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        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

            Friday, June 5, 2015, Vol. 16, No. 110

                            Headlines

A U S T R I A

CATOIL AG: Moody's Affirms Ba3 CFR, Outlook Stable


G E R M A N Y

ALBA GROUP: S&P Affirms 'B' Corp. Credit Rating; Outlook Negative
KETTCAR: Files for Insolvency to Avoid Hostile Takeover


G R E E C E

GREECE: Creditors Agree on Some Aspects of Bailout Deal


I R E L A N D

ODESSA CLUB: Judge Asks Director Sworn Statement of Background


I T A L Y

OFFICINE FERROVIARIE: July 2 Deadline Set for Acquisition Offers
REITALY FINANCE: Fitch Assigns 'BB-(EXP)' Rating to Class E Notes


M A L T A

VISTAJET GROUP: Fitch Assigns 'B' Rating to US$300MM 7.75% Notes


P O R T U G A L

NOVO BANCO: Moody's Reviews B2 Ratings with Direction Uncertain


R O M A N I A

HIDROELECTRICA SA: Expects to Exit Insolvency Next Year


R U S S I A

KOLTSO URALA: S&P Affirms, Then Withdraws 'B-/C' Ratings
MDM BANK: Moody's Withdraws 'B3' Long-Term Deposit Ratings


S P A I N

FTPYME TDA CAM 4: Fitch Affirms 'Csf' Rating on Class D Notes


S W I T Z E R L A N D

MATTERHORN TELECOM: S&P Assigns 'B' CCR on Successful Refinancing


U K R A I N E

FERREXPO PLC: Moody's Rates New Senior Unsecured Notes (P)Caa3


U N I T E D   K I N G D O M

ABENGOA YIELD: S&P Assigns 'BB+' Corporate Credit Rating
ARGON CAPITAL: Moody's Raises Rating on Series 100 Secs. to B1
CHERRY TREE: Creditors May File Proofs of Claim Til June 19
EXPRO HOLDINGS: S&P Puts 'B-' CCR on CreditWatch Negative
FHB MORTGAGE: Moody's Lifts Mortgage Covered Bonds Rating to Ba1

MONARCH AIRLINES: Losses Shrink Following Restructuring
SPIRIT ISSUER: Moody's Reviews Ratings 7 Note Classes for Upgrade
TAYLOR WIMPEY: S&P Raises Corp. Credit Rating From 'BB+'


X X X X X X X X

* BOOK REVIEW: The Story of The Bank of America


                            *********


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A U S T R I A
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CATOIL AG: Moody's Affirms Ba3 CFR, Outlook Stable
--------------------------------------------------
Moody's Investors Service confirmed the Ba3 corporate family
rating of C.A.T.oil AG (CAToil), an independent oilfield services
(OFS) company with a strong position in fracturing, sidetracking
and high class drilling services. The outlook on the rating is
stable. This concludes the review for downgrade initiated by
Moody's on Dec. 23, 2014.

The confirmation of CAToil's Ba3 rating reflects Moody's
expectation that the company's robust business model with a well-
invested modern asset base, track record of strong financial
performance and sound liquidity profile will provide it with
sufficient flexibility to weather risks related to (1) the
challenging macroeconomic environment in Russia; (2) adverse
market conditions, with the drop in oil prices leading to more
conservative budget planning process of oil companies; and (3)
exposure to significant rouble devaluation due to currency
mismatch between CAToil's rouble revenues and debt, 90% of which
is in euro.

Moreover, the rating action takes into account Moody's
understanding that CAToil will continue to adhere to its
historically conservative financial policy and prudent approach
to development strategy following the recent change of the
ultimate controlling shareholder, Mr. Maurice Dijols, who
currently indirectly holds an 87% stake in the company. In this
regard, CAToil has already scaled down its 2015 investment
program to maintenance capex only, as a response to challenging
financial and market conditions. CAToil plans to make a final
decision regarding the investment program in 2016-17 by the end
of summer 2015; the actual size of future investments will
ultimately depend on operating requirements as well as market and
rouble exchange rate developments. The company's new management
has confirmed that CAToil will come back to its traditional
dividend policy after 2015 and internal leverage targets will
remain unchanged, with the maximum level of debt/EBITDA in the
peak of investment cycle not to exceed 2.0x.

Overall, Moody's expects that CAToil's operating performance and
financial metrics will remain fairly resilient to the ongoing
market downturn and significant rouble devaluation, with its
EBITDA margin remaining above 20% and debt/EBITDA materially
below 2.0x on a sustainable basis (all metrics are Moody's-
adjusted). Moody's also expects that the company will not incur
any additional financial liabilities in connection with the
recent change in the shareholder structure.

CAToil's Ba3 rating is further supported by (1) its strong market
position, due to well-established customer relationships,
regional expertise and a top-quality equipment fleet; (2) its
fairly strong 2015 order book, comprised of a material amount of
long-term contracts, which provides for revenue visibility; (3)
its comfortable debt maturity profile with no material debt due
until December 2018 and a flexible capex program; and (4) the
overall strong longer-term fundamentals of the OFS sector in
Russia.

At the same time, the rating remains constrained by (1) the lack
of sufficient track record of the company adhering to its
historically conservative approach towards financial policy,
shareholder distributions, and development strategy following the
change of the controlling shareholder; (2) CAToil's small size
compared with that of its peers and concentrated customer base;
as well as (3) exposure to risk factors related to the CIS
region. The rating also incorporates the inherent volatility of
the OFS industry and its dependence on potential changes in oil &
gas market conditions, including the oil price environment and
adverse regulatory initiatives.

The stable rating outlook reflects Moody's expectation that
CAToil will continue to (1) demonstrate healthy operating and
financial results during market downturn; and (2) maintain a
strong liquidity profile and conservative financial policy, with
adjusted debt/EBITDA below 2.0x.

A positive pressure may develop on the rating if CAToil were to
(1) build a solid track record of adhering to conservative
financial policy under the new shareholder; (2) continue to
successfully grow its business, focusing on smooth organic
expansion with a balanced capital expenditure (capex) program
predominantly funded through its growing operating cash flow; (3)
maintain strong operating and financial results within Moody's
guidelines for the rating; and (4) further enhance its liquidity
profile to support the potential expansion.

The rating could come under downward pressure if (1) CAToil's
leverage materially increases either as a result of more
aggressive debt-financed capex and shareholder distributions or
due to lower profitability, such that adjusted debt/EBITDA
exceeds 2.0x on sustained basis; (2) the company's operating
performance deteriorates as a result of the loss of a major
customer; or (3) exploration and production activity in the
region declines with a negative impact on business fundamentals,
by exerting significant pressure on the company's market position
or capacity to generate sufficient cash flow to enable it to
maintain a solid liquidity profile.

The principal methodology used in this rating was Global Oilfield
Services Industry Rating Methodology published in December 2014.

Based in Austria, C.A.T. Oil AG is an independent OFS company
that services the major oil & gas companies in Russia and to a
lesser extent in Kazakhstan. The company is a niche player in the
overall OFS market, with a strong position in fracturing,
sidetracking and high-class drilling services as a result of its
high-quality modern fleet. In 2014, CAToil generated sales of
EUR411.5 million and adjusted EBITDA of around EUR121.4 million.



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ALBA GROUP: S&P Affirms 'B' Corp. Credit Rating; Outlook Negative
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' long-term
corporate credit rating on Germany-based waste management firm
ALBA Group PLC & Co. KG.  The outlook is negative.  S&P also
affirmed its 'CCC+' long-term issue rating on the EUR203 million
senior unsecured notes due 2018.  S&P removed all ratings from
CreditWatch, where they were placed with negative implications on
Dec. 5, 2014.

The affirmation follows the availability of an additional loan
facility from the group's existing syndicated facility lenders,
which will enable ALBA Group's management to implement its plan
to restructure the business while covering liquidity needs for
the next 12-18 months.

S&P understands that, before providing the additional facility,
ALBA Group engaged an external consultant to undertake an
extensive review of the group's business.  The consultant's
report vouched for the long-term viability of the business, and
the group's senior facilities agreement (SFA) lenders provided a
material new facility to address the group's medium-term
liquidity needs.

The new additional facility of EUR164 million has a bullet
maturity in October 2017 and consists of three tranches:

   -- A new term loan of EUR37.5 million.  This facility will be
      used to repay scheduled amortization of the original term
      loan: EUR30 million in financial year 2015 (ending Dec. 31)
      and EUR7.5 million in 2016.

   -- New restructuring revolving credit facility (RCF) of EUR65
      million for general corporate purpose.  The availability is
      structured such that the group can draw up to EUR30 million
      in 2015, up to EUR45 million in 2016, and the entire
      facility before maturity in October 2017.

   -- Additional new restructuring RCF of EUR62 million, intended
      to be used to acquire the remaining minority stake in ALBA
      SE and for the initial upfront investment for a new waste
      management plant in Hong Kong.

There is no requirement under the SFA for the group to undertake
any further asset disposals.  However, S&P believes that the
group will continue to reduce its exposure to the volatile scrap
and metal trading segment.  S&P understands the majority of the
proceeds from the asset disposals will be deployed toward debt
repayment, in line with the terms of the loan documentation.

The 'B' corporate credit rating on ALBA Group is derived from:

   -- S&P's anchor of 'b+', based on its "weak" business risk and
      "aggressive" financial risk profile assessments for the
      group; and

   -- A downward adjustment to the anchor of one notch for S&P's
      "comparable rating analysis," whereby S&P reviews an
      issuer's credit characteristics in aggregate.  S&P's
      downward adjustment reflects its view that ALBA Group's
      credit metrics are at the lower end of the "aggressive"
      financial risk profile category.

S&P's base case assumes:

   -- Total revenue to decline marginally due to declining scrap
      prices and sale of businesses in prior years, mitigated by
      increased revenue from its service segment.

   -- Total reported EBITDA of about EUR120 million in 2015
      (compared with EUR116 million in 2014) and EUR125 million
      in 2016 (excluding any impact of asset disposals that could
      be undertaken in 2015).  The improved EBITDA in 2015 is
      thanks to the sale of lossmaking businesses and the benefit
      of cost restructuring measures in 2014.

   -- Disposal of less-profitable businesses from the portfolio
      for cash proceeds of about EUR20 million-EUR30 million in
      2015.

   -- Capital expenditure (capex) of about EUR40 million for
      2015.

   -- S&P has not included any potential cash inflow from ALBA
      Group's recently initiated process to raise equity by
      selling a minority stake in its business.

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

   -- Standard & Poor's-adjusted debt to EBITDA of about 5x in
      2015; and

   -- Funds from operations (FFO) to debt of about 12%.

In accordance with S&P's criteria, it assess ALBA Group's
liquidity as "less than adequate" to reflect tight headroom under
the covenants on the group's credit facilities.

S&P calculates that ALBA Group's liquidity sources for the
forthcoming 12 months will comprise:

   -- A cash balance of about EUR30 million as of April 1, 2015;
   -- About EUR90 million available under the group's RCFs, which
      expires in October 2017 (including current availabilities
      from the two restructuring RCFs); and
   -- About EUR35 million of FFO (excluding payment of about
      EUR45 million for certain one-offs, including tax
      payments).

Under S&P's base-case scenario, it estimates that ALBA Group's
uses of liquidity for the next 12 months will comprise:

   -- Capex of approximately EUR40 million-EUR50 million (about
      EUR36 million of which S&P considers to be maintenance
      capex);
   -- Working capital outflow of EUR55 million, of which S&P
      expects about EUR40 million will reverse by the end of the
      year; and
   -- A payment to ALBA Group's minority shareholder of about
      EUR3 million.

Liquidity is also supported by ALBA Group's EUR120 million
factoring facility.  In line with S&P's criteria, it excludes the
latter facility from its liquidity calculations.  The debt
amortization of EUR30 million for 2015 is excluded from the
liquidity calculation as the loan amount will convert into
restructuring term loan without any cash flow impact.

Under S&P's base case, it calculates that the covenant headroom
is likely to tighten over next 12-18 months.  S&P believes the
lenders' appetite to reset any further covenant breach will
depend on numerous factors, including the success of the equity
process, as ALBA Group will use predominantly proceeds from the
sale of the minority stake in the business for debt repayment.

The negative outlook reflects S&P's view that the operating
environment for the group remains challenging due to competitive
market pressure and falling scrap prices.  It also reflects S&P's
view that the covenant headroom remains tight and leaves less
room for operational underperformance.

S&P could consider lowering the rating if the group's operating
profit declines further, pressuring covenant headroom.  This
could arise from a continued decline in the scrap and metal
business; sustained margin pressure due to competition for the
group's Waste Operations and Service business; or the benefits of
cost restructuring not being fully realized.

An outlook revision to stable depends on an improvement in ALBA
Group's operating environment, including a stabilization of
margins in the Waste Operations and Services segment.  Rating
upside could also arise from an improvement in credit metrics,
including debt to EBITDA below 4.5x and FFO to debt toward 20%,
due to ALBA Group's asset disposal program.


KETTCAR: Files for Insolvency to Avoid Hostile Takeover
-------------------------------------------------------
Maria Sheahan and Anneli Palmen at Reuters report that Kettler,
known for its Kettcar carts for kids, said it has filed for
insolvency.

Kettler said on June 3 the move had become necessary "to avoid a
hostile takeover and realign the company", Reuters relates.

According to Reuters, a court filing dated on June 2 showed
Christoph Schulte-Kaubruegger of law firm White & Case has been
named provisional trustee for Kettler.

Kettler is a privately held sporting goods and bicycle maker
based in Germany.  The company has around 1,100 employees and
according to its website operates more than a dozen factories in
Germany, the Netherlands, Belgium, France, Austria, Britain and
Poland.



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GREECE: Creditors Agree on Some Aspects of Bailout Deal
-------------------------------------------------------
Gabriele Steinhauser and Nektaria Stamouli at The Wall Street
Journal report that Greek Prime Minister Alexis Tsipras and his
country's international creditors were able to agree on some
aspects of a financing deal at a meeting on June 3, but
differences remain on some key issues, European officials said
Thursday.

"The next hours, the next days . . . are absolutely essential,"
The Journal quotes Pierre Moscovici, the European Union's
economics commissioner, as saying.  "I would say I'm optimistic."

According to The Journal, two officials said Mr. Tsipras will
submit a counter offer to his country's creditors, including the
rest of the eurozone and the International Monetary Fund.  They
spoke after the Greek prime minister held late-night talks with
European Commission President Jean-Claude Juncker and Jeroen
Dijsselbloem, the Dutch finance minister who represents the
currency union's national governments in the talks, The Journal
relays.

The Greek leader is now scheduled to meet with Mr. Juncker again
"in coming days," Mr. Juncker's spokesman Margaritis Schinas, as
cited by The Journal, said.  "They agreed to meet again, intense
work will continue."

Officials warned that Greece and its creditors still have issues
to resolve before a deal is struck, The Journal notes.

After the meeting, which ended in the early hours of June 4,
Mr. Tsipras said that he was content with new budget targets
presented by the creditors, which are below those in his
country's existing bailout deal, The Journal relates.  But he
rejected proposals for further cuts to pensions and increases to
value-added tax, which creditors insist will be central to
meeting budget targets and bringing Greece's finances onto a
sustainable path, The Journal discloses.

According to The Journal, one European official said Mr. Tsipras
didn't give an outright "no" even on the pension and VAT
proposals during Wednesday's talks.  "It is an issue for
negotiations," The Journal quotes the official as saying.

A Greek official said talks between both sides have to conclude
by June 14 at the latest, The Journal notes.

Greece's cash-strapped government has been waiting for months for
a EUR7.2 billion (US$8.05 billion) payment from its EUR245
billion international bailout, The Journal states.  Without at
least part of that money it is expected to default on debt
repayments to the IMF later this month, according to The Journal.

European officials said on June 4 that lenders can sweeten the
offer to Greece only marginally, The Journal relays.



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ODESSA CLUB: Judge Asks Director Sworn Statement of Background
--------------------------------------------------------------
The Irish Times reports that a judge in the Odessa Club case has
asked a company director to provide the court with a sworn
statement of his background and business experience and said that
if the newly financed company wished the proposed rescue plan to
be accepted by the court, he should consider personally attending
the next sitting.

The judge went on to say that company directors could not be
allowed to go from one company to another while leaving a trail
of debt behind them before setting up a new enterprise, The Irish
Times relates.

According to The Irish Times, Judge Jacqueline Linnane also
pointed out in the Circuit Civil Court that companies should not
seek court protection from their creditors under examinerships
just to avoid paying their taxes.

The judge made her remarks after having been told by barrister
Arthur Cunningham, counsel for the Revenue Commissioners, that
the insolvent Odessa Club and Restaurant in Dublin's Dame Court
owed EUR78,000 in VAT and another EUR88,000 in unpaid PRSI and
PAYE, The Irish Times relays.  Mr. Cunningham had raised concerns
on behalf of Revenue with regard to the appointment by a proposed
new investor to Odessa of a director/manager, Victor Temple
Garner, who, Judge Linnane was told, had been involved in two
companies which had previously financially collapsed, The Irish
Times notes.

He said the Revenue had suffered losses in the region of
EUR600,000 regarding companies which had been in the control of
Mr. Temple Garner and which had gone into liquidation, The Irish
Times relays.

Mr. Cunningham, as cited by The Irish Times, said the position of
the Revenue Commissioners was that those losses were a material
matter for the court to consider when being asked to accept a
rescue package under a scheme or arrangement being put forward by
examiner Joseph Walsh of Hughes Blake Accountants.

Mr. Walsh was appointed examiner to Odessa Club and Restaurant
Ltd. in February after the company became unable to pay debts of
more than EUR1 million and on June 3 he submitted his report to
Judge Linnane on a proposed rescue plan for the company, The
Irish Times relates.

Barrister Eithne Corry, counsel for Mr. Walsh, said there had
been a creditors meeting on June 2 at which every single class of
creditor had accepted the examiner's proposals, The Irish Times
notes.

Odessa Club and Restaurant Ltd. is based in Dublin.



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OFFICINE FERROVIARIE: July 2 Deadline Set for Acquisition Offers
----------------------------------------------------------------
Ing. Giovanni Bertoni, the Special Trustee of Officine
Ferroviarie Veronesi S.p.A. in Amministrazione Straordinaria,
disclosed that according to the sale plan prepared pursuant to
articles 54 and 56 of Legislative Decree no. 270/1999, and
approved by the Economic Development Ministry with the relevant
decree issued on December 9, 2014, upon hearing the opinion of
the Oversight Committee, the Company is going to start the
procedure for selling its Business Going Concern, consisting of
properties, furniture, industrial equipment and employees, and
located in Verona, Lungadige Galtarossa n. 21.

The Business Going Concern will be sold in a single lot and its
worth at the appraisal date and in the two years thereafter was
determined by an expert appointed by the Special Trustee.

Parties interested in the purchase of the Business Going Concern
can access in the Verona plant, Lungadige Galtarossa n. 21, in
order to identify and examine the Business Going Concern and
documentation present in it.

The date and time of the inspection will be agreed with the
Special Trustee.

The irrevocable offers for the purchase of the Business Going
Concern must be received by 12:00 a.m. (GMT+1) on July 2, 2015 to
this address:

          Studio Notaio
          Dott.ssa Maria Teresa Battista
          Via Teatro Filarmonico n. 12
          37121 VERONA
          Tel: 045-590622
          Fax: 045-8034548

The notice of the sale is published, in Italian language, on the
following website www.ofvspa.it


REITALY FINANCE: Fitch Assigns 'BB-(EXP)' Rating to Class E Notes
-----------------------------------------------------------------
Fitch Ratings has assigned REITALY Finance S.r.l.'s notes
expected ratings, as:

EUR109.3 million class A: 'A(EXP)sf'; Outlook Stable
EUR 0.2 million class X1: NR
EUR 0.1 million class X2: NR
EUR 33.3 million class B: 'BBB(EXP)sf'; Outlook Stable
EUR 12.4 million class C: 'BBB-(EXP)sf'; Outlook Stable
EUR 17.7 million class D: 'BB(EXP)sf'; Outlook Stable
EUR 9.5 million class E: 'BB-(EXP)sf'; Outlook Stable

The transaction is the securitization of a single EUR191.5
million commercial real estate loan advanced by Goldman Sachs
International Bank (GS, or the originator) to an Italian fund
which is secured by a portfolio of 25 Italian real estate assets.
GS has retained 5% of the loan.

The collateral falls into five sub-portfolios: (i) five large
retail assets with exposure to a cinema operator; (ii) five cash-
and-carry assets; (iii) three retail galleries; (iv) five retail
boxes; and (v) seven smaller retail units.

KEY RATING DRIVERS

Riskier Leisure Exposure

Over half the portfolio value comprises centers, which are either
entirely turned over to, or anchored by, tenants in the
entertainment sector.  Fitch considers the risk profile of
leisure to be higher than retail, as the financial performance of
the former is subject to macroeconomic stress and underlying
consumer behavior is more discretionary and may be influenced by
changing tastes and technology.  Re-fitting former leisure space
to appeal to retailers may also prove challenging.

Varying Property Quality

Although the property portfolio is underpinned by several large,
well-located and good quality assets, there is also some exposure
to highly over-rented property as well as secondary/tertiary
assets that are dilapidated and in need of remedial work.  The
weaker components offer little in the way of recovery in Fitch's
investment-grade stress scenarios.

Re-letting Risk Present

Almost half the contracted rental income expires by loan maturity
in 2020.  While not unusual, the asset manager may struggle to
stabilize the lease profile over time.  However, cash trapping
triggered by declining lease terms provides an incentive for this
to occur in the short term.  While there is a risk of a reduction
in demand for the subject properties over time, the threat of new
supply from development activity is mitigated by current property
values being (in aggregate) 30% less than the reinstatement
(construction) value.

Balanced Cost Structure

The borrower's indemnity for loan enforcement costs may not cover
fees from a non-enforced remedy; its unrated bank account risks
one-off loss of interest.  While commingling risk is accounted
for in Fitch's analysis, since the issuer traps 1% loan penalty
interest from loan default, both exposures are mitigated.  The
loan also provides for a step-up in payments once its balance
falls below EUR40m, mitigating back-ended issuer fixed costs.

KEY PROPERTY ASSUMPTIONS (all by net rent)
'Bsf' weighted average (WA) capitalization (cap) rate: 7.7%
'Bsf' WA structural vacancy: 22.3%
'Bsf' WA rental value decline: 3.4%

'BBsf' WA cap rate: 8.3%
'BBsf' WA structural vacancy: 25.5%
'BBsf' WA rental value decline: 6.1%

'BBBsf' WA cap rate: 8.9%
'BBBsf' WA structural vacancy: 28.6%
'BBBsf' WA rental value decline: 9.3%

'Asf' WA cap rate: 9.5%
'Asf' WA structural vacancy: 31.8%
'Asf' WA rental value decline: 14.9%

Fitch estimates a 'Bsf' LTV of 79%.

RATING SENSITIVITIES

The change in model output that would apply if the capitalization
rate assumption for each property is increased or decreased by a
relative amount is as:

Original rating class A/ B/ C/ D/ E:
'A(EXP)sf'/'BBB(EXP)sf'/'BBB-(EXP)sf'/'BB(EXP)sf'/'BB-(EXP)sf'
Increase capitalization rates by 10% class A/ B/ C/ D/ E:
'BBB+(EXP)sf'/'BB(EXP)sf'/'BB-(EXP)sf'/'B(EXP)sf'/'B(EXP)sf'
Increase capitalisation rates by 20% class A/ B/ C/ D/ E:
'BBB(EXP)sf'/'BB-(EXP)sf'/'Bsf(EXP)'/'CCCsf(EXP)'/'CCCsf(EXP)'

The change in model output that would apply if the rental value
decline and vacancy assumption for each property is increased or
decreased by a relative amount is as follows:

Increase RVD and vacancy by 10% class A/ B/ C/ D/ E: BBB+(EXP)sf/
BB+(EXP)sf/ BB-(EXP)sf/ B+(EXP)sf/ B+(EXP)sf
Increase RVD and vacancy by 20% class A/ B/ C/ D/ E:
'BBB(EXP)sf'/'BB(EXP)sf'/'BB-(EXP)sf'/'B(EXP)sf'/'CCC(EXP)sf'

The change in model output that would apply if the capitalization
rate, rental value decline and vacancy assumptions for each
property is increased or decreased by a relative amount is as
follows:

Deterioration in all factors by 10% class A/ B/ C/ D/ E: 'BBB-
(EXP)sf'/'B+(EXP)sf'/'B(EXP)sf'/'CCC(EXP)sf'/'CCC(EXP)sf'
Deterioration in all factors by 20% class A/ B/ C/ D/ E:
'BB+(EXP)sf'/'B(EXP)sf'/ CCC(EXP)sf/'CCC(EXP)sf'/'CCC(EXP)sf'

DUE DILIGENCE USAGE

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

DATA ADEQUACY

Fitch sought to receive a third party assessment conducted on the
asset portfolio information, but none was available at this
stage. Fitch expects to receive a third party assessment prior to
the closing of the transaction.

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



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VISTAJET GROUP: Fitch Assigns 'B' Rating to US$300MM 7.75% Notes
----------------------------------------------------------------
Fitch Ratings has assigned VistaJet Group Holding SA's USD300
million 7.75% notes due 2020 a final senior unsecured rating of
'B'/'RR4'.  The notes will be co-issued by VistaJet's 99.5%-owned
subsidiaries, VistaJet Malta Finance P.L.C. and VistaJet Co
Finance LLC and will be unconditionally and irrevocably
guaranteed by VistaJet and its key subsidiaries.

The assignment of the final rating follows receipt of the final
documents relating to the notes issue.

The rating reflects VistaJet's business profile as one of the
largest global business jet owner-operators, albeit in a
fragmented market, its aggressive growth strategy, high
profitability levels as well as a leveraged financial profile.
The Stable Outlook reflects our expectation of continued growth
in revenues and profitability driven by fleet growth and higher
fleet utilization.  Growth will be funded largely by debt,
resulting in sustained high, albeit gradually improving leverage
over the medium term.

KEY RATING DRIVERS

Largest Global Owner-Operator

VistaJet is one of the largest business jet owner-operators in
the world and the largest globally active operator and was
operating 47 aircraft as at March 31, 2015.  However, it
represents only a tiny fraction of total business jet ownership
worldwide due to the highly fragmented market, offering some
scope for consolidation.

Strong Customer Offering

VistaJet provides both on-demand and long-term flight solutions
for corporates and high net worth individuals.  Fitch assumes
that the latter segment will grow at over 5% per year, resulting
in a broadening demand base for business jet services.  Fitch
believes VistaJet's customer offering, with round-the-clock
availability of tailored flight services of a high and uniform
quality, global coverage and usage-based pricing without the
asset risk of owning an aircraft, is a competitive advantage in
its market.

Solid Business Model

At the same time, the business model is highly scalable due to
some visibility in earnings from contracted revenues (typically
over 50%), a highly variable cost base and limited need for
ground assets in the form of equipment or manpower.  This in part
reflects a young, single manufacturer (Bombardier, B+/Negative)
fleet under long-term warranty.

In addition, fuel cost is effectively passed onto customers and
labor is not unionized.  There is some customer concentration in
the contracted business, but overall revenues are well
diversified with customers prepaying in almost all instances.

The business model supports high profitability per flight and
thus strong EBITDA margins, especially compared with commercial
airlines.

Debt-Funded Growth

All of VistaJet's aircraft were debt-funded and on-balance sheet
with a small equity component as at end-2014.  The issue of
senior unsecured debt will result in some aircraft assets being
unencumbered by security.  Given the long service life of
aircraft compared with annual earnings (asset intensity), the
leverage multiples at VistaJet are high.

Further, VistaJet has an aggressive growth strategy which will
lead to continued increase in debt at levels above internal cash
generation, even if we assume that the company will be successful
in turning the additional capacity into revenue growth.

High Leverage, Key Man Risk

High initial leverage will limit VistaJet's ability to reduce
debt in absolute terms although we expect some improvement in
leverage multiples due to growth in earnings.  High leverage,
external funding needs (especially while strong growth continues)
and high annual debt amortisation constrain the ratings.

Fitch assumes that the company will continue with its zero
dividend policy.  The company is subject to key man risk, since
the owner of VistaJet and its Chairman are also key customer and
manufacturer contacts.  However, VistaJet has established the
management and operational capability to support the planned
increase in fleet size.

RATING SENSITIVITIES

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

   -- Funds from operations (FFO) gross leverage sustainably
      above 8.0x (2014: 8.7x), decline in FFO interest below 2.0x
      (3.8x), or reduction in the company's contracted revenues
      to below 40% of total revenues (56%).

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

   -- FFO gross leverage consistently lower than 6.0x, FFO
      interest above 3.0x along with no significant deterioration
      in the company's premium profit margins and high revenue
      visibility

LIQUIDITY AND DEBT STRUCTURE

Fitch views VistaJet's liquidity position as satisfactory, but in
need of continued availability of external funding.  At end-2014,
VistaJet had readily available cash & cash equivalents of USD24.3
million compared with short-term debt of USD201.3 million,
including USD178.8 million of finance lease liabilities.
VistaJet funds almost all of its aircraft assets through finance
leases, which have a regular amortization schedule.  Fitch views
the company's interest rate and FX risk exposure as manageable.

The notes' rating reflects Fitch's assumption of average recovery
prospects, supported by over USD300 million of unencumbered
assets (seven aircraft) and generally strong residual values on
the fleet.

KEY RATING ASSUMPTIONS

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

   -- Number of aircraft in operation at the end of 2015, 2016
      and 2017 of 54, 72 and 92 respectively.
   -- Steady revenue per hour (aircraft only) compared with 2014.
   -- Continued on-balance sheet funding of new aircraft through
      finance leases and the unsecured bond.
   -- Variable costs such as fuel, ground handling, catering,
      etc. to grow in line with growth in total hours flown.
   -- No dividends pay out.

FULL LIST OF RATING ACTIONS

VistaJet Malta Finance P.L.C.

   -- Senior unsecured USD300 million notes due 2020 assigned
      'B'/'RR4'

VistaJet Co Finance LLC

   -- Senior unsecured USD300 million notes due 2020 assigned
      'B'/'RR4'



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


NOVO BANCO: Moody's Reviews B2 Ratings with Direction Uncertain
---------------------------------------------------------------
Moody's Investors Service placed on review with direction
uncertain the ratings on the mortgage covered bonds issued by
Novo Banco S.A. (Novo Banco; deposits B2 on review with direction
uncertain, adjusted baseline credit assessment (BCA) caa2),
following the rating agency's decision to place the issuer's
long-term deposit rating on review with direction uncertain.

The rating action is prompted by Moody's decision to place Novo
Banco's B2 long-term deposit ratings on review with direction
uncertain.

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

The Timely Payment Indicator (TPI) assigned to this transaction
is "Improbable".

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

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

The CB anchor for these programs is the deposit rating plus zero
notches given that the debt ratio is below 5%.

The cover pool losses for this program are 21.1%. This is an
estimate of the losses Moody's currently models following a CB
anchor event. Moody's splits cover pool losses between market
risk of 16.1% and collateral risk of 5.0%. Market risk measures
losses stemming from refinancing risk and risks related to
interest-rate and currency mismatches (these losses may also
include certain legal risks). Collateral risk measures losses
resulting directly from cover pool assets' credit quality.
Moody's derives collateral risk from the collateral score, which
for this program is currently 7.5%.

The over-collateralization (OC) in the cover pool is 32.5%, of
which Novo Banco provides 5.3% on a "committed" basis. The
minimum OC level consistent with the Ba1 rating target is 0.5%.
These numbers show that Moody's is not relying on "uncommitted"
OC in its expected loss analysis.

All numbers in this section are based on the most recent
Performance Overview and Moody's most recent modelling based on
data as of 31 December 2014.

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

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

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

Based on the current TPI of "Improbable", the TPI Leeway for this
program is zero notches. This implies that Moody's might
downgrade the covered bonds because of a TPI cap if it lowers the
CB anchor, all other variables being equal.

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

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



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


HIDROELECTRICA SA: Expects to Exit Insolvency Next Year
-------------------------------------------------------
Reuters reports that Romanian Prime Minister Victor Ponta said on
June 3 Hidroelectrica S.A. will hopefully exit insolvency next
year, adding that the government aims to list an airport and
Constanta port to strengthen the bourse.

As reported by the Troubled Company Reporter-Europe on May 28,
2015, Reuters related that Remus Borza, Hidroelectrica's manager,
said the company will not exit a court-administered insolvency
process this year, as initially expected, due to lengthy legal
challenges.  The European Union state's largest and cheapest
power producer was pushed back into insolvency for the second
time in early 2014, and is being run by a court-appointed
manager, Reuters disclosed.

Hidroelectrica is a Romanian state-owned electricity producer.



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


KOLTSO URALA: S&P Affirms, Then Withdraws 'B-/C' Ratings
--------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'B-/C' long- and short- term counterparty credit ratings and
'ruBBB-' Russia national scale rating on Russian bank LLC CB
Koltso Urala.

S&P subsequently withdrew its ratings on Koltso Urala at the
bank's request.

The outlook at the time of withdrawal was negative, reflecting
S&P's view of the pressure on the bank's capital and risk
positions.

S&P affirmed its ratings on Koltso Urala because S&P considers
that the bank's credit profile remains vulnerable to the tough
macroeconomic environment in Russia, hampering borrowers'
creditworthiness, especially in the retail segment.

"We expect the bank's nonperforming loans (NPLs, loans overdue by
more than 90 days) to increase to about 20% of overall loans by
the end of 2015, after they increased sharply over 2014 to 15%
from 8%.  In our view, this deterioration is due to the poor
performance of Koltso Urala's unsecured retail credits, which the
bank has actively extended since 2011.  Although the bank plans
to limit its unsecured lending to payroll clients, we think that
the maturing retail portfolio will place continual and
significant pressure on the bank's overall asset quality, and
potentially on its capitalization, in the next two years.  We
forecast our risk-adjusted capital (RAC) ratio on Koltso Urala
before adjustment for concentration and diversification will be
3.3%-3.6% in the next 12-18 months, at the low end of our "weak"
capital and earnings category.  We note, however, that the
performance of the bank's corporate loan portfolio has been
satisfactory, with the share of NPLs having decreased to 4.8% on
Dec. 31, 2014, from 5.5% on
Jan. 1, 2014," S&P said.

On a positive note, S&P expects that Koltso Urala's shareholder,
OJSC Ural Mining and Metallurgical Company (UMMC), will continue
providing funding support to the bank.  In March 2015, the bank
received a US$20 million subordinated loan that supported its
regulatory capital ratios.  However, S&P considers these
instruments to be more akin to long-term funding rather than
capital.

The negative outlook on Koltso Urala at the time of withdrawal
reflected S&P's expectation of continued pressure on the bank's
asset quality and capitalization stemming from the deteriorating
creditworthiness of its retail clients and increasing credit
costs.

It indicated that S&P could have lowered the ratings on Koltso
Urala if the level of the bank's NPLs had increased higher than
20% in the next 12-18 months, and its credit costs had increased
higher than 8% over the same period, which S&P assumed in its
base-case scenario.  This would have put pressure on the bank's
capitalization, with S&P's RAC ratio before adjustments for
concentration and diversification falling below 3%.

S&P could have revised the outlook to stable if the bank had
managed to improve its asset quality and its credit costs had
stabilized at below 5% with the projected RAC ratio staying
comfortably above 3%.  For a positive rating action S&P would
also have needed to see economic and industry risks for banks in
Russia decrease.


MDM BANK: Moody's Withdraws 'B3' Long-Term Deposit Ratings
----------------------------------------------------------
Moody's Investors Service has withdrawn MDM Bank's B3 long-term
local and foreign-currency deposit ratings, Not Prime short-term
deposit ratings and b3 baseline credit assessment (BCA). At the
time of the withdrawal all the bank's long-term ratings carried a
negative outlook.

Moody's has withdrawn the rating for its own business reasons.

Domiciled in Moscow, Russia, MDM Bank reported total assets of
RUB329 billion, shareholders' equity of RUB34 billion and net
profit of RUB521 million as at YE2014 under audited IFRS.



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


FTPYME TDA CAM 4: Fitch Affirms 'Csf' Rating on Class D Notes
-------------------------------------------------------------
Fitch Ratings has upgraded FTPYME TDA CAM 4, FTA's class A2 and
A3(CA) notes and affirmed the others, as:

EUR94.9 million Class A2: upgraded to 'Asf' from 'BBBsf'; Outlook
Stable

EUR76.7 million Class A3(CA): upgraded to 'Asf' from 'BBB+sf';
Outlook Stable

EUR66 million Class B: affirmed at 'CCCsf'; RE (Recovery
Estimate) revised to 90% from 65%

EUR38 million Class C: affirmed at 'CCsf'; RE 0%
EUR29.3m Class D: affirmed at 'Csf'; RE 0%

FTPYME TDA CAM 4, FTA is a granular cash flow securitization of a
static portfolio of secured and unsecured loans granted to
Spanish small- and medium-sized enterprises (SMEs) by Banco de
Sabadell.

KEY RATING DRIVERS

The upgrade of the class A2 and A3 notes is due to their strong
amortization since the last review.  The notes began amortizing
pro-rata in July 2012 and have since paid down to 7.1% and 42.2%
of their initial outstanding balance, respectively.  This has
increased credit enhancement to 41.7% from 32.7%.

The class A notes benefit from effective cumulative default
deferral triggers that transfer interest from first the class C
and then the class B notes to pay principal.  Currently only the
class C deferral trigger has breached and is deferring interest.
Only a further 2% of the performing balance needs to default in
order to activate the class B interest deferral trigger.

The transaction's ratings are capped at 'Asf' as the depletion of
the reserve fund means that there is no source of liquidity for
the transaction.  Payment interruption is therefore highly likely
if the servicer were to default.

The performance pool is improving with 90+ delinquencies falling
steadily since February 2013 from 9.3% to 0.53%. 180+
delinquencies have also decreased to 0.16% from 4.5% in February
last year.  This is starting to be reflected in the level of
current defaults, which has fallen to EUR69 million from EUR70.7
million at last review.  The PDL balance has also decreased to
EUR18.2 million from EUR20.5 million at last review.

The RE on the class B notes has been revised to 90% from 65%.
This is due to the improved performance and a marginal increase
in credit enhancement to 9.64% from 6.9% at last review.  This
reverses the trend of credit enhancement decreasing at the last
review (to 6.9% from 12.6% between August 2012 and April 2014).

The class C notes have been affirmed at 'CCsf' as the notes are
under-collateralized and will rely on greater than expected
recoveries in order to be redeemed.

The class D notes were used to fund the reserve fund, which is
depleted.  Consequently default appears inevitable.

The class A3(CA) notes are guaranteed by the Kingdom of Spain
(BBB+/Stable/F2).

Despite significant amortization, the portfolio is granular with
the largest 10 obligors comprising 5.4% (5.7% last year) of the
pool, while 2.9% (3.0% last year) of the portfolio is larger than
50 basis points as a percentage of the outstanding balance.

RATING SENSITIVITIES

Increasing the default probability of the assets in the portfolio
by 1.25x or reducing the recovery rate of the assets in the
portfolio by 0.75x would not result in a downgrade to the class A
notes due to the high credit enhancement.

The class B, C and D notes are unaffected as their ratings are
already at a distressed level.  However, a larger increase to the
default probability or reduction in the recovery rate of the
portfolio could result in a default of these notes.

DUE DILIGENCE USAGE

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

DATA ADEQUACY

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

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

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



=====================
S W I T Z E R L A N D
=====================


MATTERHORN TELECOM: S&P Assigns 'B' CCR on Successful Refinancing
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'B' long-term corporate rating to Swiss wireless
telecommunications network operator Matterhorn Telecom Holding
S.A. and subsidiary Matterhorn Telecom S.A.  The outlook is
stable.

At the same time, S&P assigned its 'B' issue rating to
Matterhorn's senior secured debt, with a recovery rating of '3',
reflecting S&P's expectation of meaningful recovery (50%-70%;
lower half of the range) in the event of a default.

S&P has also assigned a 'CCC+' issue rating to the senior notes,
with a recovery rating of '6', reflecting S&P's expectation of
negligible recovery (0%-10%) after a default.

S&P also discontinued all our ratings on Matterhorn Financing &
Cy S.C.A., Matterhorn Mobile Holdings S.A., Matterhorn Midco & Cy
S.C.A., and Matterhorn Mobile S.A. following the effective
transfer of Salt Mobile S.A. to Matterhorn Telecom Holding, via
Matterhorn Telecom and Matterhorn Mobile, and full repayment of
the four subsidiaries' debt.  S&P understands Matterhorn Mobile
will be liquidated before the end of 2015.

Matterhorn Telecom Holding and Matterhorn Telecom were created to
facilitate the group's refinancing.  Matterhorn has successfully
placed CHF1,758 million equivalent of senior secured notes due in
May 2022 and CHF258 million equivalent of senior notes due in May
2023, and negotiated a five-year revolving credit facility (RCF)
of CHF150 million.

The group's credit metrics remain commensurate with a 'B' rating,
although annual cash interest has increased by about CHF4 million
compared with S&P's previous estimate.  Matterhorn's aggregate
amount of new debt, at about CHF2,017 million, is generally in
line with our initial assumption of CHF2,010 million; the
CHF47 million increase in senior secured notes was compensated by
a reduction of CHF40 million in the senior notes.

Matterhorn Telecom Holding is now the ultimate parent of Salt
Mobile (formerly Orange Communications S.A.), the third-largest
wireless network operator in Switzerland.  This follows
Matterhorn's recent acquisition by NJJ Capital, a private holding
company owned by French entrepreneur Xavier Niel.

The rating continues to reflect S&P's view of Matterhorn's
business risk profile as "fair" and its financial risk profile as
"highly leveraged," according to S&P's criteria.

Matterhorn has a No. 3 position in a market dominated by the
incumbent telecom operator Swisscom AG.  S&P acknowledges the
group's improved operating performance, increasing post-paid
customer base, and strengthening margins, which resulted from
restructuring, and its transformation plans.  Matterhorn has also
been able to capitalize on a well-invested and recently revamped
network, which covered 90% of the population with fourth-
generation technology at year-end 2014.

However, S&P views Matterhorn's business risk profile as weaker
than that of its two main competitors, Swisscom and Sunrise
Communication Holdings S.A.  This is because of Matterhorn's
small scale and low diversity, owing to its narrow business and
geographic focus.  The lack of a fixed network, intense
competition on data-intensive offers, and substitution issues
across the industry represent challenges, in S&P's view.

These weaknesses are somewhat balanced by the company's
established position in the wireless market, its network quality,
and decreasing customer turnover rate.  Matterhorn also benefits
from Switzerland's wealthy and stable economy.  S&P don't
anticipate significant changes in the competitive environment,
given high barriers to entry and more favorable regulation than
in other European markets.  The group has recently announced a
broad rebranding campaign, through which it changed its name to
Salt. The company expects that this campaign will result in about
CHF40 million in related expenses in 2015.

In S&P's base case for Matterhorn, it forecasts the Standard &
Poor's-adjusted debt-to-EBITDA ratio at close to 5.1x by the end
of 2015.  This ratio could improve if, as S&P anticipates, EBITDA
strengthens on the back of continued cost reductions and lower
nonrecurring, restructuring, and rebranding expenses.  In turn,
this should lead to stronger free operating cash flow (FOCF),
supported by lower interest costs after the refinancing and a
steady decrease in negative working capital changes and capital
expenditures.  As a consequence, S&P projects that FOCF to debt
should gradually increase to about 9% in 2016-2017 from S&P's
estimate of about 5.3% by the end of 2015.  S&P's adjusted debt
figure includes about CHF35 million in spectrum investments in
2016, operating leases, and asset-retirement and pension
obligations.

S&P's assessment of Matterhorn's financial policy as "highly
leveraged" also reflects S&P's lack of information on private
holding company NJJ Capital, the recent CHF150 million
recapitalization, and S&P's view that a discretionary dividend
policy may be likely in the future.

The stable outlook reflects S&P's view that Matterhorn will
sustain its market positions and benefit from continued operating
efficiency improvements, commercial momentum with new offers
launched in September 2014, and recently announced rebranding.
S&P anticipates that the Standard & Poor's-adjusted debt-to-
EBITDA ratio will be no higher than 5.1x after the
recapitalization and likely start declining thereafter, mainly
due to EBITDA growth.

S&P could consider a positive rating action if Matterhorn's
adjusted debt-to-EBITDA ratio were to sustainably decline to less
than 5.0x, but this would be subject to S&P's receipt of more
information on private holding company NJJ Capital.

Rating downside appears unlikely at present.  S&P could consider
a negative rating action if Matterhorn failed to sustain its
competitive position against larger, more integrated competitors,
or if the rebranding hampered the group's operating performance.
S&P could also lower the rating, depending on the group's owner's
policy, in the event of a large debt-funded shareholder
remuneration or weakening of Matterhorn's liquidity profile.



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


FERREXPO PLC: Moody's Rates New Senior Unsecured Notes (P)Caa3
--------------------------------------------------------------
Moody's Investors Service assigned a provisional (P)Caa3 rating
to the new senior unsecured notes due 2019 ('the New Notes')
which Ferrexpo Finance Plc, a fully owned subsidiary of Ferrexpo
Plc ('Ferrexpo'), is planning to issue as part of the exchange
offer announced by Ferrexpo for its US$500 million 7.875% senior
unsecured notes maturing in April 2016 (the 'Existing Notes').
Concurrently, Moody's has affirmed the Caa3 corporate family
rating of Ferrexpo, its Caa3-PD probability of default rating,
and the Caa3 rating on the Existing Notes. The outlook remains
negative.

The rating on the New Notes is provisional, as it is based on the
review of draft documentation. Upon completion of the exchange
offer, if it is successful, and conclusive review of the final
documentation, Moody's will assign a definitive rating to the New
Notes. A definitive rating may differ from a provisional rating.

Though Moody's recognizes that the execution of the announced
exchange offer would be credit positive, the agency, as per its
own definition, will likely view the proposed exchange offer of
Ferrexpo as a distressed exchange on completion of the exchange
offer, which if it were to materialize, would be likely
considered by Moody's as a default. This is also in line with the
treatment by the agency of the first exchange offer on the 2016
notes completed by the company in February 2015 on substantially
the same terms as in the current offer.

Ferrexpo's ratings are constrained by Ukraine's foreign currency
ceiling, because the company is exposed to Ukraine's political,
legal, fiscal and regulatory environment, given that all of its
processing and mining assets are located within the country.
Although the company export all its production abroad and invoice
almost all of its revenues in US dollars, the company's capacity
to service its corporate debt, which is mostly in foreign
currency (in US dollars), could be negatively affected by the
potential actions taken by the Ukrainian government to preserve
the country's foreign-exchange reserves.

The ratings also reflect (1) the group's exposure to a single
commodity, iron ore, whose prices have fallen substantially
during 2014 and are expected to remain weak over the coming
several years; (2) the fact that the company's iron ore resources
are concentrated in a single large deposit in central Ukraine,
which increases production outage risk, albeit this risk is
mitigated by the development of a second mine exploiting the same
deposit; (3) a still high level of customer concentration risk,
with the two main customers accounting for c.35% of the group's
revenues in 2014; and (4) a concentrated ownership structure,
with a single individual, Mr. Zhevago -- who is also the CEO --
retaining a 50.3% ownership interest in the company.

Ferrexpo's financial profile is strong for a Caa3 rating, as it
has a track record of solid credit metrics, with modest leverage
and comfortable interest coverage. Furthermore, Moody's
acknowledge a number of credit strengths, related to Ferrexpo's
(1) access to sizeable iron ore reserves and unexploited iron ore
resources adjacent to its existing iron ore deposits; (2)
favorable geographic location (close to the Black Sea) and in-
house logistics capabilities, providing advantaged access to
European and seaborne markets; (3) track record as a reliable
iron ore pellet supplier to international steel producers; and
(4) profitable mining and processing operations, also supported
by recently completed strategic mining projects, including a
second mine, Yeristovo, which has meaningfully contributed to
2014 results, by adding volumes and reducing average group's cash
costs per tonne. Moody's also positively consider management's
disciplined financial policy. Taking into account lower iron ore
prices, compared to the previous year, as well as the supporting
effect of the lower local currency on the margins, Moody's expect
Ferrexpo to maintain solid leverage metrics.

The negative outlook reflects the fact that a potential further
downgrade of Ukraine's sovereign rating may result in the further
lowering of Ukraine's foreign and/or local currency bond country
ceiling.

At the end of 2014, Ferrexpo reported that it had approximately
US$627 million of cash, to a large extent placed outside of
Ukraine at various international financial institutions
throughout Western Europe. However, approximately US$160 million
was held within Ukraine at Bank Finance & Credit JSC (Ca,
negative), a related entity under common control of the majority
owner of Ferrexpo, Mr. Zhevago, to fund immediate operational
needs in the country, chiefly represented by scheduled capex,
working capital, wages and other local operating costs.

Moody's expect Ferrexpo to use these substantial cash reserves,
as well as the anticipated US$41.5 million cash proceeds expected
to be received following the agreed divestment of Ferrexpo
Resources, to fund the repayments under its PXF facilities in
2015 and the proposed cash payments under the exchange offer for
the Existing Notes.

While Ferrexpo has two committed pre-export finance (PXF)
facilities totalling US$682 million, these are fully drawn. One
PXF of about US$332 million outstanding is amortizing with final
repayment in July 2016, and the other one of US$350 million
outstanding, also amortizing with final maturity in August 2018.
Ferrexpo is expected to maintain good headroom under the
financial covenants of these facilities.

The proposed exchange offer, if accepted, will be positive for
the credit, as it will address the remaining refinancing risk in
2016 and will further support the company's liquidity position.
The exchanges, in Moody's view, reflect Ferrexpo's proactive
approach in managing its challenging debt maturity profile, as
well as the management's willingness to use a portion of
Ferrexpo's cash balances to service its debt obligations.

The provisional rating on the New Notes is in line with the
rating of the Existing Notes, as they are pari-passu. This is
because the New Notes and Existing Notes share the same
structural features, ranking and guarantors. As for the Existing
Notes, also the New Notes will be unsecured guaranteed
obligations issued by Ferrexpo Finance Plc and will benefit from
a suretyship provided by Ferrexpo Poltava Mining (FPM). As of the
end of 2014, the consolidated net assets and EBITDA of the
guarantors, when aggregated, represented approximately 91% and
93% of the consolidated net assets and EBITDA of the group,
respectively.

The provisional rating on the New Notes in also in line with the
rating on the existing 2019 notes that the company put in place
as a result of the first bond exchange of the Existing Notes
completed in February 2015. Following the completion of the first
exchange, US$214.3 million of US$500 million of the Existing 2016
Notes were exchanged into new US$160.7 million 10.375% amortizing
notes due April 2019 and US$53.6 million of cash paid to the note
holders tendering their notes. The terms of the New Notes will be
substantially the same as the terms of the first bond exchange in
February 2015. Moody's also considered the first bond offer as a
distressed exchange according to Moody's definitions.

Ratings are likely to be downgraded if there is a downgrade of
Ukraine's sovereign rating and/or lowering of the foreign-
currency bond country ceiling, or in case of a material
deterioration in the liquidity of the company.

Positive pressure, albeit unlikely, could be exerted on the
ratings if Moody's were to raise Ukraine's foreign-currency bond
country ceiling, provided there is no material deterioration in
the company-specific factors, including its operating and
financial performance, market position and liquidity.

Ferrexpo Plc, headquartered in Switzerland and incorporated in
the UK, is a mid-sized iron ore pellet producer with mining and
processing assets located in Ukraine. The group has total Joint
Ore Reserves Committee Code (JORC) classified resources of 6.7
billion tonnes, around 1.5 billion tonnes of which are proved and
probable reserves. The average grade of Ferrexpo's ore is
approximately 31% Fe. In 2014 the group achieved a pellet
production of 11 million and generated revenues of US$1.39
billion.

The principal methodology used in these ratings was Global Mining
Industry published in August 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.



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


ABENGOA YIELD: S&P Assigns 'BB+' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB+'
corporate credit rating to Abengoa Yield PLC (ABY).  The outlook
is stable.  At the same time, S&P assigned its 'BBB' issue-level
rating and '1' recovery rating to the company's US$125 million
senior secured revolving credit facility due 2018.  The '1'
recovery rating indicates that lenders can expect very high (90%
to 100%) recovery if a default occurs.  S&P also assigned its
'BB+' issue-level rating and '3' recovery rating to the company's
US$255 million senior unsecured notes due 2019.  The '3' recovery
score indicates that lenders can expect meaningful (50% to 70%;
upper half of the scale) recovery if a default occurs.

"The outlook is stable and reflects our expectation that ABY's
underlying businesses will continue to provide consistent
dividends and easily cover debt service at the holding company
level," said Standard & Poor's credit analyst Nora Pickens.

"Our 'BB+' corporate credit rating on ABY reflects the credit
strength of a diverse portfolio of renewable and conventional
electric generation and electric transmission assets that
generate stable cash flow from long-term contracts with highly
rated counterparties.  These strengths are partially offset by
the company's small size, exposure to regulatory risk, and the
"yieldco" structure that gives management strong incentive to pay
out most available free cash flow (after maintenance capital and
interest) to investors each quarter.  We rate ABY using our
project developer methodology due to the company's strategy of
maintaining a diverse set of underlying businesses, which are all
operated and financed on a stand-alone basis, without any
recourse to or assumed implicit support from ABY.  Like most
project developers, ABY fully relies on residual cash flows from
its underlying investment companies to service debt.
Underperformance at these assets could quickly translate into a
sharp drop in dividends to ABY, given the inherent operating and
financial leverage at the companies," S&P said.

Sponsor Abengoa S.A. (Abengoa) owns 51% of ABY's common stock,
but S&P expects its share will be reduced to 40% in the near-term
and maintained around this level over the long term.  Although
S&P believes most of ABY's growth will come from transactions
with its sponsor, it have not linked the ratings between the two
companies and rate ABY on a stand-alone basis.  A number of
structural protections (per the Governance Memo of Understanding)
support S&P's view of independence between the two companies,
including:

   -- Abengoa is required to maintain a minority number of board
      members regardless of its equity stake in ABY;

   -- Abengoa-related decisions (including right of first offer
      (ROFO) acquisitions) must be agreed upon by a majority of
      the independent directors.  All non-Abengoa-related
      decisions require a simple majority vote by the board; and,

   -- Limitation on any shareholder to vote a maximum of 40%

      regardless of their stake in ABY.


ARGON CAPITAL: Moody's Raises Rating on Series 100 Secs. to B1
--------------------------------------------------------------
Moody's Investors Service upgraded the rating on the following
notes issued by Argon Capital Public Limited Company:

  -- Series 100 GBP750,000,000 Perpetual Non-Cumulative
     Securities (ISIN: XS0323839042), Upgraded to B1; previously
     on Mar 20, 2015 B2 Placed Under Review for Possible Upgrade

Moody's explained that the rating action taken is the result of a
rating action on the Pref. Stock Non-cumulative of Royal Bank of
Scotland Group plc, which were upgraded to B1 from B2 on review
for upgrade on May 28, 2015.

The principal methodology used in this rating was "Moody's
Approach to Rating Repackaged Securities" published in December
2014.

This rating is essentially a pass-through of the rating of the
underlying securities. Noteholders are exposed to the credit risk
of the preference shares of Royal Bank of Scotland Group plc and
therefore the rating moves in lock-step.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, which could negatively impact the
ratings of the notes, as evidenced by 1) uncertainties of credit
conditions in the general economy and 2) more specifically, any
uncertainty associated with the underlying credits in the
transaction could have a direct impact on the repackaged
transaction.


CHERRY TREE: Creditors May File Proofs of Claim Til June 19
-----------------------------------------------------------
A.V. Lomas, S.A. Pearson, G.E. Bruce and J.G. Parr, the Joint
Administrators of Cherry Tree Mortgages Limited, notified
interested parties that they intend to make a distribution (by
way of paying an interim dividend) to the preferential creditors
(if any) and to the unsecured, non-preferential creditors of
Cherry Tree.

Creditors may file their proofs of debt at any point no later
than June 19, 2015.  Creditors are requested to lodge their
proofs of debt at the earliest possible opportunity.

Creditors may be required, if so requested, to provide further
details or produce documents or other evidence to their proofs of
debt as the Joint Administrators deem necessary.

The Joint Administrators will not be obliged to deal with proofs
of debt filed after the bar date but may do so if they think fit.

The Joint Administrators intend to make the announced
distribution within the period of two months from the last date
of proving claims.

For further information, contact details, and proof of debt
forms, creditors may visit http://is.gd/8643CF

Creditors must complete and return a proof of debt form together
with relevant supporting documents, to PricewaterhouseCoopers
LLP, 7 More London Riverside, London SE1 2RT marked for the
attention of Jennifer Hills.  Alternatively, they may email a
completed proof of debt form to Lehman.affiliates@uk.pwc.com


EXPRO HOLDINGS: S&P Puts 'B-' CCR on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' long-term
corporate credit rating on U.K.-based oilfield services company
Expro Holdings U.K. 3 Ltd. on CreditWatch with negative
implications.

At the same time, S&P also placed its issue ratings on Expro on
CreditWatch with negative implications, including:

   -- Its 'B' issue rating on Expro's revolving credit facility
      (RCF) and term loan B.  The recovery rating on these loans
      is unchanged at '2H', reflecting S&P's expectation of
      substantial recovery in an event of default (in the upper
      half of the 70%-90% range).  S&P's 'CCC+' issue rating on
      Expro's mezzanine loan.  The recovery rating on this loan
      is unchanged at '5L', reflecting S&P's expectation of
      modest recovery in an event of default (in the lower half
      of the 10%-30% range).

The CreditWatch placement relates to the possible deterioration
of Expro's liquidity position, although S&P's base-case scenario
is that Expro will implement robust measures to prevent this.  In
S&P's view, Expro will have only marginal headroom under its
leverage covenant in the future quarters of 2015, and there is a
risk that the covenant will be breached if the company does not
take timely action to reset it or obtain a waiver.  S&P estimates
that the headroom on the net debt-to-EBITDA covenant was only
about 5% on March 31, 2015.

This heightened liquidity pressure is driven by falling EBITDA,
as demand and pricing for Expro's services are lower than S&P
previously assumed following the sharp fall in oil prices and
subsequent cuts in capital expenditure (capex) and operating
expenditure by clients.  S&P believes that challenging industry
conditions are set to continue into 2016, which is likely to
prevent any growth in revenues or improvement in margin in fiscal
2016 (ending March 31, 2016).

S&P assesses Expro's financial risk profile as "highly
leveraged," due to S&P's view of its sizable debt, negative free
cash flow generation, and aggressive capital structure, which
includes a mezzanine loan accruing interest at 6.5% per year.
S&P views capex as relatively high.  These weaknesses are partly
offset by Expro's supportive shareholders, in S&P's opinion.
Additionally, S&P do not foresee any dividend payments or share
buybacks in the next couple of years.

S&P views Expro's business risk profile as "weak."  S&P bases its
assessment on the company's relatively small size, its
participation in the highly cyclical, competitive, and fragmented
oilfield services industry, and its reliance on the exploration
spending of oil and gas companies.  S&P also factors in the
capital-intensive nature of Expro's business and its growth-
oriented business strategy.  These weaknesses are partly
counterbalanced by S&P's confidence in Expro's leading market
position.  Its good track record in safety and its diversified,
blue chip customer base are also rating strengths.  Further
positives include the company's healthy geographic
diversification and low numbers of competitors.

The CreditWatch placement reflects downgrade risk because of
S&P's forecast of tightening financial covenant headroom during
2015, potentially resulting in a covenant breach under the
mezzanine facility.

S&P could lower the rating by at least one notch if the company
does not reset this covenant limit or obtain a waiver for
multiple quarters in a timely fashion.  Equally, the risk of debt
to EBITDA rising to 7x, combined with negative free cash flow,
could warrant a downgrade, if not counterbalanced by company
actions.

S&P could affirm the 'B-' long-term rating if the company manages
to address its potential covenant pressure so that its liquidity
improves, including 15% headroom under all covenants.  In
addition, for an affirmation at the 'B-' level, S&P would need to
be convinced that the company's leverage had not become
unsustainable.


FHB MORTGAGE: Moody's Lifts Mortgage Covered Bonds Rating to Ba1
----------------------------------------------------------------
Moody's Investors Service upgraded to Ba1 from Ba3 (on review for
upgrade) the ratings of the mortgage covered bonds of FHB
Mortgage Bank Co. Plc. (Deposit B3; baseline credit assessment
caa1; counterparty risk (CR) assessment B1(cr)).

The upgrade concludes the review of the covered bonds' ratings
that Moody's initiated on March 17, 2015.

The upgrade follows the conclusion of Moody's reflects the
assignment of an initial CR Assessment of B1(cr) to FHB Mortgage
Bank Co. Plc.

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

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

The CB anchor for this program is CR Assessment plus one notch.
The CR Assessment reflects an issuer's ability to avoid
defaulting on certain senior bank operating obligations and
contractual commitments, including covered bonds.

Moody's may use a CB anchor of CR Assessment plus one notch in
the European Union or otherwise where an operational resolution
regime is particularly likely to ensure continuity of covered
bond payments.

The cover pool losses for FHB Mortgage Bank Co. Plc.'s covered
bonds are 42.4%. This is an estimate of the losses Moody's
currently models following a CB anchor event. Moody's splits
cover pool losses between market risk of 28.8% and collateral
risk of 13.6%. Market risk measures losses stemming from
refinancing risk and risks related to interest-rate and currency
mismatches (these losses may also include certain legal risks).
Collateral risk measures losses resulting directly from cover
pool assets' credit quality. Moody's derives collateral risk from
the collateral score, which for this program is currently 20.3%.

The over-collateralization (OC) in the cover pool is 38.8%, of
which issuer provides 13.0% on a "committed" basis. The minimum
OC level consistent with the Aaa rating target is 0%, of which
the issuer should provide 0% in a "committed" form. These numbers
show that Moody's is not relying on "uncommitted" OC in its
expected loss analysis.

All numbers in this section are based on Moody's most recent
modeling (based on data, as per 31/12/2014).

For further details on cover pool losses, collateral risk, market
risk, collateral score and TPI Leeway across covered bond
programs rated by Moody's please refer to "Moody's Global Covered
Bonds Monitoring Overview", published quarterly.

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

For FHB Mortgage Bank Co. Plc.'s covered bonds, Moody's has
assigned a TPI of Very Improbable.

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

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

The TPI assigned to FHB Mortgage Bank Co. Plc.'s covered bonds is
Very Improbable. The TPI Leeway for FHB Mortgage Bank Co. Plc.'s
covered bonds is limited, and thus any reduction of the CB anchor
may lead to a downgrade of the covered bonds.

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

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


MONARCH AIRLINES: Losses Shrink Following Restructuring
-------------------------------------------------------
Ashley Armstrong at The Telegraph reports that Monarch, the
European airline that was rescued from the brink of collapse
eight months ago, said that it is on track to make a profit after
shrinking losses by GBP40 million.

The travel business was given a life-line by investment firm
Greybull Capital in a deal last year which saw the Mantegazza
family, who started the business with just two airplanes in Luton
in 1968, sell out completely, The Telegraph recounts.

As part of the rescue deal Greybull, run by brothers Marc and
Nathaniel Meyohas, and Monarch chief executive Andrew Swaffield,
put in place a restructuring of the business, which saw 700 jobs
lost and pay-cuts of 30% for pilots, The Telegraph discloses.

Mr. Swaffield, as cited by The Telegraph, said that these staff
changes contributed to GBP55 million of cost-savings while
additional measures to renegotiate aircraft leases and scrap
long-haul and charter flights saved the business a further GBP200
million.

However, Monarch's troubles also made it an unlikely beneficiary
of the oil price collapse as the change in ownership meant it
could unwind costly fuel hedge positions that had been agreed
when Brent crude was double the price, The Telegraph notes.  As a
result, the embattled airline has enjoyed the lowest fuel costs
out of all of its European rivals for the last six months and
saved an additional GBP10 million, The Telegraph states.

Monarch reported that half-year losses had shrunk to GBP69.9
million during the six months to 30 April from GBP110.6 million
the previous year, The Telegraph relates.

According to The Telegraph, Mr. Swaffield said that the business
was still expected to return to profitability this year, a
dramatic recovery considering the airline was close to running
out of cash last year.

Greybull committed GBP125 million to the company for a 90% stake
in October but required around GBP70 million from the Mantegazzas
to secure the takeover, The Telegraph relays.

Monarch Airlines, also known as and trading as Monarch, is a
British airline based at Luton Airport, operating scheduled
flights to destinations in the Mediterranean, Canary Islands,
Cyprus, Egypt, Greece and Turkey.


SPIRIT ISSUER: Moody's Reviews Ratings 7 Note Classes for Upgrade
-----------------------------------------------------------------
Moody's Investors Service placed on review for upgrade the
ratings of seven classes of Notes issued by Spirit Issuer plc:

  -- A1 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Affirmed Ba2 (sf)

  -- A2 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Affirmed Ba2 (sf)

  -- A3 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Affirmed Ba2 (sf)

  -- A4 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Affirmed Ba2 (sf)

  -- A5 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Affirmed Ba2 (sf)

  -- A6 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Assigned Ba2 (sf)

  -- A7 Notes, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Nov 7, 2013 Assigned Ba2 (sf)

Moody's has also affirmed the ratings of the following Notes
issued by Spirit Issuer plc:

  -- Liquidity Facility Agreement, Affirmed Aa3 (sf); previously
     on Nov 7, 2013 Affirmed Aa3 (sf)

The review action on the Notes reflects the positive trend over
the last several quarters of a number of key credit drivers and
metrics such as FCF and EBITDA as well as the potentially
positive impact of the envisaged acquisition of Spirit Group by
Greene King. Given that the Spirit securitization pubs would only
be a portion of Greene King's total business, we will also assess
to what extend likely the new parent's credit strength will
impact or support the ratings of the notes. In order to conclude
the review, Moody's will also focus on the future strategy of
Spirit's new owners with respect to the securitized pubs, their
integration into the total business, and the implications for key
performance metrics.

The Counterparty Instrument Rating for the Liquidity Facility
Agreement is not impacted by the potential positive impact of the
change of ownership and the pubs' positive performance. The
rating was confirmed as a consequence.

The key parameters in Moody's analysis are (1) the intrinsic
credit strength of the borrowers and the Sponsor group; (2) the
sustainable free cash flow generated by the underlying property
portfolio and operations over the medium to long term horizon of
the transaction and (3) the structural protections available to
the noteholders aimed at limiting the sensitivity of the credit
quality of the notes from the underlying credit quality of the
borrower and its operations.

For the Counterparty Instrument Rating ("CIR"), Moody's also took
into account factors detailed in 'Moody's Approach to
Counterparty Instrument Ratings' published in March 2015.

The methodologies used in rating A1, A2, A3, A4, A5, A6 and A7
Notes were Moody's Approach to UK Whole Business Securitisations
published in October 2000, and Global Restaurant Methodology
published in June 2011.

The methodology used in rating Liquidity Facility Agreement was
Moody's Approach to Rating EMEA CMBS Transactions published in
May 2015.

Factors that may cause an upgrade of the ratings include a
significant improvement of the credit quality of the parent
company of the borrower and positive performance of the
underlying operations of the pubs. Factors that may cause a
downgrade of the ratings include a significant deterioration of
the credit quality of the parent company of the borrowers and
negative performance of the underlying operations of the pubs.
These factors affect all the notes excluding the CIR.

A decrease of the probability of liquidity draws and/or an
increase of the underlying collateral value in the transaction
may lead to an upgrade of the CIR. An increase of the probability
of liquidity draws and/or a decrease of the underlying collateral
value in the transaction may lead to a downgrade of the CIR.

In this approach, Moody's analyses the credit quality of the
borrowers and the whole business securitization structure. A
sustainable annual free cash flow (FCF) is derived over the
medium to long term horizon of the transaction, and then
multipliers are applied to such cash flows in order to reach the
debt which could be issued at the targeted long-term rating level
for the notes. In addition, Moody's considers various haircuts on
the pub values.

Moody's looks at haircuts on the pub values and stresses FCF for
it analysis.


TAYLOR WIMPEY: S&P Raises Corp. Credit Rating From 'BB+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on U.K.-based homebuilder Taylor Wimpey PLC to
'BBB-' from 'BB+'.  The outlook is stable.

The upgrade reflects the further improvement in Taylor Wimpey's
credit metrics amid ongoing supportive housing market conditions
in the U.K.  The positive rating action also reflects S&P's view
that the company should be able to maintain its financial ratios
within S&P's current guidance for the 'BBB-' rating in the next
two to three years, notwithstanding short-term fluctuations in
the housing market.

Taylor Wimpey's revenues increased by 17% to GBP2.7 billion in
2014, on the back of an increase in the number of completions
(+6.5%) and rising average selling price (+11.5%).  Operating
margin was boosted by the improvement in land cost per completion
and the increase in selling prices, which resulted in a Standard
& Poor's-adjusted EBITDA margin of 18.6% for 2014.  Taylor Wimpey
continued to maintain a very low debt level, with reported net
cash of GBP113 million as of year-end 2014.  Although debt levels
tend to rise intra-year because of seasonal and growth-related
working capital requirements, Taylor Wimpey's key ratios are
nonetheless very strong with Standard & Poor's-adjusted debt to
EBITDA at 0.5x and FOCF to debt at about 80% in 2014.

"We have therefore revised our assessment of Taylor Wimpey's
financial risk profile upward to "modest" from "intermediate" (an
improvement of one category under our criteria).  Even though
Taylor Wimpey's credit metrics align with our "minimal" financial
risk profile assessment (the strongest under our criteria), we
continue to apply a one-category downward adjustment.  This is
because we continue to consider volatility in Taylor Wimpey's
cash flows as high, as demonstrated by the significant
deterioration in its credit metrics in the last economic downturn
(2008-2009).  This volatility adjustment also reflects our view
that current credit metrics are at a high point in the housing-
sector cycle.  We believe that this adjustment, coupled with
management's stated intention to maintain reported net debt close
to zero, gives us some comfort that Taylor Wimpey should be able
to maintain credit metrics commensurate with the rating over the
next three years, irrespective of short-term market factors," S&P
said.

"We assess Taylor Wimpey's business risk profile as "fair."  The
sector continues to benefit from high demand for new homes,
supported by the relatively low unemployment rate in the U.K.,
rising wages, and good mortgage availability.  Steps the
government took in 2014 -- such as stamp duty reforms and the
extension to 2020 of the "Help-to-Buy" scheme (whereby first home
buyers can purchase a home with a deposit of just 5%) -- have
also been positive for the new homes market.  Although we believe
that U.K. housing market conditions should remain supportive for
homebuilders over the next couple of years, we still view the
industry's performance as highly cyclical as it depends heavily
on favorable macroeconomic trends and residential mortgage
availability.  This is reflected in our industry risk assessment
as "moderately high" for real estate developers and
homebuilders," S&P added.

Taylor Wimpey is the second-largest U.K. homebuilder by volume,
and has a wide product range.  It built and sold around 12,500
homes in 2014, its sales are geographically well-spread in the
U.K., and it has a large land bank (about six years of supply).
About 50% of the land is sourced from its strategic land
pipeline, while the rest is from its short-term land bank.  S&P
believes that long-term land bank ownership constitutes an
important barrier to entry in the U.K. homebuilding market, given
the long process involved in getting building approvals.  That
said, the long lead times from land purchase to housing
development completion in the U.K. create greater margin
volatility compared to some other developed markets, globally.
This continues to be an important consideration in our assessment
of Taylor Wimpey's competitive position.

S&P's base case assumes:

   -- A more moderate increase in revenues over the next two
      years compared to 2014, with some single-digit growth in
      the number of units completed and some increase in the
      average selling price, in line with S&P's forecasts for
      U.K. house prices of +4% in 2015 and +3% in 2016.  Standard
      & Poor's-adjusted EBITDA margins of 18%-19% over the next
      two years, reflecting some improvement in the contribution
      margin.  S&P continues to forecast high working capital
      requirements in 2015 as the business grows, with some
      increase in work-in-progress (WIP) and land bank.  Working
      capital outflows should be more moderate in 2016 and 2017
      assuming some stabilization in the level of sales.  S&P's
      forecasts still imply that WIP will be funded by drawings
      under the revolving credit facility (RCF) and the land bank
      by operating cash flows.

   -- High dividend payments of about GBP300 million per year in
      both 2015 and 2016, in line with management's announcement.

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

   -- Adjusted funds from operations (FFO) of about
      GBP400 million-GBP500 million per year for 2015-2017;

   -- Adjusted FOCF to debt of more than 40%, restricted by the
      need for working capital;

   -- An adjusted debt level of about GBP400 million in 2015 and
      2016 (excluding land creditors, but including S&P's
      adjustment for the pension deficit and operating leases,
      and S&P's assumption for average drawing under the RCF
      throughout the year of about GBP200 million; S&P also nets
      most of Taylor Wimpey's cash balance from the debt as S&P
      understands that there are limited restrictions).  This
      translates into a debt-to-EBITDA ratio of around 0.7x-1.0x
      in the next two years; and

   -- As a result of the high dividend payment, S&P forecasts
      discretionary cash flow to debt to be close to zero or
      slightly negative in the next two years.

The stable outlook reflects S&P's view that Taylor Wimpey's
credit metrics should remain commensurate with S&P's guidance
over the next two years, supported by a favorable macroeconomic
environment in the U.K., continuing improvement in EBITDA margin,
and a minimal debt level.

S&P's base-case scenario for financial years 2015 and 2016
assumes sustained demand for new homes in the U.K. buoyed by
ongoing favorable market conditions, including good mortgage
availability and supportive consumer confidence.  S&P's stable
outlook assumes that Taylor Wimpey will continue to manage its
working capital prudently, as well as carefully monitor the cost
of land acquisitions.  S&P forecasts that the company will
maintain FOCF to debt above 40% and adjusted debt to EBITDA of
below 1.5x.

Given the company's very low debt leverage, S&P believes that an
upgrade would most likely stem from S&P reassessing the business
risk profile to "satisfactory."  This would most likely occur if
S&P saw that Taylor Wimpey's business risk model had become
materially more resilient to major market fluctuations.  S&P
considers an upgrade unlikely in the next one-to-two years.

Conversely, S&P could lower the rating if Taylor Wimpey's credit
metrics deteriorate significantly such that debt to EBITDA
increased to more than 1.5x for an extended period and FOCF to
debt falls below 40%.  This scenario would most likely result
from weakening market conditions in the U.K. housing sector or a
change in Taylor Wimpey's financial policy.



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


* BOOK REVIEW: The Story of The Bank of America
-----------------------------------------------
Author: Marquis James and Bessie R. James
Publisher: Beard Books
Softcover: 592 pages
List Price: $31.80
Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/1587981459/internetbankrup
t
The Bank of America began as the Bank of Italy in 1904.
A. P. Giannini was motivated to found the Bank out of his
indignation over the neglect by other banks of the Italian
community in San Francisco's North Beach area. Local residents
were quickly drawn to Giannini's new type of bank suited for
their social circumstances, financial needs, and plans and
aspirations. Before Giannini's Bank of Italy, the field was
dominated by large, well-connected, and politically influential
banks typified by the magnate J. P. Morgan's House of Morgan
catering to corporations and the wealthy industrialists and their
families of the Gilded Age.

Giannini's Bank proved to be a timely enterprise with great
potential far beyond its founder's original aims. The early 1900s
following the Gilded Age was a time of spreading democratization
in American society with large numbers of immigrants being
assimilated. It was also a time of considerable industrial growth
after the heyday of the tycoons such as Morgan, Rockefeller, and
Carnegie in the latter 1800s. Giannini's idea was also helped by
the growth of California in its early stages of becoming one of
the most prosperous and most populous states. As California grew,
so did the Bank of America.

A. P. Giannini was the perfect type of individual to oversee the
growth of a bank that stood in sharp contrast to the House of
Morgan and which reflected broad changes in American society and
business. Giannini followed the quick success of his North Beach
bank with Bank of Italy branches elsewhere in San Francisco. With
the success of these followed branches throughout California's
agricultural valleys and Los Angeles as Giannini reached out to
populations of other average persons generally ignored by the
traditional banks. Throughout the rapid growth of his bank,
Giannini never lost touch with his original motive for creating a
bank suited for the average individual. When he died at 80 years
of age in 1949, he lived in the same house as he did when he
opened the original Bank of Italy; and his estate was less than
half a million dollars.

Throughout all the stages of the Bank of America's growth,
business recessions and depressions, and changes in American
society, including increased government regulation, the Bank
continued to reflect its founder's purposes for it. In the 1920s,
the Bank of Italy became a part of the corporation Transamerica.
In 1930, the Bank was merged with the Bank of America of
California. The newly formed bank was given the name the Bank of
America National Trust and Savings Association, with Giannini
appointed as chairman of the committee to work out the details of
the merger. In 1930, he selected Elisha Walker to head
Transamerica so he could be free to pursue his interest of
establishing a national bank with the same goals and nature as
his original Bank of Italy. But becoming alarmed over Walker's
proposed measures for dealing with the pressures of the
Depression, Giannini waged a battle involving board members,
stockholders, and allies he had worked with in the past to regain
control of Transamerica. In 1936, A. P. Giannini's son, Lawrence
Mario, succeeded his father as president of Bank of America, with
A. P. remaining as chairman of the board.

The story of Bank of America is largely the story of A. P.
Giannini: his ideas, his values, his ambitions, his goals, his
personality. The co-authors follow the stages of the Bank's
growth by focusing on the genteel, yet driven and innovative, A.
P. Giannini. There's a balance of basic business material such as
stock prices, rationale of momentous business decisions, and
balance-sheet data, with portrayals of outsized characters of the
time. Among these, besides Giannini, are the federal government
official Henry Morgenthau and Charles Stern, California's
superintendent of banks in the early 1900s. With this balance,
The Story of the Bank of America is an engaging and informative
work for readers of more technical business books and human-
interest business stories alike.


                            *********

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

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

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


                            *********


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

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

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

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

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

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


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