analysis to these
banks' liability structures. For the three banks included in this
rating action, this analysis results in "very low" or "low" loss
given failure for long-term deposits, taking into account the
banks' substantial volume of deposit funding and the volume of
securities subordinated to deposits in their liability
structures.

(4) Decline in the Likelihood of Government Support

The lowering of Moody's government support assumptions reflects
the reduced likelihood of support being forthcoming within the
context of the expected implementation of the new bank recovery
and resolution legislation. The negative effect on the banks'
deposit ratings from a decline in the expectation of government
support has generally been counterbalanced by the low loss given
failure assumptions under Moody's Advanced LGF framework.

Bank Specific Analytic Factors:

OTP Bank NyRt:

The upgrade of the bank's local-currency deposit ratings to
Baa3/Prime-3 from Ba1/Not Prime reflects the affirmation of the
bank's BCA of ba2 and the Advanced LGF analysis that provides two
notches of uplift from the bank's BCA and offsets reduced
government support assumptions. OTP Bank benefits from a large
volume of deposits, and limited senior and subordinated debt,
resulting in very low loss given failure. However, because of the
implementation of resolution legislation, Moody's has lowered its
government support assumptions for the bank to "moderate" from
"high", leading to no uplift due to government support from one
notch previously.

The affirmation of the bank's BCA at ba2 reflects the bank's
resilient capitalization and stabilizing asset quality, as well
as its good liquidity and earnings generation capacity. Moody's
expects that the improving economic conditions in Hungary,
Bulgaria (Baa2 stable) and most other CEE countries will cushion
the negative effect on the bank's asset quality and profitability
from its weakened operations in Russia (Ba1 negative) and
especially Ukraine (Ca negative).

In 2014, Hungary adopted a law requiring banks to compensate
retail borrowers for any extra charges on loans denominated in
both foreign and domestic currency. The implementation of the law
requires banks to make compensation payments to their retail
borrowers or to offset the compensation amounts with the
borrowers' overdue obligations. Subsequently, in November 2014,
the Hungarian government decided to convert foreign currency-
denominated retail mortgages into Forints at the prevailing
market exchange rate. As a result of the settlement with retail
borrowers and conversion of foreign-currency mortgages, problem
loans at OTP Bank's Hungarian business declined to 13.1% at end-
Q1 2015 from 17.5% as of year-end 2014. The bank's problem loan
coverage remains strong at 84.3% at year-end 2014. OTP Bank has a
good earnings-generating ability, thanks to its dominant position
in Hungary and high, albeit modestly declining, net interest
margins in Hungary and in some of the bank's foreign markets,
particularly Russia and Bulgaria. OTP Bank reported a net loss of
HUF102.26 billion for 2014, which was largely due to HUF194.8
billion of losses from one-off provisions for compensation to
retail borrowers. However, the bank's profitability was also
adversely affected by losses in its Russian and Ukrainian
subsidiaries. Despite the sizable loss in 2014, OTP Bank's
capital adequacy remains satisfactory, with a reported Common
Equity Tier 1 ratio of 14.1% in December 2014, down from 16.0% in
2013.

The outlook on the bank's long-term deposit ratings is stable,
reflecting its stabilizing asset quality and capitalization.

OTP Jelzalogbank Rt (OTP Mortgage Bank):

The upgrade of the bank's local-currency deposit ratings to
Baa3/Prime-3 from Ba1/Not Prime follows the rating action on its
parent, OTP Bank. OTP Mortgage Bank's BCA and deposit ratings are
positioned at the same level as OTP Bank NyRt given that (1) the
bank is 100% owned by OTP Bank; (2) OTP Mortgage Bank is an
integral part of the parent's franchise; and (3) it operates as a
mortgage division of its parent. In addition, OTP Bank fully,
irrevocably and unconditionally guarantees OTP Mortgage Bank's
obligations.

The stable outlook on the bank's long-term deposit ratings is in
line with the stable outlook on OTP Bank's ratings.

MKB Bank Zrt.:

The confirmation of MKB Bank's (MKB) long-term deposit rating at
Caa2 incorporates the affirmation of its BCA of ca and the
Advanced LGF analysis that provides one notch of uplift from the
bank's BCA. MKB benefits from a large volume of deposits and
limited senior debt, resulting in low loss given failure.
However, because of the implementation of resolution legislation,
Moody's assigns a "moderate" government support assumption for
the bank, which leads to a one-notch rating uplift, compared to
two notches previously.

The affirmation of the BCA at ca reflects the fact that the bank
is consistently loss-making, and requires frequent external
capital injections from its parent. The bank's weak credit
profile is mainly the result of its highly impaired loan book -
the problem loan ratio increased to 32.2% at year-end 2014 from
30.2% at year-end 2013. At the same, time loan volume has been
decreasing, putting additional pressure on the bank's earnings.

The outlook on the bank's long-term deposit ratings is stable,
reflecting its recapitalization in H2 2014, which has reduced the
risk of further deterioration in MKB's risk profile and contained
any potential losses to creditors over the next 12-18 months.

Assignment of Counterparty Risk Assessments:

Moody's has also assigned CR Assessments to six Hungarian banks.
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 expected loss; 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 CR Assessments for the six Hungarian banks are three or two
notches above their adjusted BCAs, and reflect the seniority of
the counterparty obligations and the volume of liabilities
subordinated to them under Moody's Advanced LGF framework.

What Could Change the Ratings Up/Down:

Upward rating momentum on the banks' ratings could develop from
(1) a sustained improvement in profitability; (2) materially
stronger capital positions; and/or (3) a significant reduction in
problem loans.

Downward rating pressure could emerge if (1) credit underwriting
standards deteriorate noticeably; and/or (2) further asset
quality and profitability pressures emerge owing to a potential
weakening in the operating. environment.



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


EIRCOM FINCO: Moody's Affirms B3 CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service affirmed the B3 corporate family rating
of eircom Holdings (Ireland) Limited (eircom), its B3-PD
probability of default rating, the B3 rating on the EUR2.0
billion senior secured credit facility raised by eircom Finco
S.a.r.l. and the B3 rating on the EUR350 million senior secured
notes due 2020 issued by eircom Finance Limited. The rating
outlook for eircom and its rated subsidiaries has been changed to
positive from stable. Concurrently, Moody's has also assigned a
B3 rating to Term Loan B3 borrowed by eircom Finco S.a.r.l., a
new tranche of the existing term loan facility.

"Our decision to change the outlook on eircom's B3 ratings to
positive primarily reflects our view that the company's operating
performance will improve over the next 12-18 months, mainly
driven by price increases, while it will start generating
positive free cash flows that will allow it to slowly reduce
debt," says Iv n Palacios, a Moody's Vice President -- Senior
Credit Officer and lead analyst for eircom. "As a result,
eircom's metrics are reaching levels that could soon support
upward pressure on the rating."

The outlook change reflects Moody's expectations that eircom's
operating performance is nearing an inflection point, helped by
management's solid execution of the business plan, an improving
economy and a more rational competitive environment. The trend
towards revenue stabilization was visible in March 2015, when
eircom achieved year-on-year revenue growth for the first time in
the last six years.

A stronger operating performance will be further supported by
price increases implemented in April 2015, which will allow the
company to stabilize revenues and improve EBITDA and cash flow
generation. Moody's expects that eircom will start generating
positive free cash flows over the next 12 months on the back of
improved top line and EBITDA trends, the lack of any further
significant voluntary leaver costs, and somewhat lower capex
going forward.

As a result of this improved performance, eircom's credit ratios
are reaching levels that could support upward pressure on the
rating over the next 12 to 18 months, such as adjusted
debt/EBITDA trending towards 5.5x. While adjusted leverage
remains high -- partly owing to the unfavorable evolution of the
pension deficit -- the company's deleveraging trajectory is on
the right path.

The change in outlook also reflects the benefits for eircom of
the recent amend and extend process, such as the extension of its
debt maturity profile by almost three years and the increased
operational flexibility (more headroom under covenants, lower
administrative burden) at no incremental financial cost.

Finally, the change in outlook also reflects eircom's increasing
enterprise value, consistent with rising valuations in the
European telecom sector. In fact, the company has recently
rejected a takeover offer for EUR3.2-EUR3.3 billion that would
imply a significant enterprise value in relation to eircom's
still high levels of debt.

Upward pressure on the rating would be supported by continued
positive pricing environment, which translates into growth in
revenues and EBITDA such that adjusted debt/EBITDA trends towards
5.5x on a sustained basis and allows the company to generate
positive free cash flows. Upward rating pressure would also
require the group to maintain a sound liquidity profile, with
comfortable headroom under financial covenants.

Downward pressure on the rating could materialize if the group
fails to execute its business plan or if pricing dynamics
deteriorate, leading to weaker-than-expected credit metrics,
including adjusted debt/EBITDA trending sustainably above 6.5x,
and persistently negative free cash flow generation. Given the
size and volatility of eircom's pension deficit, the B3 rating
with a positive outlook incorporates the potential for moderate
deviations from these ranges on a temporary basis.

Moody's would also be concerned if eircom's liquidity came under
stress as a result of a weaker-than-expected operating
performance or larger cash outflows for capex in the absence of
alternative external sources, such as a revolving credit facility
or vendor financing.

The principal methodology used in these ratings was Global
Telecommunications Industry published in December 2010. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

eircom Holdings (Ireland) Limited is the holding company of the
eircom group, the principal provider of fixed-line
telecommunications services in Ireland, with a revenue share of
the fixed-line market of approximately 52% (according to ComReg).
The group is also the third-largest mobile operator in Ireland,
with a subscriber market share of approximately 21% (excluding
mobile broadband and Machine to Machine, according to ComReg).
eircom reported revenue of EUR1.3 billion and adjusted EBITDA of
EUR467 million for the last twelve months ended March 2015.


LADBROKES IRELAND: Boylesports Challenges Rescue Plan
-----------------------------------------------------
Barry O'Halloran at The Irish Times reports that bookmaker
Boylesports has challenged rival Ladbrokes Ireland's
restructuring in the High Court, arguing that the process is
effectively designed to prevent a takeover of the business.

Ladbrokes Ireland is working its way through a rescue plan for
the loss-making chain with a High Court-appointed examiner,
Ken Fennell -- kfennell@deloitte.ie -- of Deloitte, The Irish
Times discloses.  According to The Irish Times, it plans to close
up to 60 of its 196 betting shops in the Republic and cut some
250 jobs.

Boylesports intends to launch a bid for the entire company, The
Irish Times relays.  It says this will involve an eight-figure
investment and result in fewer shop closures, the preservation of
more jobs and a better deal for creditors, including landlords
who face the loss of rent on their properties, The Irish Times
states.

On June 2, the High Court gave Boylesports permission to submit
motions challenging the examinership and to serve notice of its
intentions to Ladbrokes Ireland, Mr. Fennell and their legal
teams, The Irish Times relates.  The matter was due back in court
on June 2, The Irish Times notes.

Boylesports says that its investment would save a larger number
of jobs and would not require the closure of 50 to 60 betting
shops, The Irish Times recounts.

It says its investment would result in a preferential creditors
receiving all the money due to them and in a more generous
settlement with unsecured creditors, The Irish Times relates.  It
would also spend money directly on the betting shop business, The
Irish Times according to The Irish Times.

Boylesports itself is a creditor of Ladbrokes Ireland, The Irish
Times notes.

Ladbrokes is a London-listed bookmaker.


PHOENIX LIGHT: S&P Raises Ratings on 2 Note Classes to 'B+'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Phoenix Light SF Ltd.'s class A1 USD, A2 USD, A2 EUR, A3 USD, A3
EUR, A4 USD, and A4 EUR notes.

The upgrades follow S&P's assessment of the transaction's
performance since irs previous review and the application of its
collateralized debt obligation (CDO) of asset-backed securities
(ABS) criteria.  S&P performed a credit analysis using data from
the March 2015 trustee report.  S&P has also applied its current
counterparty criteria.

Since S&P's previous review, the rated liabilities have
experienced significant deleveraging.  The balance of the class
A1 EUR notes have fully repaid and the class A1 USD liabilities
have reduced by slightly less than US$8.5 billion, which
represents more than a 90% reduction in the principal amount
outstanding of the class A1 USD notes.  As a direct consequence,
the available credit enhancement for each class of rated notes
has increased.

S&P has analyzed the derivative counterparties' exposure to the
transaction, and concluded that the counterparty exposure is
currently sufficiently limited, so as not to affect S&P's ratings
in this transaction.

S&P factored in the above observations and subjected the capital
structure to its cash flow analysis, based on the methodology and
assumptions outlined in S&P's CDO of ABS criteria, to determine
the break-even default rate (BDR).  S&P used the reported
portfolio balance that it considered to be performing, the
principal cash balance, the current weighted-average spread, and
the weighted-average recovery rates that S&P considered to be
appropriate.  S&P incorporated various cash flow stress scenarios
using various default patterns, levels, and timings for each
liability rating category, in conjunction with different interest
rate stress scenarios.

S&P also determined the scenario default rate (SDR) for each
rated class of notes, which uses our CDO Evaluator 6.3 model to
determine the default rate expected on a defined portfolio at
each rating level.  S&P based this on its reclassification (under
S&P's CDO of ABS criteria) of asset types to address the apparent
lack of performance diversity in each structured finance asset
type, amendments to asset-specific maturities, and updated asset
correlation parameters, which have resulted in higher SDRs--which
S&P then compared with the respective BDRs.

Taking into account S&P's credit and cash flow analysis, it
considers the available credit enhancement for the class A1 USD,
A2 USD, A2 EUR, A3 USD, A3 EUR, A4 USD, and A4 EUR notes in this
transaction to be commensurate with higher ratings than
previously assigned.  S&P has therefore raised its ratings on
these classes of notes.

Phoenix Light SF is a static cash flow CDO transaction that
closed in December2008.

RATINGS LIST

Phoenix Light SF Ltd.
EUR7.289 bil, US$23.863 bil floating rate notes

                            Rating             Rating
Class      Identifier       To                 From
A1 USD     71910AAA5        AAA (sf)           A (sf)
A2 USD     DE000A0T46P1     AAA (sf)           B (sf)
A2 EUR     DE000A0T4RE1     AAA (sf)           B (sf)
A3 USD     DE000A0T46Q9     A (sf)             CCC- (sf)
A3 EUR     DE000A0T4RF8     A (sf)             CCC- (sf)
A4 USD     DE000A0T46R7     B+ (sf)            CCC- (sf)
A4 EUR     DE000A0T4RG6     B+ (sf)            CCC- (sf)


VALLAURIS II: S&P Affirms 'B+' Rating on Class IV Notes
-------------------------------------------------------
Standard & Poor's Ratings Services raised to 'AAA (sf)' from
'A+ (sf)' its credit rating on Vallauris II CLO PLC's class II
notes.  At the same time, S&P has affirmed its ratings on the
class III and class IV notes and withdrawn its rating on the
class V combination notes following their full redemption.

The rating actions follow S&P's assessment of the transaction's
performance using data from the trustee report, dated March 17,
2015, in addition to S&P's credit and cash flow analysis.  S&P
has also taken into account recent developments in the
transaction.

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 considers to be performing,
the reported weighted-average spread, and the weighted-average
recovery rates that S&P considered appropriate.  S&P incorporated
various cash flow stress scenarios using its standard default
patterns and timings for each rating scenario, in conjunction
with different interest stress scenarios.

Since S&P's last review of the transaction on Nov. 12, 2012, it
has observed an increase in the available credit enhancement for
the rated notes due to structural deleveraging.  The portfolio's
credit quality has also improved since S&P's last review.  For
example, the proportion of assets rated in the 'CCC' category
(rated 'CCC+', 'CCC', or 'CCC-') has decreased to 0.00% from
6.94%, while the proportion of assets that S&P considers to be
defaulted has decreased to 7.13% of the current portfolio, from
9.86%.  All of the par coverage tests comply with the required
triggers under the transaction documents, while the weighted-
average spread earned on the portfolio assets is more or less
unchanged at 387 basis points.

S&P has also reviewed the transaction using its nonsovereign
ratings criteria.  Under these criteria, the highest rating S&P
would assign to a structured finance transaction is six notches
above the investment-grade sovereign rating on the country in
which the securitized assets are located.  The rating actions are
unaffected by the application of these criteria.

Taking into account the observations outlined, the results of
S&P's cash flow analysis suggest the available credit enhancement
for the class II notes is now commensurate with a 'AAA (sf)'
rating.  S&P has therefore raised to 'AAA (sf)' from 'A+ (sf)'
its rating on the class II notes.

S&P's cash flow analysis also indicates that the level of
available credit support for the class III and IV notes is
commensurate with higher ratings than previously assigned.  S&P
has, however, affirmed its ratings on these classes of notes
based on the maximum ratings achievable under the largest obligor
default test.  The portfolio is now concentrated, with only 16
performing obligors, and the credit protection available to the
class III and IV notes could be diluted by the performance of
individual obligors.  For example, the top obligor accounts for
10.7% of the current portfolio and if it were to default, the
available credit enhancement for the rated notes would face
significant erosion.

The largest obligor test is a supplemental stress test that S&P
outlines in its corporate cash flow collateralized debt
obligation (CDO) criteria.  This test aims to address event and
model risk by assessing whether a CDO tranche has sufficient
credit enhancement (not counting excess spread) to withstand
specified combinations of underlying asset defaults based on the
ratings on the underlying assets.  The test assumes a flat
recovery of 5%.

S&P has also withdrawn its rating on the class V combination
notes, based on the trustee's confirmation that the notes have
now fully redeemed.

Vallauris II CLO is a cash flow collateralized loan obligation
(CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms.

RATINGS LIST

Vallauris II CLO PLC
EUR324.6 Million Floating-Rate And Subordinated Notes

Class       Rating           Rating
            To               From

Rating Raised

II          AAA (sf)         A+ (sf)

Ratings Affirmed

III         BB+ (sf)
IV          B+ (sf)

Rating Withdrawn

V Combo     NR               AA+p (sf)

Combo--Combination.
NR--Not rated.



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


HOUSE CONSTRUCTION: Moody's Upgrades BCA Rating to ba2
------------------------------------------------------
Moody's Investors Service upgraded the baseline credit assessment
of House Construction Savings Bank of Kazakhstan (HCSBK) to ba2
from ba3, and confirmed the bank's Baa3 long-term and Prime-3
short-term local-currency deposit ratings. The outlook on the
long-term ratings is stable. This action follows the conclusion
of the rating agency's review on March 17, 2015 that had been
prompted by changes arising from the implementation of Moody's
revised methodology for rating banks globally.

Moody's has also assigned a Counterparty Risk Assessment (CR
Assessment) of Baa2(cr)/ short-term Prime-2(cr) to HCSBK.

The conclusion of the review was prompted by the changes arising
from the implementation of Moody's updated methodology for rating
banks globally. The revised methodology contains new aspects that
Moody's has devised in order to help accurately predict bank
failures, and to determine how each creditor class is likely to
be treated when a bank fails and enters resolution. The revisions
to the methodology reflect insights gained from the 2008-09
global financial crisis and the fundamental shift in the banking
industry and its regulation.

The upward revision of HCSBK's BCA reflects very strong
capitalization, providing sufficient cushion against a potential
increase in credit losses, strengthened profitability, good
asset-quality indicators and a high liquidity cushion, which
compares favorably with those of its peers. At the same time, the
BCA is constrained by HCSBK's monoline business model, focused
exclusively on the mortgage segment, and the rapid growth of its
loan book amid the challenging operating environment in
Kazakhstan (Baa2 stable).

HCSBK's capital adequacy remains strong, with the shareholder
equity-to-total assets ratio amounting to 25.6% under audited
IFRS and regulatory capital adequacy ratio (CAR) at 53.3% as of
end-2014 (year-end 2013: 27.3% and 64%, respectively). Although
capitalization is declining as a result of active loan growth, it
still remains well above the domestic sector-peer average,
providing a sufficient buffer against a potential increase in
credit losses. On the back of increasing lending volume and cost
efficiency, the bank's profitability improved with a reported ROA
of 2.7% at year-end 2014.

HCSBK's asset quality is robust, with problem loans (impaired or
overdue 90+) under IFRS having declined to 0.6% as of year-end
2014 down from 1% at year-end 2013 (1.3% in 2012), which is much
lower than Moody's estimate of the sector average. The low level
of problem loans is driven by the inherently high portfolio
granularity, borrowers' good payment discipline -- given the
savings-based business model -- and prudent collateral policy
with an average loan-to-value ratio of 39%. The bank also has no
foreign-currency risks, as all loans are granted in local
currency, mitigating the risk of a potential KZN devaluation, to
which other Kazakh banks are exposed.

Moody's believes there is very high likelihood of government
(systemic) support for HCSBK from the Kazakh government,
resulting in two notches of uplift from its standalone BCA of
ba2. Moody's bases its assessment on (1) the Kazakhstan
government's 100% ultimate ownership of the bank through the
National Holding "Baiterek"; (2) the bank's policy mandate to
carry out government housing finance programs; (3) its 22% market
share in the local housing mortgage market; and (4) a track
record of government support through capital injections and
provided funding.

As part of the actions, Moody's has also assigned a CR Assessment
to HCSBK. The CR Assessment reflects an issuer's ability to avoid
defaulting on certain senior operating bank obligations and other
contractual commitments, but it is not a rating. The CR
Assessment takes into account the issuer's standalone strength as
well as the likelihood of affiliate and government support in the
event of need, reflecting the anticipated seniority of
counterparty obligations in the liabilities hierarchy. The CR
Assessment also takes into account other steps authorities can
take in order to preserve the key operations of a bank in the
event of a resolution.

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



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


ASM INTERNATIONAL: S&P Affirms 'BB+' CCR, Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' long-term
corporate credit rating on The Netherlands-based semiconductor
equipment manufacturer ASM International N.V. (ASMI).  The
outlook is stable.

The rating on ASMI continues to reflect S&P's assessments of the
group's "weak" business risk profile and "modest" financial risk
profile.

ASMI's business risk profile reflects the group's narrow scope
and lack of diversification, given its focus on atomic layer
deposition (ALD) and plasma enhanced ALD (PEALD) equipment, two
small segments representing less than 10% of the overall
deposition market.  The group serves other segments within the
deposition market -- epitaxy and plasma enhanced chemical vapor
deposition -- but has leading market positions only in ALD and
PEALD.  Other weaknesses include the industry's highly cyclical
nature and substantial technology risks, including a long lead
time between investments in new products and revenue generation
from these products.  ASMI also competes with much larger
peers -- Applied Materials Inc., Lam Research Corp., and KLA-
Tencor Corp. -- who could gain market shares in ASMI's segments.
Furthermore, ASMI has a rather concentrated customer base.  In
2014, the 10 largest customers accounted for about 84% of
consolidated revenues.

These factors are partly offset by what S&P sees as the group's
established niche market positions in ALD and PEALD equipment,
positive growth prospects of increasing adoption of this
equipment, a solid technological product portfolio, and S&P's
anticipation of an adjusted EBITDA margin between 15% and 25%
through the cycle.

ASMI's financial risk profile reflects the absence of debt and
meaningful operating-lease and unfunded pension obligations, and
S&P's expectation of positive free operating cash flow (FOCF)
through the industry cycle.  The moderate dividend payments ASMI
receives from its 40% stake in its Hong Kong subsidiary, ASM
Pacific Technology Ltd. (ASMPT), help FOCF generation.  Still,
the group faces potentially wide swings in FOCF, owing to highly
volatile industry demand.

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

   -- Mid-to-high-single-digit organic revenue growth in
      semiconductor equipment spending in 2015, based on its
      forecast of low-to-mid-single-digit semiconductor sales
      growth.  In 2016, S&P expects semiconductor equipment
      spending will decline.

   -- Group revenues that continue to outperform the overall
      semiconductor equipment market's in 2015, with continued
      strong demand for ALD and PEALD equipment.  In 2016,
      however, S&P thinks ASMI's revenues could decrease, given
      S&P's expectation of a moderate industry downturn.

   -- Stable gross margin at about 43% in 2015, followed by a
      contraction to the high 30 percents in 2016.

   -- Moderately increasing dividends, compared with EUR32
      million in 2015, and share buybacks to distribute excess
      cash to shareholders.

   -- No reduction of the group's 40% stake in ASMPT.  Dividends
      of EUR20 million upstreamed from ASMPT in 2015.

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

   -- Adjusted EBITDA margin exceeding 25% in 2015 and at
      approximately 20% in 2016.

   -- Adjusted FOCF at about EUR90 million in 2015 and
      EUR70 million in 2016.

   -- Net cash exceeding EUR300 million in 2015 and 2016.

The stable outlook reflects S&P's expectation that ASMI will
maintain a conservative balance sheet, including a strong net
cash position of more than EUR200 million and limited financial
debt. In addition, S&P expects the group's Standard & Poor's-
adjusted gross debt-to-EBITDA ratio will remain below 1.5x
through the cycle.  Lastly, S&P thinks ASMI will likely generate
positive FOCF of between EUR40 million and EUR90 million,
excluding dividends from ASMPT through the cycle.

Although not foreseen at this stage, S&P could lower the rating
if ASMI were to substantially reduce its cash holdings or raise
material amounts of financial debt to finance large shareholder
distributions or acquisitions.  In addition, only break-even FOCF
generation and an adjusted EBITDA margin of less than 15% through
the cycle could lead S&P to lower the rating.

Rating upside is limited in the next 12 months, primarily due to
S&P's assessment of ASMI's business risk profile.  However, S&P
could consider raising the rating if ASMI's adjusted EBITDA
margin increased sustainably above 25%, coupled with reduced
volatility of margins through the industry cycle, and if ASMI
maintained its current market-leading position in the growing ALD
and PEALD equipment markets.


NORTH WESTERLY III: Moody's Raises Rating on Class P Notes to Ba2
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of the following
notes issued by North Westerly CLO III B.V.:

  -- EUR32 million Class B Deferrable Interest Floating Rate
     Notes due 2022, Upgraded to Aaa (sf); previously on May 21,
     2014 Upgraded to A1 (sf)

  -- EUR17 million Class C Deferrable Interest Floating Rate
     Notes due 2022, Upgraded to A3 (sf); previously on May 21,
     2014 Upgraded to Baa3 (sf)

  -- EUR10 million (current outstanding balance of EUR4.51M)
     Class P Combination Notes due 2022, Upgraded to Ba2 (sf);
     previously on May 21, 2014 Downgraded to Ba3 (sf)

  -- EUR6 million (current outstanding balance of EUR3.26M)
     Class R Combination Notes due 2022, Upgraded to A3 (sf);
     previously on May 21, 2014 Upgraded to Baa3 (sf)

Moody's also affirmed EUR 66.93m notes:

  -- EUR15.5 million Class D Deferrable Interest Floating Rate
     Notes due 2022, Affirmed B1(sf); previously on May 21, 2014
     Downgraded to B1 (sf)

  -- EUR290 million (current outstanding balance of EUR40.97M)
     Class A Senior Floating Rate Notes due 2022, Affirmed Aaa
     (sf); previously on May 21, 2014 Upgraded to Aaa (sf)

  -- EUR14.5 million (current outstanding balance of EUR10.46M)
     Class E Deferrable Interest Floating Rate Notes due 2022,
     Affirmed Caa2 (sf); previously on May 21, 2014 Downgraded to
     Caa2 (sf)

North Westerly CLO III B.V., issued in August 2006, is a single
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly high yield senior secured European loans. The
transaction's reinvestment period ended in October 2012.

The upgrades of the notes are primarily a result of significant
deleveraging arising from the last two payments date in October
2014 and April 2015. As a result, the class A note has paid down
EUR66.4 million (23% of initial balance) resulting in increases
in over-collateralization levels. As of the April 2015 trustee
report, the Class A, B, C, D and E overcollateralization ratios
are reported at 287.09%, 161.19%, 130.73%, 111.51 and 101.46%
respectively compared with 175.77%, 135.43%, 120.72%, 109.83 and
103.54% in September 2014.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having a
EUR pool with performing par and principal proceeds balance of
EUR122.5 million, a defaulted par of EUR5.9 million, a weighted
average default probability of 26.67% (consistent with a WARF of
4371 over a weighted average life of 3.11 years), a weighted
average recovery rate upon default of 46.91% for a Aaa liability
target rating, a diversity score of 16 and a weighted average
spread of 3.88%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 91% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default, while
the non first-lien loan corporate assets would recover 15%. In
each case, historical and market performance and a collateral
manager's latitude to trade collateral are also relevant factors.
Moody's incorporates these default and recovery characteristics
of the collateral pool into its cash flow model analysis,
subjecting them to stresses as a function of the target rating of
each CLO liability it is analyzing.

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

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

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

Additional uncertainty about performance is due to the following:

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

(2) Around 41% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates. As part of its base case, Moody's has stressed
large concentrations of single obligors bearing a credit estimate
as described in "Updated Approach to the Usage of Credit
Estimates in Rated Transactions", published in October 2009.

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

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


NXP FUNDING: S&P Assigns 'BB' Rating to US$1BB Sr. Unsec. Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue rating
to the proposed US$1 billion senior unsecured notes to be issued
by Dutch semiconductor manufacturer NXP B.V. (BB+/Watch Pos/--)
and its wholly owned subsidiary NXP Funding LLC (together, NXP).
At the same time, S&P placed the issue rating on CreditWatch with
positive implications to reflect the CreditWatch on the rating on
NXP B.V.

S&P also assigned its '5' recovery rating to the proposed notes,
indicating its expectation of modest recovery prospects, in the
lower half of the 10%-30% range, in the event of a payment
default.

The recovery and issue ratings on NXP's existing debt instruments
are unchanged.

S&P's issue and recovery ratings on the proposed notes are based
on S&P's understanding that these notes will rank pari passu with
NXP's existing senior unsecured notes and benefit from the same
guarantee package.  S&P notes that the documentary protection for
lenders under the proposed notes, predominately comprising of
restrictions on liens, are relatively weak.

NXP announced last March its acquisition of Freescale
Semiconductor Inc. in a cash and stock transaction of about
US$16.7 billion, including the assumption of Freescale
Semiconductor's net debt.  S&P understands that NXP is likely to
use the proceeds of the proposed notes to refinance debt at
Freescale Semiconductor. S&P has not updated its stressed
enterprise value or simulated waterfall assumptions to include
Freescale Semiconductors.


SYNCREON GROUP: S&P Lowers CCR to 'B-', Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on syncreon Group Holdings B.V. to 'B-' from 'B'.  The
outlook is stable.

S&P also lowered the issue-level rating on the company's US$625
million senior secured credit facility to 'B-' from 'B'.  The
recovery rating remains '4' indicating S&P's expectation for an
average (at the lower end of the 30%-50% the range) recovery in a
default scenario.  S&P also lowered the issue-level rating on the
company's US$225 million senior unsecured notes to 'CCC' from
'CCC+'.  The recovery rating on the senior unsecured notes
remains a '6', indicating S&P's expectation for negligible (0% to
10%) recovery in the event of a payment default.

"The downgrade reflects our expectation that credit measures will
weaken further in 2015 and 2016 stemming from the eventual loss
of a key customer contract, volume and pricing pressures, and the
effects of the relative strengthening of the U.S. dollar," said
Standard & Poor's credit analyst Nadine Totri.

In 2014, softness in the company's technology and automotive
segments, and the translation impact of the strong U.S. dollar
resulted in leverage measures (adjusted to include operating
leases) of 6.1x debt to EBITDA and about 9% funds from operations
(FFO) to debt.

S&P's 'B-' rating on syncreon is derived from S&P's anchor of
'b-', based on S&P's "weak" business risk and "highly leveraged"
financial risk profile assessments (as defined in S&P's criteria)
for the company.  S&P believes syncreon has "adequate" liquidity
sources, as defined in S&P's criteria, to cover its needs in the
next 12 to 18 months, even if its EBITDA declines unexpectedly.
The company has no near-term debt maturities.

The stable outlook reflects S&P's expectation that syncreon will
will continue to maintain "adequate" liquidity (as defined in
S&P's criteria) and sufficient covenant headroom.

S&P could lower the rating if continued loss of key customer
contracts or failure to successfully launch new business in a
timely manner results in sustained negative free cash generation
with no prospect for improvement.  S&P could also lower the
rating if liquidity issues arise or if it appears likely that the
company will draw on its revolver to an extent that triggers the
leverage covenant and the company is not likely to have 15%
headroom.

S&P could consider a higher rating if stronger-than-expected
growth in the company's end-markets, successful execution of
newly awarded business, and an easing of the effects of the
strong U.S. dollar results in a debt to EBITDA of 6.5x or lower
on a sustained basis, and the company is able to generate
positive free cash flows.



===========
P O L A N D
===========


E-KANCELARIA GRUPA: Court Declares Firm's Insolvency
----------------------------------------------------
Reuters reports that a court in Wroclaw, Poland, announced the
insolvency of E-Kancelaria Grupa Prawno Finansowa SA
with possibility of arrangement with its creditors.



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


OLTCHIM SA: Records EUR54.8MM in First 4 Months This Year
---------------------------------------------------------
Romania-Insider reports that Oltchim SA recorded in the first
four months of the year a turnover of EUR54.8 million, up 35%
year-on-year, the company announced.

The report says the profit before taxes and amortization amounted
to EUR4.2 million, compared to a loss of EUR11.7 million in the
same period of last year. In the first four months of 2014, the
producer had a turnover of EUR40.8 million, whereas the business
in 2013 amounted to almost EUR28 million in the same period,
Romania-Insider discloses.

In September, Oltchim will propose a timetable to reschedule the
two and a half overdue monthly salaries, Romania-Insider reports.

According to the report, the insolvent company still waits for
investors, after the state failed several times to privatize it.

Three companies are interested in buying it, said Economy
Minister Florin Tudose at the beginning of May. Two of them are
Chinese and one is from Europe, the report notes.

Oltchim SA is a Romanian chemical producer.

As reported in Troubled Company Reporter-Europe on Feb. 1, 2013,
SeeNews said a court in the southwestern Romanian county of
Valcea declared Oltchim insolvent. According to SeeNews, Oltchim
said in a statement the court appointed a consortium made up of
Rominsolv SPRL and BDO Business Restructuring SPRL as its
temporary administrator. The state-controlled company filed for
insolvency on Jan. 24, 2013.



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


AHML 2014-2: Moody's Assigns Ba1 Ratings to 3 Note Classes
----------------------------------------------------------
Moody's Investors Service assigned definitive long-term credit
ratings to notes issued by Closed Joint Stock Company "Mortgage
agent of AHML 2014-2":

  -- RUB 8425 million Class A1 Residential Mortgage Backed Fixed
     Rate Notes due 2047, Definitive Rating Assigned Ba1(sf)

  -- RUB 4493 million Class A2 Residential Mortgage Backed Fixed
     Rate Notes due 2047, Definitive Rating Assigned Ba1(sf)

  -- RUB 6459 million Class A3 Residential Mortgage Backed Fixed
     Rate Notes due 2047, Definitive Rating Assigned Ba1(sf)

  -- RUB 684.78 million Class B Notes were not rated by Moody's.

This transaction is the ninth securitization of mortgages
originated by the Agency for Housing Mortgage Lending OJSC
("AHML", Ba1/NP) and rated by Moody's. The portfolio consists of
the Russian residential mortgage loans serviced by AHML.

The Class A1, A2 and A3 notes benefit from an irrevocable,
unconditional and validly existing surety issued by AHML (the
Surety Provider). If the Issuer fails to pay interest on these
notes on the interest payment date or principal on the legal
final maturity the Surety Provider will be obligated to pay these
amounts on the notes within the applicable grace period. As such,
the ratings of the notes are directly linked to the senior
unsecured ratings of the Surety Provider: all things being equal,
a downgrade of AHML current rating will lead to a downgrade of
the notes.

The notes are also backed by the pool of fixed rate loans,
denominated in Russian Roubles and secured by mortgages on
residential properties located throughout the Russian Federation.
All loans are secured by mortgage certificates ("zakladnaya"),
which have been transferred to the issuer. The loans have been
originated by a range of local regional banks and non-banking
entities in accordance with standards set by AHML. AHML also
performs various other roles in the transaction such as servicer,
calculation agent, and cash manager; the collection accounts are
also in the name of AHML.

The ratings are based primarily on the support provided by the
Surety Provider. If the Issuer does not have sufficient funds
available to make interest payments due on the Class A1, A2 or A3
notes on the interest payment date or to make principal payment
on these notes on the legal final maturity, the Surety Provider
will be obligated to make these payments within the applicable
grace period (10 days for interest and principal payments). In
addition, if the Issuer announces a decision to redeem the notes
early, but is unable to do so, the Surety Provider will be
obligated to perform this redemption. Finally, if the noteholders
make a decision to accelerate the notes and the Issuer is unable
to make the required payments, the noteholders may request these
payments from the Surety Provider.

The notes are also backed by the mortgage loan portfolio, the key
characteristics of which are the current weighted average loan-
to-value (LTV) ratio of 44.5% based on the minimum of the
purchase price and valuation (lower than that in the previous
transaction, which had current LTV of 51.6%) and the fact that
for all borrowers the income was verified using official tax
forms.

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

The amortizing Reserve Fund of RUB401.24 million (2% of the
initial bond balance) was partially funded at closing to the
amount of RUB140.43 million (0.7% of the initial bond balance)
and the remaining balance will be funded by the excess spread.
Eight quarters after issuance and subject to certain conditions
being met, the reserve fund may start amortizing at 2% of the
outstanding note balance down to a floor of RUB70.22 million.

The ratings are based primarily on the support provided by the
Surety Provider, and are directly linked to its Moody's senior
unsecured debt rating. Accordingly, any change of such rating of
the Surety Provider could cause a corresponding change to the
ratings of the notes.

The principal methodology used in this rating was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
January 2015.

The analysis undertaken by Moody's at the initial assignment of a
rating for an RMBS security may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.

Other Factors used in this rating are described in Key Legal and
Structural Rating Issues in Russian Securitisation Transactions,
published in June 2007.

Moody's mainly relied on the obligations, investigations,
representations and warranties of the Surety Provider and the
agents of the Issuer. No cash flow analysis or stress scenarios
have been conducted as the ratings were directly derived from the
rating of the Surety Provider.

Factors or circumstances that could lead to an upgrade of the
ratings include (1) reduction in country risk, performance of the
underlying collateral that is better than Moody's expected, (2)
deleveraging of the capital structure and (3) improvements in the
credit quality of the transaction counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) further increase in country risk, performance
of the underlying collateral that is worse than Moody's expects,
(2) deterioration in the notes' available credit enhancement and
(3) deterioration in the credit quality of the transaction
counterparties.


KRAYINVESTBANK: Fitch Withdraws 'B' IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings has withdrawn Russia-based Krayinvestbank's ratings
without affirmation.

Fitch is withdrawing KIB's ratings due to the recent withdrawal
of the ratings of the bank's main shareholder, Krasnodar Region.
Following the withdrawal of Krasnodar Region's ratings, Fitch is
no longer able to reliably assess the region's ability to provide
support to KIB, and hence no longer has sufficient information to
maintain the bank's ratings.  Accordingly, Fitch will no longer
provide ratings or analytical coverage for KIB.

These ratings have been withdrawn without affirmation:

Long-term foreign and local currency IDRs: 'B' with Stable
Outlook

Short-term foreign currency IDR: 'B'

National Long-term rating: 'BBB-(rus)' with Stable Outlook

Viability Rating: 'b-'

Support Rating: '4'

Senior unsecured debt: 'B'/'BBB-(rus)/'RR4'



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


EMPARK FUNDING: Moody's Affirms B1 Senior Secured Rating
--------------------------------------------------------
Moody's Investors Service affirmed the B1 senior secured rating
on the notes issued by Empark Funding S.A., a financing conduit
of Empark Aparcamientos y Servicios S.A. (Empark). Concurrently,
Moody's has affirmed the B1 corporate family rating of Empark and
the Ba3-PD probability of default rating. The outlook on the
ratings is stable.

The affirmation of Empark's B1 rating recognises the company's
resilient financial performance and Moody's expectation that it
will continue to demonstrate credit metrics commensurate with the
current rating.

Empark reported like-for-like revenue growth of 2.3% in 2014 in
its off-street concessions segment, which is a key contributor to
the company's cash flow. The increase in revenue was driven
primarily by growth in volumes as low inflation means tariffs are
not increasing. Better volume performance reflects the improved
macroeconomic environment in Spain and Portugal, where Empark
primarily operates. Growth in revenues continued in Q1 2015, when
Empark reported an increase of 2.8% in revenues in its off-street
concessions segment.

Despite better performance in the off-street segment, Empark's
revenues remained fairly flat given some minor decline in other
segments of the company's operations. Overall like-for-like
EBITDA was, however, up by 4.8% in 2014 owing to strict cost
control and savings realised by the company. Stronger operational
performance was offset by some increase in capital expenditure
and cash flows related to one-off items resulting in a negative
free cash flow in 2014. As a result, the reduction in net debt
was fairly modest as the company used some of its cash balances
and proceeds from the disposal of the Sevilla car park for debt
repayment. Overall, Moody's considers that with a Moody's-
adjusted net debt/ EBITDA of 7.9x as of end-2014, Empark remains
highly leveraged. In this regard, the rating agency notes that
whilst the improvement in operational performance is positive,
the pace of future deleveraging will depend on levels of
investments associated with contract renewals and Empark's
participation in new tenders.

Moody's notes the potential change in ownership of Empark which,
if it proceeds, may result in a change to the company's strategy
and capital structure. In April 2015, the company announced that
its board of directors had been informed by the representatives
of ASSIP Consultoria e Servicos, S.A., that Grupo Portugalia, A.
Romarim, S.A. and the shareholders of A. Silva & Silva --
Imobiliario e Servicos, S.A. (ASSIS) had entered into exclusive
negotiations with the French company VINCI Park S.A. to sell 100%
of shares in ASSIP. Furthermore, Empark's board of directors was
informed by the representatives of ES Concessoes, ESIF, Ahorro
Corporacion, TIIC and Mellopark that they had also entered into
an exclusivity agreement with VINCI Park in relation to the
potential sale of 100% of their shares in Empark. Whilst no
details have been disclosed at this stage and there is still
uncertainty that the transaction will go ahead, in Moody's view
the acquisition of Empark by a larger and more diversified group
could be ratings positive.

Empark's B1 rating remains constrained by (1) high financial
leverage, (2) the competitive nature of the car parking sector
and the company's limited scale, and (3) renewal risk associated
with maturing concessions and contracts, albeit mitigated by
Empark's track record of contract renewals. More positively the
rating reflects (1) the strategic location of the company's
assets and Empark's long track record of operations, which
mitigates competitive threats and demand risk, (2) strict cost
controls, which enabled the company to maintain a fairly stable
recurring EBITDA, and (3) a significant share of long-term off-
street concessions, which provide medium-term visibility for
Empark's future cash flow generation.

The stable outlook reflects Moody's view that Empark's financial
profile will remain in line with the current ratio guidance and
the company will maintain an adequate liquidity profile.

A rating upgrade could result from a decline in leverage on a
Moody's-adjusted net debt/ EBITDA basis below 7x coupled with
satisfactory liquidity arrangements, successful renewal rates and
steady parking demand.

Conversely, downward rating pressure could develop, if (1)
Empark's leverage were to increase above 8x on a Moody's-adjusted
net debt/ EBITDA basis; or (2) liquidity concerns were to arise.

The methodologies used in these ratings were Privately Managed
Toll Roads published in May 2014, Global Surface Transportation
and Logistics Companies published in April 2013, and Loss Given
Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Empark Aparcamientos y Servicios S.A. is the largest car parking
operator in the Iberian Peninsula. The company's major geographic
focus is on Spain and Portugal, where it generates some 70% and
30% of EBITDA respectively.


ISOLUX CORSAN: S&P Keeps 'B' CCR on CreditWatch Negative
--------------------------------------------------------
Standard & Poor's Ratings Services said it has kept its 'B' long-
term corporate credit rating on Spain-based engineering and
construction company Isolux Corsan S.A. on CreditWatch with
negative implications.  At the same time, S&P affirmed its 'B'
short-term rating on the company.

S&P has also kept its 'B' issue rating on Isolux's EUR850 million
senior secured notes on CreditWatch negative.  The recovery
rating on these notes is unchanged at '4'.

The original CreditWatch placement reflected S&P's view that
Isolux's liquidity position had weakened.

Despite Isolux's recent disposal of its WETT concession for
US$220 million, the company continues to have very high short-
term debt, compared with its liquidity resources.

According to S&P's liquidity analysis, Isolux's liquidity
headroom remains tight, based on S&P's calculation of cash
sources to cash needs at below 1.0x.  In addition, S&P thinks
that the company's weak cash flow continues to be under heavy
pressure from volatile working capital and a high interest
burden.  In 2014 and the first quarter of 2015, Isolux's funds
from operations (FFO) were insufficient to cover working capital
outflows.  In total, the company faces approximately EUR396
million of debt repayments over the next 12 months, which is
higher than freely available cash and FFO, in S&P's view.  S&P
understands, however, that management is in discussions with the
company's core banks to extend and merge its syndicated loans and
to reset the covenants levels.  If management accomplishes this
objective, S&P sees potential for improved liquidity over the
coming months.  S&P also believes that the concession business,
of which Isolux currently owns 81%, provides some financial
flexibility.  But S&P don't factor in additional asset disposals
at this point.

Isolux divested its WETT transmission lines for a total of
US$220 million.  S&P understands from management that the
proceeds can be included in its net corporate leverage
calculation, as defined in the loan documents.  Therefore,
following the transaction, S&P estimates that the debt-to-EBITDA
ratio is about 2.7x for the upcoming June 2015 covenant testing.
In S&P's opinion, this provides satisfactory headroom under the
3.2x threshold at least until year-end 2015.

"We continue to view the company's financial risk profile as
"highly leveraged" as defined under our criteria.  This is based
on a group approach, including the nonrecourse business, which we
reconsolidate to arrive at our adjusted credit ratios using the
company's reported segment breakdown.  This, however, enables us
to arrive at approximate figures only.  Our method reflects our
assumption that the company would have a strategic and economic
incentive to support most concessions' debt if projects came
under stress.  That said, there are cases were Isolux has not
supported loss-making projects, and non-recourse operations since
2014 are deconsolidated in the accounts.  Furthermore, we
acknowledge that Isolux has a strategic partner at the concession
level, PSP Investment, which currently owns 19.2% of the
concessions business," S&P said.

"In our base-case forecasts for 2015-2016, we assume that FFO to
debt will remain below 4%, which is low because of, in part, the
high debt stemming from the concessions business.  On a corporate
level, we expect for 2015 low or breakeven free operating cash
flow (FOCF) only as corporate capital expenditures (capex) will
be limited to maintenance capex.  However, on a consolidating
approach (including the infrastructure), FOCF will likely to
remain negative. Ultimately, this also depends on working capital
over 2015," S&P added.

"The CreditWatch continues to reflect the likelihood of a one-
notch downgrade should management fail to improve the Isolux's
liquidity within the next three month.  If the current level of
short-term debt is not extended or replaced and the loan maturity
profile thereby not extended, we could reassess liquidity to
"weak," compared with "less than adequate" currently.  Our
reassessment of liquidity would lead us to downgrade Isolux to
'B-'.  This could also be the case if covenant headroom, under
our base case for 2016, is insufficient.  Additionally, we would
consider lowering the rating if the company's cash flow weakens
and if working capital continues to consume FFO over 2015 and
2016," S&P noted.


LICO LEASING: Moody's Reviews 'Ca' Deposit Ratings for Upgrade
--------------------------------------------------------------
Moody's Investors Service placed on review for upgrade the Ca
long-term deposit ratings of Lico Leasing. The rating action
follows Moody's preliminary assessment of the recovery
expectation on Lico's rated liabilities, pointing to a recovery
above 65% which is commensurate with a rating level above the
current Ca rating. The institution has been in run-off since
2012.

The review for upgrade of Lico's deposit ratings has been
triggered by the expected recovery analysis that Moody's has
carried out on the firm's rated liabilities, given that Lico is
an institution in run-off. Moody's assessment of the expected
recovery on the firm's assets and the application of the recovery
proceeds to the firm's liabilities indicate an expected recovery
rate on rated liabilities above 65%, which is commensurate with a
rating level above the current Ca rating.

Nevertheless, Moody's says that there is a high uncertainty
around that recovery expectation, given that part of the firm's
assets were segregated to a newly setup leasing company in late
2014. Moody's has conducted a preliminary expected recovery
analysis based on the segregation perimeter described in the 2013
audited, annual report; however, the segregation perimeter has
been subject to transformation because the segregation process
was only completed in December 2014. Moody's will only be able to
carry out a conclusive expected recovery analysis, and thus
conclude the rating review process, once the 2014 audited, annual
report becomes available and the definitive segregation perimeter
becomes fully visible.

Lico's deposit ratings would be upgraded if the expected recovery
analysis carried out based on 2014 audited, annual report,
indicates a recovery expectation on rated liabilities above 65%.

Given the review for upgrade, a downgrade of Lico's deposit
rating is unlikely. Nevertheless, if the segregation perimeter
shown in the 2014 annual report differs substantially from the
preliminary perimeter in 2013 annual report, thereby reducing
Moody's recovery expectations on the rated liabilities below 35%,
the firm's deposit rating could be downgraded to C.

The principal methodology used in these ratings was Finance
Company Global Rating Methodology published in March 2012.



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


METINVEST BV: Bondholder Group Blocks Debt Restructuring Proposal
-----------------------------------------------------------------
Luca Casiraghi at Bloomberg News reports that Metinvest BV's
latest proposal to restructure more than US$3 billion of debt was
blocked by a group of bond holders on June 1.

According to Bloomberg, two people familiar with the matter said
the company failed to gather enough votes from holders of notes
that matured on May 20 to allow the company to delay payment to
next year of some of the money owed.

The people said the group of investors, which includes Marathon
Asset Management and Noster Capital, is advised by law firm
Kirkland & Ellis, Bloomberg relates.  The company said in a
statement on June 2 the meeting held on June 1 would be
rescheduled, Bloomberg notes.

Metinvest, Bloomberg says, is seeking to restructure its debt
after conflict in the east of the country damaged factories and
mines, reducing revenue and access to international credit
markets.

Metinvest BV is Ukraine's largest steelmaker.


UKRAINIAN PROFESSIONAL: Placed Under Insolvent Bank Category
------------------------------------------------------------
Interfax-Ukraine reports that the National Bank of Ukraine (NBU)
has announced that public joint-stock company Ukrainian
Professional Bank (UPB, Kyiv) is insolvent.

The news agency relates that the NBU said the decision was made
on May 28.

"With the purpose of protecting depositors and other creditors,
the board of the NBU had to make the decision to put UPB in the
category of insolvent banks," the regulator said.

According to the report, NBU said UPB carried out risky
operations that threatened the interests of depositors and other
creditors of the bank, in particular, by worsening the quality of
assets, depending on interbank resources, a there being a general
lack of liquidity. The NBU has appointed a curator to the bank,
the report notes.

Interfax-Ukraine relates that the regulator said the bank's
financial readjustment plan did not include measures to improve
its liquidity and its shareholders did not take into account the
NBU's remarks on the urgent financial readjustment of the bank.
The financial state of the bank subsequently worsened. The NBU
started receiving many claims on the non-fulfillment of the
bank's liabilities to its clients or the delayed fulfillment of
liabilities, the report notes.

According to Ukrainian law, the bank that was put in the category
of insolvent banks is under the jurisdiction of the Individuals'
Deposit Guarantee Fund, which introduced temporary administration
at the bank, Interfax-Ukraine says.

Ukrainian Professional Bank was founded in 1992. Its largest
shareholder as of April 1, 2015 was Ukrainian Investment-
Financial Alliance (95.3902%).

UPB ranked 36th among 133 operating banks as of April 1, 2015, in
terms of total assets worth UAH 4.55 billion, Interfax-Ukraine
discloses citing the NBU.



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


ASTON MARTIN: S&P Affirms 'B-' CCR After Liquidity Injection
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its long-term
corporate credit rating on U.K.-based auto manufacturer Aston
Martin Holdings (UK) Ltd. (AM) at 'B-' and removed it from
CreditWatch, where S&P had placed it with negative implications
on Feb. 13, 2015.  The outlook is stable.

S&P also affirmed its senior secured debt rating of 'B-' on the
GBP304 million notes issued by Aston Martin Capital Ltd.  The
recovery rating on these notes is unchanged at '4', indicating
S&P's expectation of average recovery prospects, at the lower end
of the 30%-50% range, for noteholders in the event of a payment
default.

Finally, S&P affirmed the subordinated debt rating of 'CCC' on
the US$165 million 10.25% unsecured subordinated payment-in-kind
(PIK) notes due July 2018, issued by AM.  The recovery rating on
these notes is unchanged at '6', indicating S&P's expectation of
negligible (0%-10%) recovery prospects for noteholders in the
event of a payment default.  S&P also removed the issue ratings
from CreditWatch negative.

The affirmation reflects S&P's view that AM will have sufficient
liquidity to meet substantial negative free operating cash flow
(FOCF) during 2015 and 2016, which is critical to enable the
company to meet its heavy investment plans.  The additional
liquidity is due to the issuance of GBP200 million of preference
shares to existing shareholders.  Of these new funds, GBP100
million were drawn in April 2015 and the remaining GBP100 million
is available to be drawn at any time during the following 12
months; S&P expects AM to draw on it in 2016.

"We expect AM to continue its strategy of developing a limited
number of successor models to replace, revamp, and update its
range of luxury sports cars.  This requires significant capital
expenditure (capex), which we expect to continue over the next
few years, and the company has needed ongoing injections of
liquidity to fund it.  We expect AM to fully draw on this
additional liquidity to fund its planned spending, which we
consider to be sufficient to bridge the period until new cars
start to be launched and operating cash flows improve, likely
from late 2016. Nevertheless, we see potential execution risks
involved in delivering this plan on time and within budget," S&P
said.

"The company's operating results have been weaker than we
expected because volumes have been lower, especially in China,
following warranty recalls.  The average selling price also fell
and costs rose.  For 2014 (year to Dec. 31) reported revenues and
EBITDA were lower year on year.  On an adjusted basis, EBITDA was
-GBP28 million and funds from operations (FFO) were -GBP70
million, because we expense development costs while the company
largely capitalizes them," S&P added.

For 2015 and 2016, S&P has updated its forecasts and its base-
case scenario assumptions as:

   -- Continued pressure on revenues ahead of the launch of new
      car models, which S&P expects in 2016.  An improvement in
      reported EBITDA, as the impact of lower volumes seen in
      China in 2014 won't be repeated.

   -- Continued annual heavy capex leading to sizable negative
      FOCF in excess of GBP100 million, requiring AM to fully
      draw on the liquidity provided by the preference shares.

   -- S&P expects EBITDA and FFO to remain negative in 2015 and
      2016.

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

   -- Negative adjusted FFO to debt.
   -- Negative adjusted debt to EBITDA.

Adjusted debt on Dec. 31, 2014 was GBP453 million, which was
similar to reported gross debt, as S&P do not deduct any cash --
which was GBP89 million--in S&P's debt calculation.  Under S&P's
criteria for noncommon equity financing, it regards the
GBP200 million of preference shares as debt-like obligations.
S&P will treat the amount drawn as debt in its financial
analysis; that is, initially the GBP100 million drawn to date and
subsequently the remaining GBP100 million to be drawn within the
next 12 months (which S&P expects to be drawn in 2016).

S&P's assessment of AM's "vulnerable" business risk profile is
unchanged and remains constrained by the company's high cost
structure and reported operating losses, very limited product
range and operating diversity, as well as the cyclical demand for
luxury sports cars.  AM also has a niche market position,
compared with its far larger and stronger peers.  Mitigating
factors include strong brand recognition; a modular production
platform; and above-average growth rates in the super-premium
automotive segment.

S&P's assessment of AM's "highly leveraged" financial risk
profile is unchanged and remains constrained by its negative
adjusted EBITDA and FFO and heavily negative FOCF, rising
adjusted debt, and lack of meaningful leverage or coverage
metrics.  AM's principal debt instruments -- the senior secured
notes and the PIK notes -- both mature in July 2018.

S&P's 'b-' anchor is unchanged.  S&P notes positively the
appointment of a permanent chief financial officer.  S&P
maintains its "financial-sponsor 6" assessment, given AM's
ownership profile.

The stable outlook reflects S&P's expectation that AM will have
adequate liquidity to fund the heavily negative FOCF that S&P
forecasts for 2015 and 2016.

S&P does not envisage raising the ratings during the next year,
as it do not expect the company to deliver improved FOCF until
after new cars start to be launched, likely from late 2016.

S&P could lower the ratings if it anticipates that negative FOCF
will not be fully funded during 2015 or 2016 by available
liquidity or if execution risks arise on the investment plan.
S&P could lower the ratings if it revises its liquidity
assessment to "less than adequate" or "weak."


ENDEAVOUR INT'L: Launches Marketing Process for North Sea Assets
----------------------------------------------------------------
Endeavour International Corporation on June 1 disclosed that the
Company's Board of Directors has authorized the immediate launch
of a marketing process in the U.K. for the sale of all or
substantially all of its North Sea oil and gas assets.
Blackstone Advisory Partners L.P. has been engaged as the
Company's financial advisor in this process.

Endeavour will consider a full range of options in order to
unlock the value underlying the Company's assets, including a
sale of individual North Sea assets.  The Company believes that a
timely sale of all or part of its North Sea assets may provide
the best means to preserve and protect the value of the assets,
with the ultimate goal of maximizing the benefit to the
stakeholders.

While the Company pursues the marketing process, it will remain
focused on executing its operational plan.  The Company does not
expect to comment further or update the market with further
information on the process unless and until the Board of
Directors has approved a specific transaction or otherwise deems
disclosure appropriate or necessary.  There is no assurance that
this marketing process will result in Endeavour pursuing a
particular transaction or completing any such transaction.

Endeavour separately announced its proposed sale of substantially
all of the Company's U.S. assets, including bid procedures and
notice of an auction, in a motion filed with the United States
Bankruptcy Court for the District of Delaware on April 29, 2015.

                  About Endeavour International

Houston, Texas-based Endeavour International Corporation (OTC:
ENDRQ) (LSE: ENDV) is an oil and gas exploration and production
company focused on the acquisition, exploration and development
of energy reserves in the North Sea and the United States.

On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.  The cases are pending joint administration
under Endeavour Operating Corp.'s Case No. 14-12308 before the
Honorable Kevin J. Carey (Bankr. D. Del.).

As of June 30, 2014, the Company had US$1.55 billion in total
assets, US$1.55 billion in total liabilities, US$43.7 million in
series c convertible preferred stock, and a US$41.5 million
stockholders' deficit.

Endeavour Operating Corporation, in its schedules, disclosed
US$808,358,297 in assets and US$1,242,480,297 in liabilities as
of the Chapter 11 filing.

The Debtors have tapped Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A., as co-counsel; The Blackstone
Group L.P., as financial advisor; AlixPartners, LLP, as
restructuring advisor; and Kurtzman Carson Consultants LLC, as
claims and noticing agent.

The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors in the Chapter 11 cases
of Endeavour Operating Corporation and its debtor affiliates.
The Committee is represented by David M. Bennett, Esq., Cassandra
Sepanik Shoemaker, Esq., and Demetra L. Liggins, Esq., at
Thompson & Knight LLP, and Neil B. Glassman, Esq., Scott D.
Cousins, Esq., and Evan T. Miller, Esq., at Bayard, P.A.  Alvarez
& Marsal North America, LLC, serves as financial advisors to the
Committee, while UpShot Services LLC serves as website
administrator.

                        *     *     *

U.S. Bankruptcy Judge Kevin J. Carey in of Delaware, on Dec. 22,
2014, approved the disclosure statement explaining Endeavour
Operating Corporation, et al.'s joint plan of reorganization.

The Amended Plan, dated Dec. 19, 2014, provides that it is
supported by creditors who collectively hold 82.99% of the March
2018 Notes Claims (Class 3), 70.88% of the June 2018 Notes Claims
(Class 4), 99.75% of the 7.5% Convertible Bonds Claims (Class 5),
and 69.08% of the Convertible Notes Claims (Class 6).  The
Amended Plan also provides that holders of general unsecured
claims will recover an estimated 15% of the total claims amount,
which is estimated to be US$6,000,000.

The hearing to consider confirmation of the Amended Joint Plan of
Reorganization, dated Dec. 23, 2014, of Endeavour Operating
Corporation and its affiliated debtors, including Endeavour
International Corporation, has been adjourned to a date to be
determined.

On April 29, 2015, the Debtor announced that, as a result of
recent declines in oil and gas prices, the Company withdrew the
proposed Plan.


JE WILSON: Taken Out of Administration; 121 Jobs Saved
------------------------------------------------------
Elizabeth Anderson at The Telegraph reports that JE Wilson & Sons
has been taken out of administration, saving 121 jobs.

The company, which has made confectionery since 1913, had fallen
into financial difficulties in recent years, The Telegraph
relates.

Andrew Wilson, the managing director of JE Wilson & Sons and
grandson of the firm's founder, set up a separate company to take
the business out of administration, The Telegraph discloses.

According to The Telegraph, Creative Confectionery -- based in
Holme, just over the border in Lancashire -- was formed with
backing from Bibby Financial Services and Mr. Wilson is now
managing director of the whole group.  The deal was disclosed by
administrators Dow Schofield Watts Business Recovery, The
Telegraph relays.

The new partnership means 66 full-time jobs and 55 seasonal jobs
have been secured, The Telegraph states.

JE Wilson & Sons is a Cumbrian company best known for making
Kendal Mint Cake.


LANDMARK MORTGAGE NO.1: S&P Affirms B Rating on Class D Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services kept on CreditWatch negative
its 'A+ (sf)' credit ratings on Landmark Mortgage Securities No.1
PLC's (LMS1) class Aa, Ac, and B notes.  At the same time, S&P
has raised to 'BBB+ (sf)' from 'BB+ (sf)' its ratings on the
class Ca and Cc notes, and has affirmed its 'B (sf)' rating on
the class D notes.

The rating actions follow S&P's credit and cash flow analysis
under its U.K. residential mortgage-backed securities (RMBS)
criteria and its current counterparty criteria.

On Feb. 3, 2015, S&P placed on CreditWatch negative its 'A' long-
term issuer credit rating (ICR) on Barclays Bank PLC.

Under S&P's current counterparty criteria, its ratings on the
class Aa, Ac, and B notes in this transaction are constrained by
its long- or short-term ICR on Barclays Bank acting as the
currency swap provider.  Following S&P's Feb. 3, 2015 rating
action on Barclays Bank, it therefore placed its ratings on these
classes of notes on CreditWatch negative on Feb. 18, 2015.

Arrears have been decreasing in the portfolio since 2012,
following the trend of nonconforming transactions in S&P's U.K.
RMBS index.  Total losses in the pool have been limited, at
4.23%. In terms of relative performance, LMS1 has performed the
best out of the three Landmark transactions that S&P rates (the
others are Landmark Mortgages Securities No. 2 PLC and Landmark
Mortgages Securities No.3 PLC).

As part of S&P's credit stability analysis, it has modeled for
more severe arrears to reflect the possibility of a further
deterioration in asset performance.  Even under these more
stressful assumptions, the ratings do not deteriorate below the
levels stated in S&P's criteria.

Taking into account the U.K.'s improving economy, and the high
proportion of interest-only loans backing the transaction
(currently 85.69% of the pool), the asset principal paydown has
remained low.  Therefore, the pool's characteristics have not
significantly changed since our June 8, 2012 review.  However,
the transaction's weighted-average seasoning increased to 110.4
months in March 2015 from 74.5 months in February 2012.  Under
S&P's U.K. RMBS criteria, this increase improves the credit
quality of the assets.

S&P has found that overall, the minimum credit support
requirement for all rating levels in accordance with its U.K.
RMBS criteria has decreased because of the increased seasoning
and falling arrears since S&P's previous review.  All classes of
notes benefit from the credit enhancement provided by the fully
funded reserve fund (GBP3 million) and excess spread.

"Although our credit and cash flow results suggest higher
ratings, under our current counterparty criteria, the maximum
achievable ratings for the class Aa, Ac, and B notes is 'A+
(sf)', which is our long-term ICR on Barclays Bank plus one
notch.  This is due to the swap documentation not fully complying
with our current counterparty criteria.  Following our Feb. 3,
2015 CreditWatch negative placement of our long-term ICR on
Barclays Bank, and taking into account the counterparty
considerations above, we have kept on CreditWatch negative our
'A+ (sf)' ratings on the class Aa, Ac, and B notes.

S&P has raised to 'BBB+ (sf)' from 'BB+ (sf)' its ratings on the
class Ca and Cc notes as its credit and cash flow results are
commensurate with higher ratings than those currently assigned.
S&P has affirmed its 'B (sf)' rating on the class D notes as it
considers it to be in line with its credit and cash flow results,
following the application of S&P's U.K. RMBS criteria.

LMS1 closed in July 2006 and is backed by a pool of U.K.
nonconforming residential mortgages originated by Unity Homeloans
Ltd., Infinity Mortgages Ltd., and Amber Homeloans Ltd.

RATINGS LIST

Class                Rating
           To                    From

Landmark Mortgages Securities No.1 PLC
EUR105.2 Million, GBP127.1 Million Mortgage-Backed Floating-Rate
Notes

Ratings Kept On CreditWatch Negative

Aa         A+ (sf)/Watch Neg
Ac         A+ (sf)/Watch Neg
B          A+ (sf)/Watch Neg

Ratings Raised

Ca         BBB+ (sf)              BB+ (sf)
Cc         BBB+ (sf)              BB+ (sf)

Rating Affirmed

D          B (sf)


LANDMARK MORTGAGE NO.2: S&P Affirms B- Rating on Class D Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services kept on CreditWatch negative
its 'A+ (sf)' credit ratings on Landmark Mortgage Securities No.
2 PLC's (LMS2) class Aa and Ac notes.  At the same time, S&P has
raised to 'BBB (sf)' from 'BB (sf)' its ratings on the class Ba
and Bc notes, and to 'BB- (sf)' from 'B (sf)' its rating on the
class C notes.  S&P has also affirmed its 'B- (sf)' rating on the
class D notes.

The rating actions follow S&P's credit and cash flow analysis
under its U.K. residential mortgage-backed securities (RMBS)
criteria and its current counterparty criteria.

On Feb. 3, 2015, S&P placed on CreditWatch negative its 'A' long-
term issuer credit rating (ICR) on Barclays Bank PLC.

Under S&P's current counterparty criteria, its ratings on the
class Aa and Ac notes in this transaction are constrained by
S&P's long- or short-term ICR on Barclays Bank acting as the
currency swap provider.  Following S&P's Feb. 3, 2015 rating
action on Barclays Bank, it therefore placed its ratings on these
classes of notes on CreditWatch negative on Feb. 18, 2015.

Arrears have been decreasing in the portfolio since 2012,
following the trend of nonconforming transactions in S&P's U.K.
RMBS index.  Total cumulative losses in the pool represent 8.17%.
In terms of relative performance, LMS2 has performed the worst
out of the three Landmark transactions that we rate (the others
are Landmark Mortgages Securities No.1 PLC and Landmark Mortgages
Securities No.3 PLC).

As part of S&P's credit stability analysis, it has modeled for
more severe arrears to reflect the possibility of a further
deterioration in asset performance.  Even under these more
stressful assumptions, the ratings do not deteriorate below the
levels stated in S&P's criteria.

Taking into account the U.K.'s improving economy, and the high
proportion of interest-only loans backing the transaction
(currently 88.25% of the pool), the asset principal paydown has
remained low.  Therefore, the pool's characteristics have not
significantly changed since our June 8, 2012 review.  However,
the transaction's weighted-average seasoning increased to 100.56
months in March 2015 from 64.6 months in February 2012.  Under
S&P's U.K. RMBS criteria, this increase improves the credit
quality of the assets.

S&P has found that overall, the minimum credit support
requirement for all rating levels in accordance with S&P's U.K.
RMBS criteria has decreased because of the increased seasoning
and falling arrears since S&P's previous review.  All classes of
notes benefit from the credit enhancement provided by the fully
funded reserve fund (GBP2.975 million) and excess spread.

"Although our credit and cash flow results suggest higher
ratings, under our current counterparty criteria, the maximum
achievable ratings for the class Aa and Ac notes is 'A+ (sf)',
which is our long-term ICR on Barclays Bank plus one notch.  This
is due to the swap documentation not fully complying with our
current counterparty criteria.  Following our Feb. 3, 2015
CreditWatch negative placement of our long-term ICR on Barclays
Bank, and taking into account the counterparty considerations
above, we have kept on CreditWatch negative our 'A+ (sf)' ratings
on the class Aa and Ac notes," S&P said.

"We have raised to 'BBB (sf)' from 'BB (sf)' our ratings on the
class Ba and Bc notes as our credit and cash flow results are
commensurate with higher ratings than those currently assigned.
We have also raised to 'BB- (sf)' from 'B (sf)' our rating on the
class C notes as our credit and cash flow results are
commensurate with a higher rating than that currently assigned.
We have affirmed our 'B- (sf)' rating on the class D notes as we
consider it to be in line with our credit and cash flow results,
following the application of our U.K. RMBS criteria," S&P added.

LMS2 closed in March 2007 and is backed by a pool of U.K.
nonconforming residential mortgages originated by Unity Homeloans
Ltd., Infinity Mortgages Ltd., and Amber Homeloans Ltd.

RATINGS LIST

Class      Rating                Rating
           To                    From

Landmark Mortgages Securities No. 2 PLC
EUR51.5 Million, GBP322.645 Million Mortgage-Backed Floating-Rate
Notes

Ratings Kept On CreditWatch Negative

Aa         A+ (sf)/Watch Neg
Ac         A+ (sf)/Watch Neg

Ratings Raised

Ba         BBB (sf)              BB (sf)
Bc         BBB (sf)              BB (sf)
C          BB- (sf)              B (sf)

Rating Affirmed

D          B- (sf)


PIZZAEXPRESS: S&P Affirms 'B' CCR, Outlook Stable
-------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'B' long-term corporate credit rating on PizzaExpress Financing 1
PLC (formerly Twinkle Pizza Holdings PLC).  The outlook is
stable.

At the same time, S&P affirmed its 'B' long-term issue rating on
the group's GBP410 million senior secured notes.  The recovery
rating on the notes is '3', indicating S&P's expectation of
meaningful recovery (50%-70%; higher half of the range) in the
event of a payment default.

In addition, S&P affirmed its 'CCC+' long-term issue rating on
the group's GBP200 million senior unsecured notes.  The recovery
rating on the notes is '6', indicating S&P's expectation of
negligible (0%-10%) recovery prospects in the event of a payment
default.

S&P also affirmed its 'BB-' long-term issue rating on the GBP20
million super senior revolving credit facility (RCF).  The
recovery rating on the RCF is '1', indicating S&P's expectation
of very high (90%-100%) recovery prospects in the event of a
payment default.

The proposed ratings on the GBP55 million tap issuance of senior
secured notes are subject to the successful issuance of the
notes, and to S&P's review of the final documentation.  If
Standard & Poor's does not receive the final documentation within
a reasonable time frame, or if the final documentation departs
from the materials S&P has already reviewed, it reserves the
right to withdraw or revise its ratings.

The affirmation follows PizzaExpress' announcement of its plan to
raise GBP55 million through a tap issuance of its senior secured
notes.  S&P understands that PizzaExpress will use the funds
primarily to acquire its China-based franchise partner, as well
as for general corporate purposes and to pay fees and expenses
for the transaction.  Following the acquisition and the proposed
tap issuance, S&P forecasts that adjusted debt to EBITDA will be
around 8.2x for the year ending June 30, 2016 and gradually
reduce to around 7.9x for the year ending June 30, 2017.

The ratings reflect S&P's view of PizzaExpress' business risk
profile as "fair" and financial risk profile as "highly
leveraged," as S&P's criteria define the terms.  S&P combines
these factors to derive an anchor of 'b'.  S&P's modifiers have
no impact on the rating outcome.

S&P's assessment of PizzaExpress' "fair" business risk profile
reflects S&P's view of its well-established market position in
the highly competitive and cyclical U.K. restaurant sector.
PizzaExpress is exposed to changing trends in consumers'
discretionary spending and volatile commodity prices.  These
weaknesses are alleviated by PizzaExpress' strong brand and
market-leading position in the U.K. casual dining segment, with a
large portfolio of about 450 well-located restaurants in the U.K.
and Ireland.  The acquisition of the China-based franchise will
add 27 restaurants to the portfolio.  S&P expects further
expansion in China and United Arab Emirates, which somewhat
improve the group's geographical diversity outside the U.K.
S&P's business risk profile assessment also incorporates its view
of the restaurant industry's "intermediate" risk and the "very
low" country risk in the U.K., where S&P estimates PizzaExpress
generates more than 90% of its EBITDA.

S&P considers that PizzaExpress has an efficient operating model,
thanks to its relatively standardized and focused menu, which
results in a consistent food offering and helps to keep down the
cost of ingredients.  Together with a uniform, simple cooking
platform, these factors help to lower the requirements for
specialized staff and provide some economies of scale--supporting
PizzaExpress' profit margin, which is above average compared with
its peers in the restaurant sector.

PizzaExpress' "highly leveraged" financial risk profile
assessment reflects S&P's view of the company's leverage metrics
and its assessment of its financial policy as "financial sponsor-
6," based on its private equity ownership by Hony Capital.

After the proposed tap issuance, PizzaExpress' capital structure
would comprise GBP465 million senior secured notes, GBP200
million senior unsecured notes, and a GBP20 million super senior
RCF.  S&P views PizzaExpress as having an adequate debt maturity
profile, with the earliest expected maturity being the repayment
of senior secured notes in financial year 2021.  PizzaExpress
also has a shareholder loan of about GBP310 million, which S&P
treats as debt-like under S&P's criteria, although it recognizes
that it has certain equity characteristics -- such as being
non-cash-paying and subordinated.

In S&P's view, notwithstanding the moderate deleveraging in the
past year, the proposed tap issuance reflects the group's
ambitious growth plans and will moderately increase the group's
financial risk.  S&P calculates that PizzaExpress' Standard &
Poor's-adjusted debt (including operating leases and a
shareholder loan) would be about 8.2x EBITDA and adjusted funds
from operations (FFO) would be less than 3.8% of adjusted debt
for the year ending June 30, 2016.

The stable outlook reflects S&P's expectation that PizzaExpress
will be able to achieve moderate EBITDA growth thanks to positive
like-for-like sales growth in a supportive macroeconomic
environment in the U.K., new store openings, and stable EBITDA
margins.  S&P expects that the company's adjusted debt to EBITDA
will remain around 8x (around 6x when excluding the shareholder
loans), and EBITDAR coverage, although moderately strengthening,
will remain around 1.7x-1.8x.  S&P anticipates that PizzaExpress
will continue to maintain positive free cash flow generation
notwithstanding expansion in the U.K. and China.

S&P could lower the ratings if PizzaExpress's EBITDA declines,
causing credit ratios and liquidity to weaken.  This could result
from factors such as a deterioration in the U.K.'s economy, an
inability to pass on commodity price inflation, execution risks
related to ambitious expansion strategies both in the U.K. and
internationally, or a supply chain disruption or food safety
scare.

S&P could also lower the ratings if the financial sponsor owner
chooses to materially increase leverage in the company, if
liquidity deteriorates on back of declining free cash flows, or
if the EBITDAR coverage approaches 1.5x.

S&P currently considers an upgrade unlikely.  However, S&P could
raise the ratings if it perceives that Hony Capital's financial
policy for PizzaExpress is conservative, and the EBITDAR coverage
ratio sustainably rises to more than 2.2x and adjusted debt to
EBITDA falls below 5.0x, with low risk of releveraging.



===============
X X X X X X X X
===============


* Fitch Affirms 22 EMEA Consumer & Healthcare Company Ratings
-------------------------------------------------------------
Fitch Ratings has affirmed 22 EMEA Consumer and Healthcare
company ratings, a copy of the worksheet detailing the ratings is
available at http://is.gd/VfF8hz


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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.


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

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

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

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

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-362-8552.


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