TCREUR_Public/150715.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Wednesday, July 15, 2015, Vol. 16, No. 138



ETHIAS SA: Fitch Rates EUR250MM Subordinated Notes 'BB+'


RUSTAVI AZOT: Fitch Assigns 'B(EXP)' LT Issuer Default Rating
RUSTAVI AZOT: S&P Assigns 'B-' Corp. Credit Rating; Outlook Pos.


GREECE: Tsipras Needs to Convince MPs to Support Reforms
GREECE: Bailout Deal May Help Sovereign Liquidity, Fitch Says


AURELIUS EURO 2008-1: S&P Cuts Ratings on 3 Note Classes to CCC-
EUROPROP SA: Fitch Lowers Rating on Class C Notes to 'CCsf'
WILLOW NO.2: Moody's Lowers Rating on Series 39 Notes to Caa2
ZOO ABS IV: Fitch Raises Rating on Class E Notes to 'CCCsf'


* ITALY: Number of Bankruptcies Down 10% in First Half 2015


DILIJAN FINANCE: Fitch Assigns 'B+(EXP)' Rating to Senior Notes
FAB CBO 2005-1: S&P Raises Rating on Class A2 Notes to BB
GLOBAL TIP: Moody's Gives B1 Corp. Family Rating, Outlook Stable
LEVERAGED FINANCE II: Moody's Affirms B2 Rating on Class IV Notes


ACRON JSC: Fitch Hikes Long-Term Issuer Default Rating to 'BB-'
EUROPLAN CJSC: Fitch Puts 'BB' Long-Term IDRs on Watch Negative
IMONEYBANK: Moody's Withdraws Caa1/Not Prime Deposit Ratings
IMONEYBANK: Moody's Interfax Withdraws National Rating

S L O V A K   R E P U B L I C

VAHOSTAV-SK: Finance Ministry to Set Up LLC for Creditor Claims


BBVA-6 FTPYME: Fitch Raises Rating on Class B Notes to 'B-sf'


AEROSVIT: Declared Bankrupt by Court, Liquidation Commenced
FERREXPO PLC: Fitch Lowers Issuer Default Ratings to 'RD'
FERREXPO PLC: S&P Raises Corp. Credit Rating to 'CCC+'

U N I T E D   K I N G D O M

MACWHIRTER: In Administration, 52 Jobs Affected
METRO PLAY: Brings in Liquidators After Licenses Revoked
PORTSMOUTH FOOTBALL CLUB: Ex-Owner Flees UK 'Fearing for Life'
PRIMA HOTELS: Trade Downturn Spurs Administration, Buyers Sought
SZ GEARS: Brought Out of Administration

* UK: Fewer Shops Close As Retail Administrations Fall



ETHIAS SA: Fitch Rates EUR250MM Subordinated Notes 'BB+'
Fitch Ratings has assigned Ethias SA's (Insurer Financial
Strength (IFS) rating: BBB+/Stable; Issuer Default Rating (IDR):
BBB/Stable) EUR250 million issue of dated subordinated notes a
'BB+' rating.

The dated subordinated notes are being issued as part of an
exchange offer, refinancing outstanding perpetual subordinated
debt of the same amount.

The issue matures in 2026 and the securities pay a 5% fixed
annual coupon. The notes are subordinated to senior creditors,
rank pari passu with existing dated subordinated securities and
senior to any remaining subordinated securities issued by Ethias
and are mandatorily deferrable if certain solvency conditions are


Ethias SA's 'BB+' subordinated debt rating uses notching criteria
that have been proposed by Fitch, but are not yet final. If the
proposed criteria are not made final, and current notching
criteria are maintained, Fitch would still expect to rate the
subordinated debt at 'BB+'. No other ratings are expected to be
impacted should the proposed changes to Fitch's notching criteria
not become final.

The subordinated debt is rated two notches below Ethias's Long-
term IDR of 'BBB'. This reflects a 'Below Average' recovery
assumption and 'Moderate' risk of non-performance. The instrument
will mandatorily defer coupon payments if a regulatory deficiency
event occurs, meaning under Solvency II, own funds being
insufficient to cover the Solvency Capital Requirement or Minimum
Capital Requirement.

According to the terms and conditions, the new bond qualifies for
Tier 2 capital recognition under Solvency 2. Under Fitch's
methodology, this instrument is treated as 100% capital in
Fitch's risk-based capital assessment and 100% debt in Fitch's
financial leverage calculation.

As the debt issuance refinances debt of a same amount, Ethias's
financial leverage ratio is unaffected. It was 22.6% at end-2014
which remains commensurate with the ratings.

Fitch views the transaction positively from a financial
flexibility perspective, as it demonstrates Ethias's ability to
access debt capital markets.


Any change to Ethias's IDR is likely to result in a corresponding
change of the subordinated debt rating.


RUSTAVI AZOT: Fitch Assigns 'B(EXP)' LT Issuer Default Rating
Fitch Ratings has assigned Georgia-based Rustavi Azot (Rustavi)
an expected Long-term Issuer Default Rating (IDR) of 'B(EXP)'
with Stable Outlook.

In addition, Fitch has assigned Agrochim S.A.'s (holding company
of Rustavi), prospective eurobond issue of up to USD180 million,
guaranteed by Rustavi, and with a five-year maturity a 'B(EXP)'
senior unsecured rating with Recovery Rating 'RR4'. The expected
IDR assumes the successful notes issuance and the notes' final
rating is contingent on the receipt of final documentation
conforming to information already received.

Although Rustavi benefits from export sales diversity and a sound
cost position, the ratings are capped in the 'B' category by its
small size, its ownership concentration risk, and its primary
focus on a single product. The financial profile is also
commensurate with a 'B' category for a fertilizer company, with
funds from operations (FFO) adjusted net leverage of 3.6x-4.3x
and a FFO fixed charge cover of 2x-2.6x over the next two to
three years.

The prospective senior unsecured bonds do not benefit from any
rating uplift for recoveries due to a country cap of 'RR4'. Fitch
views the guarantor and issuer under the substitution clause as
interchangeable, without the need for consent from note holders,
and notes that covenants will apply in equal terms.


Small Scale Fertilizer Producer

Rustavi is a Georgian-based ammonium nitrate (AN) producer with
1% global market share and a 500 thousand tonnes (kt) of annual
capacity. It operates a single site plant, with AN being its main
product with a 92% share of 2014 revenues. The single site and
limited scale of operations cap the rating at the 'B' category.

The company has strong geographical revenue diversification with
Turkey as the largest market (31% of 2014 sales) followed by the
US (18%) and Georgia (15%). All export sales are denominated in
US dollars.

Competitive Gas Costs

Gas is the key cost input, comprising two-thirds of the company's
production costs. Rustavi secured gas supplies by entering into
an eight-year gas contract until 2019 with Azerbaijani gas
producer SOCAR (BBB-/Stable) at a competitive fixed USD-nominated
price. Fitch deems the supply concentration risk as neutral to
the current ratings, and FX risk as manageable given that 85% of
revenues and 65% of costs of goods sold are USD-nominated.

Purchase Agreement Secures Offtake

Around 70% of Rustavi's sales are to a single distributer,
exposing the company to offtake risk. This is particularly
important given Rustavi's small size and limited reach in the
market. However, this has recently been mitigated by Rustavi
securing the offtake of AN with the distributer through a fixed
five-year purchase agreement that is linked to the market price
of AN plus a margin.

Former Related Party Exposure

Rustavi has had large related-party exposures through a purchase
agreement with its previous minority shareholder, which accounted
for 71% of sales in 2014. The related-party exposure has been
eliminated with the purchase by Roman Pipia via the Loyal Capital
Group of the minority shares so that Loyal Capital Group now owns
100% of Rustavi.

Short-term Price Volatility

AN is a nitrogen fertilizer that has a fairly stable market
volume size but is subject to volatile pricing, driven by
volatility in agricultural yields and farmers' purchasing power
across different regions. The global fertilizer sector's long-
term outlook is strong, supported by declining arable land,
growing population and meat consumption, and biofuel production.

Eurobond Issuance

Agrochim S.A., the holding company of Rustavi with no other
assets, plans to place up to USD180 million five-year eurobonds
guaranteed by Rustavi to refinance all of the group's and the
sole shareholder's debt. Although unlikely, should lower-than-
expected eurobond issue placement result in residual secured
debt, this could lead to a lower final eurobond rating on weaker
recovery prospects.

Bond terms and conditions are standard including event of
default, cross acceleration and change of control. Bond
documentation also contains a limitation on indebtedness once
gross consolidated debt/EBITDA exceeds 3.5x from 2015 (3x
starting from 2017), including a carve-out of up to USD30 million
of ammonia plant modernization off gross debt. Dividend
restrictions are also in place under this covenant and the
restricted payment covenant. This means only a cumulative
dividend of up to 25% of the previous year's net income can be
paid if the ammonia plant project has not been commissioned, and
up to 50% upon the ammonia plant project being commissioned.

The substitution clause allows an exchange of the guarantor with
the issuer without consent from note holders, with all covenants
applying in equal terms. We expect the substitution clause to be

Modernization Supports Leverage until 2017

"We expect Rustavi's FFO net adjusted leverage to peak at 4.3x at
end-2015, based on prudent assumptions on AN prices and sales
volumes, as well as the refinancing of group debt at the
operating company (Rustavi) level."

"We forecast leverage to fall to 3.6x-3.9x in 2016-2017 on low
single-digit AN price recovery. We expect the company to carry
out modernization projects to its dormant ammonia plant in 2016-
2017, which should result in negative single-digit free cash flow
(FCF). The company's new 220kt ammonia capacity in 2018 will
boost ammonia sales, increase scale and EBITDA generation and may
reduce leverage to below 3x FFO gross consolidated debt/EBITDA
when dividends are permitted to be paid again."


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

-- High single-digit price decline in AN in 2015 with weak
    recovery afterwards

-- Flat output volumes until 2018 when new ammonia output starts

-- Temporary capex increase on ammonia capacity modernization
    results in single-digit negative FCF margin in 2016-2017

-- A cumulative dividend in 2018, following commissioning of the
    ammonia plant, reflecting 25% of net income from 2015-2017
    and 50% of net income in 2018

-- Leverage moderates from its 2015 peak towards 3.6x-3.8x until


Future developments that could lead to positive rating action

-- Scale and EBITDA improvement following the addition of the
    modernized ammonia capacity, leading to FFO net adjusted
    leverage falling below 2x

-- Improved liquidity profile with FFO fixed charge cover above

-- A more diversified shareholder structure

Future developments that could lead to negative rating action

-- FFO net leverage above 4x beyond 2016

-- EBITDA margin below 20% (2014: 28%)

-- Tightened liquidity and/or FFO fixed charge cover ratio
    falling below 2x

-- AN at below-market pricing to the detriment of earnings


"The bullet repayment of the proposed bond in 2020 will ensure
that liquidity post 2015 is robust; we forecast positive FCF in
2015 of around GEL40 million. We forecast cash accumulation on
the balance sheet due to the restricted payment covenant until
2018 when dividend payments resume upon the completion of the
ammonia project and the commencement of ammonia sales.

"If the refinancing is unsuccessful, we expect the ammonia
project to be put on hold. Otherwise Rustavi could become FCF-
negative, which will result in pressure on the company's
liquidity position. However, this could be mitigated by Rustavi's
access to an uncommitted line from Bank of Georgia of USD100

RUSTAVI AZOT: S&P Assigns 'B-' Corp. Credit Rating; Outlook Pos.
Standard & Poor's Ratings Services assigned its 'B-' long-term
corporate credit rating to Georgia-based Rustavi Azot LLC.  The
outlook is positive.

At the same time, S&P assigned its 'B-' issue rating to Rustavi
Azot's proposed US$180 million senior unsecured notes due in
2020, issued by Agrochim, guaranteed by Rustavi Azot, and ranking
pari passu with Rustavi Azot's current and future unsecured debt.
The notes will be used to refinance current indebtedness totaling
about US$81.4 million, and to pay US$89.2 million in dividends to
shareholders to refinance shareholder debt.

The ratings reflect Rustavi Azot's small scale and S&P's
expectation of its high leverage in the next several years.  S&P
also factors in the company's limited maturities in the next 12
months and its healthy profitability.

S&P's assessment of the business risk profile as "vulnerable" is
constrained by Rustavi Azot's small scale and scope, and
especially its dependence on a single ammonia plant in Georgia,
which exposes the company to above-average operating risks and
limits operating flexibility.  S&P also factors in lack of
diversity, as ammonia nitrate represents 90% of Rustavi Azot's
revenues, as well as high country risks of operating in Georgia.
The company benefits from a relatively low fixed gas price under
a contract with State Oil Company of Azerbaijan Republic (SOCAR),
running until 2019.  This contract is somewhat above the price
paid by Russian and some U.S. fertilizer producers, but well
below that of European and Asian fertilizer producers, and the
company aims to further decrease it.  Rustavi Azot also benefits
from the absence of import duties with the EU, leading to high
profitability and a reported EBITDA margin at about 30% in 2013-

S&P's assessment of Rustavi Azot's financial risk profile as
"highly leveraged" takes into account the new debt the company
plans to raise to pay dividends.  The dividends will refinance
the debt at shareholder level.  S&P also factors in an
anticipated decline in EBITDA owing to the lower global nitrogen
fertilizer prices that S&P expects in 2015-2016.  S&P therefore
forecasts Rustavi Azot's adjusted leverage will increase
significantly, with funds from operations (FFO) to debt of about
15%-20% in 2015 and 10%-15% in 2016.  As of Dec. 31, 2014
Rustavi's FFO to debt was close to 60% on a stand-alone basis and
about 20% factoring in debt at the Agrochim and shareholder
levels.  An additional negative factor is the negative free
operating cash flow that the company will likely generate in
2016-2017 to finance the modernization of a second ammonia plant
that is currently mothballed.  S&P notes, however, that these
capital expenditures are not yet committed and could be postponed
if market conditions weaken.

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

   -- Broadly stable production volumes;
   -- Declines in ammonia nitrate prices of about 5%-10% in 2015
      and 10%-15% in 2016, with flat prices thereafter;
   -- A stable gas price in 2015-2017;
   -- Minimal maintenance capital expenditures of about US$9
      million per year and a US$30 million investment to
      modernize the second ammonia plant in 2016-2017; and
   -- Dividends representing 25% of 2015 net income in 2016, 25%
      of 2016 net income in 2017, and 50% of the prior year's net
      income in 2018 and thereafter.

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

   -- EBITDA of about US$50 million;
   -- Debt to EBITDA in the range of 3.5x-4.0x in 2015-2016; and
   -- FFO to debt of 15%-20% in 2015 and 10%-15% in 2016.

The positive outlook reflects the likelihood that S&P could
upgrade Rustavi Azot if ammonia prices turn out to be higher than
what S&P projects in its base-case scenario, which could enable
stronger credit metrics over the next two years.  S&P could also
raise the rating if the company supports its profitability by
negotiating a lower gas price, which should help it to better
withstand lower fertilizer prices.

To underpin an upgrade, S&P would expect an EBITDA margin
exceeding 25% and a debt-to-EBITDA ratio of 3.0x-3.5x.

S&P could revise the outlook to stable if prices for ammonia and
the purchase price for gas are in line with its base-case
scenario, which would likely translate into debt to EBITDA of
close to 4.0x in 2016.  Ratings pressure could also arise if
Rustavi Azot's liquidity weakens materially from the current
level, for example if the company does not secure long-term
financing for the modernization of its second facility.


GREECE: Tsipras Needs to Convince MPs to Support Reforms
BBC News reports that Greek Prime Minister Alexis Tsipras is
battling to convince MPs within his government to back a third
bailout offered by eurozone leaders.

According to BBC, four pieces of legislation have been submitted
to parliament, including pension and VAT reforms.  They have
until today, July 15, to pass the reforms, BBC discloses.

But Defense Minister Panos Kammenos, a junior coalition partner,
has said he will provide only limited backing, BBC notes.

The International Monetary Fund announced early on July 13 that
Greece had gone further into arrears by missing a debt repayment
for the second consecutive month, BBC recounts.  The Washington-
based fund said it had been due to pay EUR456 million (GBP323
million; US$500 million) on July 13 and now owed EUR2 billion,
BBC relates.

Eurozone leaders agreed a conditional deal on July 13 to provide
up to EUR86 billion (GBP61 billion) of financing for Greece over
three years, BBC recounts.

It included an offer to reschedule Greek debt repayments "if
necessary", but there was no provision for the reduction in Greek
debt -- or so-called "haircut" -- that the Greek government had
sought, BBC notes.

Parliaments in several eurozone states also have to approve any
new bailout, BBC says.  But Greece is still faced with a short-
term cash crisis, BBC states.  Banks -- which could face collapse
without a deal -- have been shut since June 29, BBC notes.

According to BBC, Reuters news agency says it has seen a
confidential IMF report saying that the Greek economy is now in
such deep trouble that it requires far greater debt relief far
than that being mulled.

The report, as cited by BBC, said the options now include a 30-
year grace period on repayments or "deep upfront haircuts".

But the cracks are emerging in Mr. Tsipras' coalition, BBC says.

According to BBC, away from parliament, Mr. Tsipras will also
struggle to sell this deal to his own voters, with strike action
already called.

Mr. Tsipras will have a difficult task selling the terms of the
third bailout to many of his own supporters, BBC notes.

                      Bank Liquidity Woes

Meanwhile, The New York Times reports that had marathon talks
failed to produce an agreement on Monday, Greece's four big banks
would have collapsed.  Instead, they will get EUR25 billion in
recapitalization resources, The New York Times discloses.  But
there's still plenty to fret about, The New York Times notes.

According to The Times, lenders are almost out of liquidity.  A
person familiar with the situation estimates that despite capital
controls limiting withdrawals to EUR60 a day, the sector will run
out of cash sometime this week, The Times relays.  To survive,
the European Central Bank needs to augment EUR90 billion of
so-called emergency liquidity assistance, which is currently
capped, The Times says.  It's possible that the governing council
of the European Central Bank will do just that now that Athens
has a new deal, The Times discloses.

It's more likely things will stay as they are until today,
July 15, The Times states.  Greek banks can probably survive
until then with capital controls still in place, The Times notes.

In theory, the EUR25 billion signed off to sort out Greek bank
solvency should mean lenders won't face a Cypriot-style bail-in,
where depositors swallow losses on holdings over EUR100,000, The
Times discloses.  Instead, it is assumed that the European
Stability Mechanism, Europe's bailout fund, will be paid back by
privatizing "valuable Greek assets", The Times says.

GREECE: Bailout Deal May Help Sovereign Liquidity, Fitch Says
The agreement between Greece and other eurozone states may ease
the former's extreme liquidity pressure and raises the
possibility of a third bail-out program, but substantial near-
term and long-term challenges to the sovereign's creditworthiness
remain, Fitch Ratings says.

The agreement follows the Greek request for a three-year European
Stability Mechanism (ESM) loan facility and intensive
negotiations. The Greek government has been asked to submit the
overall agreement and legislation on some of its key provisions
for parliamentary approval by Wednesday. This would be followed
by national parliamentary approvals where needed, and the start
of ESM program negotiations, potentially beginning next weekend.
Greece's official sector creditors estimate possible program
financing needs of EUR82 billion-EUR86 billion, although the
agreement suggests they should "explore the possibilities to
reduce the financing envelope."

Breaking the political impasse could temporarily support
sovereign liquidity if it unlocks bridge financing. Donald Tusk,
President of the European Council, said finance ministers will
"as a matter of urgency discuss how to help Greece meet her
financial needs in the short term."

But political and implementation risks to the deal and any
subsequent ESM program remain high. Parliamentary backing for an
agreement that achieves very few of the Greek negotiators'
earlier demands could be secured with centrist support. But the
Syriza-led coalition may lose its working majority, effectively
resulting in something akin to a national unity government and
increasing the likelihood of another election this year.

The Greek government's acceptance of many of its creditors' terms
suggests it could secure an ESM program, but the deal leaves
scope for disagreement. For example, fiscal surplus targets are
not specified, although they have been part of previous

Even if an ESM program were established, there would be a high
risk that it goes off track quickly. The deal says that
"ownership by the Greek authorities is key" but this may not be
forthcoming if the strong policy conditionality is perceived to
have been forced on the government. The economic damage inflicted
by the closure of Greek banks will make meeting program targets
more difficult. The deal provides for strong monitoring and
oversight by Greece's creditors, but this has not kept the
country's previous bailouts on track.

Aiming for EUR50 billion from a scaled-up privatization program
after state assets are transferred to an independent fund appears
ambitious, although the new mechanism may be more effective than
previous efforts (details of how the fund will operate are not
set out).

Estimated recapitalization needs of up to EUR25 billion would be
consistent with a scenario where non-performing exposures are
formally classified as non-performing loans (NPLs), coverage is
kept around 60%, and capital ratios are strengthened by around
4pp to cover potential future losses. At end-1Q15, the four
largest Greek banks reported an additional EUR26.6 billion of
non-performing exposures using the European Banking Authority's
wider definition that were not yet classified as NPLs.

The insistence on prompt implementation of the Bank Recovery and
Resolution Directive suggests recapitalization is likely to be
accompanied by a resolution action that at a minimum will wipe
out the banks' equity and remaining subordinated debt.
Recapitalization of the Greek banks by the ESM would be likely to
require bail-in of 8% of liabilities and own funds. The
equity/assets ratios (including preference shares) of the four
largest banks were 8%-10% at end-1Q15, so this would write off
most of the banks' reported equity at that date. Losses since
then are likely to have reduced this figure.

"We believe the intention to make EUR10bn available in a
segregated ESM account for potential bank recapitalization needs
and resolution costs, ahead of a comprehensive assessment by the
ECB and the Single Supervisory Mechanism after the summer, is
intended to facilitate continued access to ECB and Emergency
Liquidity Assistance (ELA) funds. An ECB spokesman said the
central bank had maintained its EUR89 billion ELA cap on Monday.
But capital controls in some form are likely to remain for some


AURELIUS EURO 2008-1: S&P Cuts Ratings on 3 Note Classes to CCC-
Standard & Poor's Ratings Services lowered its credit ratings on
Aurelius Euro CDO 2008-1 Ltd.'s Snr Loan B and the class C and D
notes.  At the same time, S&P has affirmed its rating on the Snr
Loan A notes.

The rating actions follow S&P's assessment of the transaction's
performance using data from the latest available trustee report,
dated May 29, 2015.

S&P subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated class of
notes at each rating level.  In S&P's analysis, it used the
reported portfolio balance that it considers to be performing,
the current weighted-average spread, and the weighted-average
recovery rates that S&P calculated in accordance with its 2012
criteria for rating collateralized debt obligations (CDOs) of
structured finance assets.  S&P applied various cash flow stress
scenarios, using nine different default patterns, in conjunction
with different interest rate stress scenarios for each liability
rating category.

Since S&P's previous review on April 22, 2013, the available
credit enhancement for the class A to C notes has decreased, and
there is no available credit enhancement for the class D notes.
In S&P's opinion, the reduced collateral balance and the
deferring junior notes has resulted in lower credit enhancement
at each rating level.

The overcollateralization test results and the credit quality of
the pool have also worsened since S&P's 2013 review.  In
addition, the weighted-average spread has increased to 1.40% from
1.36% over the same period.

Taking into account the results of S&P's credit and cash flow
analysis, it considers the available credit enhancement for the
Snr Loan A to be commensurate with its currently assigned rating.
S&P has therefore affirmed its 'BB- (sf)' rating on the Snr Loan
A notes.

S&P's credit and cash flow analysis for the Snr Loan B and the
class C and D notes indicate that the level of available credit
enhancement is commensurate with lower ratings than those
previously assigned.  S&P has therefore lowered its ratings on
these classes of notes.

Aurelius Euro CDO 2008-1 is a cash flow mezzanine structured
finance collateralized debt obligation (CDO) of a portfolio that
consists predominantly of residential mortgage-backed securities
as well as commercial mortgage-backed securities, and, to a
lesser extent, CDOs of corporates and CDOs of asset-backed
securities. The transaction closed in May 2008 and is managed by
Omicron Investment Management GmbH.


Aurelius Euro CDO 2008-1 Ltd.
EUR120.1 mil senior floating-rate loan A and senior deferrable
floating-rate loan B and deferrable floating-rate and
subordinated notes

                                    Rating         Rating
Class         Identifier            To             From
Snr Loan A    XS0363221523          BB- (sf)       BB- (sf)
Snr Loan B    XS0363223149          CCC- (sf)      B (sf)
C             XS0363224386          CCC- (sf)      CCC+ (sf)
D             XS0363225946          CCC- (sf)      CCC+ (sf)

EUROPROP SA: Fitch Lowers Rating on Class C Notes to 'CCsf'
Fitch Ratings has downgraded EuroProp (EMC-VI) S.A.'s floating
rate notes due 2017 as follows:

EUR129.5 million class A (XS0301901657) downgraded to 'Bsf' from
'BBsf'; Outlook Negative

EUR30 million class B (XS0301902622) downgraded to 'CCCsf' from
'Bsf'; Recovery Estimate (RE) 10%

EUR35 million class C (XS0301903356) downgraded to 'CCsf' from
'CCCsf'; RE0%

EUR30 million class D (XS0301903513) affirmed at 'CCsf'; RE0%

EUR4 million class E (XS0301903943) affirmed at 'Csf'; RE0%

EUR6.6 million class F (XS0301904248) affirmed at 'Csf'; RE0%

The transaction is a securitization of 18 commercial mortgage
loans originated by Citibank, N.A., London Branch and Citibank
International PLC. Six of the original 18 loans have repaid in
full since closing in 2007, with a further three incurring losses
of EUR6.6 million.


The downgrades reflect the lower than expected recoveries on a
number of the loans and the increased risk of an extension to the
safeguard proceedings, in excess of legal final maturity in April
2017, for the Signac loan. All nine remaining loans are in
payment default -- primarily caused by excess leverage on
generally below-average mainly German retail real estate -- with
better progress on some loans compensated by work-out delays or
weakening metrics on others. In view of the notes' maturity in
2017, the servicer's challenge will be to swiftly liquidate the
collateral without dampening the sale price, which is a key
rating constraint.

The EUR167 million Sunrise II loan (of which 50% is securitized
in this transaction) is secured by 38 retail/retail warehouse
assets located predominantly in secondary western German
locations. Sales progress has been made, with eight property
sales occurring in the last 12 months in conjunction with a
significant number of properties that are either notarized (six
properties) or are in the due diligence process (20 properties).
Fitch expects the level of losses to be broadly in line with
indications that the aggregate gross sale price of completed and
notarized sales is around 75% of the allocated loan amount (ALA).
As the portfolio sells down, there is an increased risk that the
remaining properties will have greater value declines versus the

The EUR48.3 million Signac loan is secured by a five-storey
office building located in Gennevilliers, Paris. Originally due
to repay in July 2011, the borrower obtained safeguard
proceedings. The safeguard proceedings that were put in place in
June 2012 were due to result in a sale of the asset and loan
repayment by June 2015. As per the May surveillance report, as
the occupancy (90%) and market value (EUR72 million) thresholds
were not met, the borrower declined to market the property for
sale. The borrower has also requested an extension of the
safeguard plan for a further three years to June 2018, past legal
final maturity.

The lack of control by the special servicer presents downside
risk to the ratings, as reflected in the downgrades and Negative
Outlooks, with a significant risk that a recovery may not be made
by bond maturity. This loan also remains the subject of a dispute
between the loan seller and the special servicer over the
validity of certain warranties related to the sale.

Fitch expects varying loss severities on a further seven loans,
and projects a write-off of note classes C through F. A principal
deficiency ledger (PDL), highly unusual in European CMBS, allows
principal shortfalls to be replenished from excess spread (in
this case mainly composed of pooled loan default penalty
interest). Of the EUR6.6 million of cumulative loss applied to
the class F PDL, some EUR5.7 million has already been replenished
from excess spread.

Further replenishment of principal deficiencies depends on the
timing of losses, the most significant being approximately EUR15
million of inevitable loss on EPIC Horse (a loan incurring an 80%
loss severity). The last remaining property from this portfolio
has now been sold, with funds to be distributed in July 2015.


Given the large number of assets that need to be sold and
uncertainty surrounding the loan in safeguard, the approach of
legal maturity in 2017 presents the main source of rating
sensitivity, which remains on the downside. The later the
workouts are resolved, the greater the risk of price discounting.


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


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

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

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

WILLOW NO.2: Moody's Lowers Rating on Series 39 Notes to Caa2
Moody's Investors Service announced that it has downgraded and
placed on review for downgrade the rating of these notes issued
by Willow No.2 (Ireland) Plc:

  Series 39 EUR7,100,000 Secured Limited Recourse Notes due 2039,
   Downgraded to Caa2 (sf) and Placed Under Review for Possible
   Downgrade; previously on May 12, 2015 Downgraded to B3 (sf)


Moody's explained that the rating action taken today is the
result of a rating action on Grifonas Finance No. 1 Plc Class A
Notes, which were downgraded and placed on review for downgrade
on 3 July 2015.

Willow No.2 (Ireland) Plc Series 39 represents a repackaging of
Grifonas Finance No. 1 Plc Class A Notes, a Greek residential
mortgage-backed security.  All interest and principal received on
the underlying asset are passed net of on-going costs to the
Series 39 notes.  This rating is essentially a pass-through of
the rating of the Collateral.

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

This rating is essentially a pass-through of the rating of the
underlying securities.  Holders of the notes will be fully
exposed to the credit risk of Grifonas Finance No. 1 Plc Class A
Notes.  A downgrade or an upgrade of the Grifonas Finance No. 1
Plc Class A Notes will trigger an equal downgrade or upgrade on
the Notes.

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 especially as the transaction
is exposed to collateral domiciled in Greece and 2) more
specifically, any uncertainty associated with the underlying
credits in the transaction could have a direct impact on the
repackaged transaction.

ZOO ABS IV: Fitch Raises Rating on Class E Notes to 'CCCsf'
Fitch Ratings has upgraded Zoo ABS IV Plc's class E notes and
affirmed the others, as follows:

Class A-1A (ISIN XS0298493072): affirmed at 'BBBsf'; Outlook

Class A-1B (ISIN XS0298495523): affirmed at 'BBBsf'; Outlook

Class A-1R (no ISIN): affirmed at 'BBBsf'; Outlook Stable

Class A-2 (ISIN XS0298496505): affirmed at 'BBsf'; Outlook Stable

Class B (ISIN XS0298496927): affirmed at 'B+sf'; Outlook Stable

Class C (ISIN XS0298497495): affirmed at 'B-sf'; Outlook Stable

Class D (ISIN XS0298498386): affirmed at 'CCCsf'

Class E (ISIN XS0298498972): upgraded to 'CCCsf' from 'CCsf'

Class P (ISIN XS0298626564): affirmed at 'B-sf'; Outlook Stable

Zoo ABS IV Plc is a cash arbitrage securitization of structured
finance assets.


The affirmations reflect the stable asset performance and
slightly increased credit enhancement (CE) since the last review.
Although the notes have been redeemed by EUR17 million, this only
had a minor impact on CE due to the pro rata amortization on all
notes apart from the equity, which will continue unless the
coverage tests are breached or the outstanding balance drops
below EUR375 million. The minor improvement in CE is due to
EUR1.9 million recoveries from the defaulted assets.

The upgrade of the class E notes is due to the turbo principal
payment in the interest waterfall, 20% of the excess spread will
be diverted to pay down the principal. Fitch expects this feature
will continue as the junior overcollateralization (OC) test is
passing with 3% cushion and it is the largest cushion on this

The transaction can reinvest the unscheduled principal proceeds
as long as the coverage and portfolio profile tests are passing
or if the test failed, the test results are maintained or
improved after the reinvestment. Over the past 12 months, EUR64.4
million principal was received from amortization and EUR3.6
million was from sales. A total EUR51.5 million assets were
purchased of which EUR38.3 million were RMBS assets.

The portfolio quality has been stable. The weighted average
ratings for the current portfolio are 'BBB-'/'BB+'. The current
defaults have decreased to EUR2.5 million from EUR5.8 million
since the last review. Assets with investment grade ratings make
up 77% of the portfolio and approximately 3% of the portfolio is
in the 'CCC' and below bucket. Over the past year, RMBS assets
have amortized more slowly than CMBS and corporate CDOs assets.
As a result, the proportion of RMBS has increased further to
74.3% from 66.1%. Exposure to countries with a Country Ceiling
below 'AAA' makes up 48.4% of the portfolio, primarily composed
of Italy, Spain and Portugal.

The weighted average spread has remained at 1.4%. All coverage
tests are passing. The weighted average life test is failing but
has improved compared with last review, decreasing to 7.9 from
8.6 years with a trigger at 6.0 years.

The class P combination notes' ratings reflect the ratings of the
class C component classes.


Applying a 1.25x default rate multiplier to all assets in the
portfolio would result in a downgrade of up to two notches and
applying a 0.75x recovery rate multiplier to all assets in the
portfolio would not make any impact.


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


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

Fitch did not undertake a review of the information provided
about the underlying asset pools ahead of the transaction's
initial closing. The subsequent performance of the transactions
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.


* ITALY: Number of Bankruptcies Down 10% in First Half 2015
ANSA, citing business information company Cribis D&B, reports
that the number of Italian firms that went to the wall in the
first half of 2015 fell by 10% over the same period in 2014.

Some 7,293 companies went bankrupt between January and June, 808
fewer than during the first semester of last year, ANSA
discloses.  The drop represents a reverse in the trend that has
seen bankruptcies in Italy rise constantly since 2009, as Italy
struggled with its longest and deepest recession since World War
II, ANSA notes.

Cribis D&B said that in 2014 there were a record 15,605
bankruptcies over the course of the year, while approximately
82,500 firms have gone to the wall from 2009 to the present, ANSA
relays.  Construction and retail were the sectors worst affected
by bankruptcies in the first half of 2015, ANSA says.


DILIJAN FINANCE: Fitch Assigns 'B+(EXP)' Rating to Senior Notes
Fitch Ratings has assigned Dilijan Finance B.V.'s upcoming issue
of senior unsecured notes an expected Long-term rating of
'B+(EXP)' and a Recovery Rating of 'RR4'. These limited recourse
notes are to be used solely for financing a US dollar-denominated
loan to Ardshinbank CJSC (Ardshin).

Ardshin has a Long-term Issuer Default Rating (IDR) of 'B+' with
Negative Outlook, a Short-term IDR of 'B', a Viability Rating of
'b+', a Support Rating of '5' and a Support Rating Floor of 'No

The total amount and final maturity of the issue are yet to be

The final rating is contingent upon the receipt of final
documents conforming to information already received.


The issue's rating corresponds to Ardshin's 'B+' Long-term IDR,
which considers the high dollarization of the bank's balance
sheet, large loan concentrations, rapid recent growth in a fairly
high-risk environment and moderate loss absorption capacity
relative to regulatory capital requirements.

The rating also reflects the bank's notable domestic franchise,
reasonable financial metrics, solid IFRS/Basel capital ratios and
an adequate liquidity buffer in light of upcoming wholesale debt

The Negative Outlook on the bank's Long-term IDR is driven by a
weak operating environment in Armenia, and reflects Fitch's view
that this is likely to negatively impact the bank's profitability
metrics, capitalization and asset quality.

The issue's Recovery Rating of 'RR4' reflects average recovery
prospects for bondholders in case of default.


Changes to Ardshin's Long-term IDR would impact the issue's
rating. Downside pressure on Ardshin's ratings could arise if the
weak operating environment translates into a marked deterioration
in the bank's asset quality, performance and capital metrics. A
major liquidity shortfall could also cause a downgrade.

Stabilization of the country's economic prospects, and
maintaining the bank's currently sound asset quality and
profitability metrics would reduce downward pressure on the

FAB CBO 2005-1: S&P Raises Rating on Class A2 Notes to BB
Standard & Poor's Ratings Services raised its credit ratings on
FAB CBO 2005-1 B.V.'s class A1 and A2 notes.

The upgrades follow S&P's credit and cash flow analysis of the
transaction using data from the trustee report as of June 22,
2015, and the application of S&P's relevant criteria.

According to S&P's analysis, the rated liabilities have
deleveraged since its previous review, which has raised the
available credit enhancement for all classes of notes.  The class
A1 notes' balance has decreased by approximately EUR34 million,
representing a nearly 62% reduction of the principal amount
outstanding since S&P's previous review.

"We factored in the above observations and subjected the capital
structure to our cash flow analysis, based on the methodology and
assumptions outlined in our criteria, to determine the break-even
default rate (BDR).  The BDR represents our estimate of the
maximum level of gross defaults, based on our stress assumptions,
that a tranche can withstand and still fully repay the
noteholders.  We used the reported portfolio balance that we
considered to be performing, the principal cash balance, the
current weighted-average spread, and the weighted-average
recovery rates that we considered to be appropriate.  We
incorporated various cash flow stress scenarios using various
default patterns, levels, and timings for each liability rating
category, in conjunction with different interest rate stress
scenarios," S&P said.

"In our view, the available credit enhancement for the class A1
and A2 notes is now commensurate with higher ratings than those
previously assigned.  We have therefore raised our ratings on the
class A1 and class A2 notes," S&P added.

FAB CBO 2005-1 is a cash flow mezzanine structured finance
collateralized debt obligation (CDO) transaction that closed in
April 2005.


FAB CBO 2005-1 B.V.
EUR305.6 mil secured floating-rate notes

                                     Rating     Rating
Class        Identifier              To         From
A1           XS0214986969            A+ (sf)    BBB+ (sf)
A2           XS0214987181            BB (sf)    B+ (sf)

GLOBAL TIP: Moody's Gives B1 Corp. Family Rating, Outlook Stable
Moody's Investors Service has assigned a B1 corporate family
rating and B2-PD probability of default rating to Global TIP
Holdings Two B.V..  The outlook on the ratings is stable.
Concurrently, Moody's has withdrawn the B1 CFR and B2-PD PDR at
the level of Global TIP Holdings One B.V.

The assignment of the ratings follows the refinancing of the term
loans of the group in Feb. 2015 through a new borrowing base
multicurrency revolving credit facility.  As part of this
refinancing, TIP Trailer Holdings Two B.V. became the top entity
of the restricted group as per the RCF agreement -- under the
previous capital structure the CFR was at the level of Global TIP
Holdings One B.V.


"The assigned B1 CFR balances TIP Trailer's small scale, limited
organic growth prospects for its core leasing business and the
commoditized nature of its assets with the company's high cash
flow predictability, high customer diversification, and good
asset-to-debt coverage," says Sebastien Cieniewski, Moody's lead
analyst for TIP Trailer.

The B1 CFR is constrained by the small scale of TIP Trailer's
operations, with revenues (excluding equipment sales) of EUR288
million generated in 2014, representing a 16% market share of the
highly fragmented European short- and long-term trailer operating
lease industry.  TIP Trailer's fleet accounted for a smaller 3%
of the total European trailer installed base in 2014 which is
still largely dominated by outright fleet ownership.

TIP Trailer is exposed to the cyclicality of its end-markets.  In
the context of a difficult macro-economic environment in Europe,
the company experienced a long period of revenue decline to
EUR284 million in 2013 from a peak of EUR413 million in 2007 and
only returned to a modest growth over the last 12 months to reach
EUR288 million in 2014.  Moody's notes that part of the decline
was due to capex constraint imposed by TIP Trailer's previous

More positively, the rating reflects TIP Trailer's high cash flow
predictability due to the long-term nature of the majority of its
lease and maintenance contracts.  In 2014, the company generated
50% of its total revenues through long-term operating leases --
TIP Trailer targets a lease term of approximately five years for
new contracts -- and derived an additional 17% of revenues from
the multi-year FleetCare maintenance services contracts provided
to third parties' fleets.

Moody's also views positively TIP Trailer's good customer
diversification, with its top 10 clients representing 20% of 2014
lease revenues and 34% of services revenues.  The company is
exposed to a wide range of end-users including food retailers,
mail and parcel couriers, and industrial goods manufacturers.

Despite the increasing adjusted leverage projected in 2015 to
above 3.5x from 3.0x in 2014, Moody's considers that TIP Trailer
benefits from a relatively strong balance sheet with a fleet net
book value-to-net debt at 1.7x as of Dec. 31, 2014, (as reported
by the company). Leverage is expected to deteriorate in the
medium-term driven by drawings under available debt facilities to
(1) fund the increased capex of around EUR120-130 million per
annum over the next 3 years -- well above maintenance level -- to
renew the ageing fleet following years of under-investment and
search to win new long-term lease contracts, and (2) fund
acquisitions projected at around EUR50-EUR60 million per annum
over the next 3 years.

TIP Trailer's liquidity is adequate.  As of March 31,2015, the
liquidity was supported by EUR26 million of cash on the balance
sheet, EUR75 million availability under the borrowing base
multicurrency revolving credit facility capped at EUR375 million,
whose borrowing base stood at EUR361 million as of Q1 2015, and
full availability under the EUR80 million securitization program.
The RCF is subject to financial maintenance covenants tested on a
quarterly basis, namely a solvency test, interest cover, and
loan-to-value test, for which we project comfortable headroom of
at least around 20% over the next 18 months.  Importantly,
Moody's notes the increased commitment of HNA Group, TIP
Trailer's shareholder since 2013, to support growth through a
contribution of EUR293 million of additional equity in 2014 of
which EUR268 million was loaned back to HNA International by way
of a recallable intercompany loan maturing in 2019.  The loan-
back to HNA generates EUR13 million of annual cash interest
income for TIP Trailer.

While the capital-intensive nature of TIP Trailer's business
model results in weak free cash flow generation, Moody's
recognizes that the company benefits from flexibility in terms of
capex, leading to a counter-cyclical cash flow pattern.  As
demand for rental of trailers weakens, the company can reduce its
capex related to trailer renewal and allow its fleet to age, as
well as dispose of its sitting fleet in order to maintain a high
utilization rate. However, Moody's notes that TIP Trailer's
assets are fairly commoditized in nature, resulting in less
predictable proceeds from disposals due to volatile used trailer
prices.  This flexibility enabled the company to generate
significant positive free cash flow post disposals of between
EUR140 million and EUR192 million per annum during the period
2009-12 -- however based on a larger fleet size compared to that
projected over the next 3 years.

Based on TIP Trailer's plan to maintain a high level of capex
over the next 3 years to support its long-term leasing business,
Moody's projects the company to remain free cash flow (FCF)
negative.  In that context, the rating agency views positively
management's focus on developing its FleetCare business, which
enables the company to leverage its existing workshop and
affiliated vendors' network and generate additional revenue and
EBITDA at a fraction of the capex required for its lease


The stable rating outlook reflects Moody's expectation that TIP
Trailer should be able to maintain (1) its current profitability
levels; (2) its adequate liquidity position despite the
accelerated fleet investment program, and (3) adjusted leverage
around 3.5x over the medium-term.


Moody's does not foresee any upward rating pressure in the short
term.  However, longer term, a rating upgrade could take place

  (1) the company's adjusted leverage decreases towards 2.5x on a
      sustainable basis;
  (2) EBIT-to-interest ratio trends towards 3.0x;
  (3) the FleetCare business continues showing good growth; and
  (4) liquidity improves.

Conversely, negative rating pressure could develop if (1) TIP
Trailer's adjusted leverage ratio trends towards 4.0x; (2) EBIT-
to-interest ratio remains below 2.0x on a sustained basis; (3)
liquidity cushion from internal sources and/or support from
shareholder weakens.


The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in Dec. 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.

TIP Trailer is an independent operating lease (short- and long-
term lease) provider of trailers for trucks.  TIP Trailer also
provides trailer fleet management services, including
maintenance, to its own fleet and on a standalone basis to third
parties.  The company's customers are mainly European
transportation and logistics companies.  Owned and operated by
General Electric under its GE Capital division from 1993, the
European over-the-road trailer services business was acquired by
the Chinese conglomerate HNA Group in Q4 2013.

LEVERAGED FINANCE II: Moody's Affirms B2 Rating on Class IV Notes
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Leveraged Finance Europe Capital
II B.V.:

  EUR38.5 million Class II Senior Floating Rate Notes due 2020,
   Upgraded to Aaa (sf); previously on Sept. 23, 2014, Upgraded
   to Aa3 (sf)

  EUR10.7 million Class III Mezzanine Floating Rate Notes due
   2020, Upgraded to A3 (sf); previously on Sept. 23, 2014
   Upgraded to Ba1 (sf)

  EUR2.3 million Class R Combination Notes due 2020, Upgraded to
   A3 (sf); previously on Sept. 23, 2014 Affirmed Ba1 (sf)

Moody's also affirmed EUR 7.2 million notes:

  EUR7.2 million Class IV Mezzanine Floating Rate Notes due 2020,
  Affirmed B2 (sf); previously on Sept. 23, 2014 Affirmed
  B2 (sf)

Leveraged Finance Europe Capital II B.V., issued in September
2003, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans.
The portfolio is managed by BNP Paribas Asset Management.  The
transaction's reinvestment period ended in September 2008.

The upgrades of the notes is primarily a result of deleveraging
since the last rating action in September 2014.  The Class I-A
notes have paid down EUR 0.37 million (now fully redeemed), the
Class I-B notes have paid down EUR 5.30 mil. (now fully redeemed)
and the Class II notes have paid down EUR 14.84 mil. (39% of
initial balance) resulting in increases in over-collateralization
levels. As of the May 2015 trustee report, the Class II, III and
IV overcollateralization ratios are reported at 195.75%, 134.80%
and 113.79% respectively compared with 152.98%, 123.15% and
110.38% in Sept. 2014.

The ratings on the combination notes address the repayment of the
rated balance on or before the legal final maturity.  For the
Class R, the rated balance at any time is equal to the principal
amount of the combination note on the issue date minus the sum of
all payments made from the issue date to such date, of either
interest or principal.  The rated balance will not necessarily
correspond to the outstanding notional amount reported by the

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
EUR pool with performing par and principal proceeds balance of
EUR36.9 million, a defaulted par of EUR2.1 million, a weighted
average default probability of 27.1% (consistent with a WARF of
4494 over a weighted average life of 3.03 years), a weighted
average recovery rate upon default of 50% for a Aaa liability
target rating, a diversity score of 14 and a weighted average
spread of 3.77%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool.  The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  For a Aaa liability target rating,
Moody's assumed that 100% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default.
Historical and market performance and a collateral manager's
latitude to trade collateral are also relevant factors.  Moody's
incorporates these default and recovery characteristics of the
collateral pool into its cash flow model analysis, subjecting
them to stresses as a function of the target rating of each CLO
liability it is analyzing.

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

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

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

Additional uncertainty about performance is due to these:

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

  2) Around 61% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates.

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

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

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


ACRON JSC: Fitch Hikes Long-Term Issuer Default Rating to 'BB-'
Fitch Ratings has upgraded JSC Acron's Long-term Issuer Default
Rating (IDR) to 'BB-' from 'B+'. The Outlook is now Stable.

The upgrade to the IDR reflects Fitch's view that Acron's
operational profile has fundamentally improved as a result of the
ramp-up of the Oleniy Ruchey phosphate mine to sufficient levels
to cover the group's internal needs. Acron's lack of self-
sufficiency and previous full reliance on monopolistic producer
OAO Apatit had been a key constraint on the ratings, which has
now been mitigated by its in-house phosphate production.

The upgrade is also a reflection of Acron meeting our positive
guidelines for a 'BB-,' largely driven by moderated capex to
2016, as well as rouble devaluation boosting earnings that
offsets fertilizer pricing pressure. We forecast funds from
operations (FFO) net adjusted leverage at 1.9x for 2015.

The Stable Outlook reflects strong earnings forecasts for Acron,
following additional phosphate concentrate and ammonia output and
the devaluation of the rouble, with an EBITDA margin of over 30%
over the next three years.


Phosphate Self-Sufficiency

The open-pit mine at Oleniy Ruchey ramped up to the full 1.1
million tonnes per annum (mtpa) capacity in 2014 since its
commissioning in 2H12, and is now fully covering Acron's 0.7-
0.8mtpa internal phosphate needs, with the remaining sold to
external parties. This is a critical and credit-enhancing step
for Acron, which had previously depended on monopolistic supplier
OAO Apatit for its phosphate concentrate, which had a history of
disruptions and price disputes. Acron continues to invest in
Oleniy Ruchey with the second stage of the mine expansion project
expected to increase capacity to 1.7mt by 2017.

Acron delayed the development of its up to USD1.7bn Verkhnekamsk
Potash Company (VPC) project upon its license extension. This was
largely due to the Oleniy Ruchey and Ammonia plant project taking
priority as well as uncertainty around Potash pricing following
the Uralkali-Belaruskali JV break-up in 2013. This gave the group
flexibility to start production in 2021 instead of 2016 under the
previous license and considerably reduces its external funding
needs in the medium term. Once complete, the project is scheduled
to deliver 2.6mtpa of potash and will comfortably cover Acron's
in-house consumption of 0.6mtpa.

Rouble Devaluation Supports Deleveraging

Fitch expects EBITDA margin to increase to around 34% in 2015 as
a result of Acron's USD- linked revenues (around 80%) and rouble-
linked costs (around 65%) benefiting from rouble devaluation,
leading to strong FFO. This comes at a time of a challenging
price environment in the nitrogen and compound fertilizer markets
and continued large capex as Acron seeks to increase its self-
sufficiency in phosphate and potash. The company's new efficient
700ktpa ammonia plant will begin contributing to earnings from

FFO net adjusted leverage is therefore forecast at 1.9x at 2015
and is expected to continue to decrease over 2016, assuming no
sharp pricing movements and a continued weak rouble. Negative
free cash flow (FCF) from 2017 will push leverage to over 2x in
2018, due to large capex requirements for the VPC potash project.
However, excluding the VPC project, Fitch forecasts Acron to
remain strongly FCF-positive and to deleverage to 1x FFO net
adjusted leverage by 2018.

Weak Pricing Environment Continues

Fitch's prudent assumptions include no price recovery in the
nitrogen, phosphate or potash segments over the next three years.
With additional capacity entering the nitrogen and potash market
in the short term, Fitch forecasts a squeeze on the margins and
premium of fertilizer pricing, including complex fertilizer
pricing. Volumes increases are expected to be driven by the
company's new ammonia plant and higher sales from the Oleniy
Ruchey phosphate mine.

Dividends to Normalize

A special dividend for 2013 was paid in 2014, a departure from
the group's conservative stance resulting in negative FCF in
2014. Fitch forecasts dividends to decline to more normalized
levels of around 30% of net income.

Opportunistic M&A activity remains possible but we do not
forecast them to be material over the next three years. Acron
holds a 20% (regulatory cap on voting rights) stake in Polish
fertilizer producer Azoty Tarnow (ZAT), a 0.93% stake in Uralkali
(BB+/Negative) as well as stakes in Canadian exploration permits.


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

-- Reduced premiums on complex and nitrogen fertilizers

-- EBITDA margin over 30% to 2018.

-- Capex increasing to RUB37bn to 2018 from RUB18 billion in

-- Dividends of 30% of net income

-- No material acquisitions


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

-- An enhanced operational profile as a result of self-
    sufficiency in potash, clear and sustainable deleveraging
    with FFO net adjusted leverage below 2x and continued
    prudency on financial investments.

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

-- Aggressive capex or shareholder distributions resulting in
    leverage sustained above 3x.

-- Sustained materially negative FCF (excluding funding of the
    potash project).

-- A sharp deterioration of market conditions or Acron's cost
    position with a sustained drop in EBITDA margin below 20%


Acron's liquidity improved during 1Q15 with the share of short-
term debt decreasing to 32% at end-1Q15 from 62% at end-2014 as a
result of the financing of a new USD525 million five-year secured
pre-export facility. Unutilized long-term credit facilities (end-
1Q15: RUB10 billion) as well as cash of RUB38 billion at end-1Q15
and positive FCF in 2015 covered end-1Q15's short-term debt
maturities of RUB30 billion.


JSC Acron

-- Long-term local and foreign currency IDRs upgraded to 'BB-'
    from 'B+';Stable Outlook

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

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

-- Local currency senior unsecured rating upgraded to
    'BB-'/'RR4' from 'B+'/'RR4'

EUROPLAN CJSC: Fitch Puts 'BB' Long-Term IDRs on Watch Negative
Fitch Ratings has placed Europlan CJSC on Rating Watch Negative
(RWN). The rating action follows Europlan's recent announcement
that its current owners have reached an agreement to sell the
company to the shareholders of B&N Bank.


The RWN reflects the potential for changes in Europlan's
strategy, risk appetite, balance sheet structure and/or financial
metrics following the change in ownership, and possible
contingent risks arising from other assets of the new owners,
including B&N Bank.

Europlan is one of the leading privately-owned leasing companies
in Russia, focusing on auto leasing (passenger cars, trucks and
light commercial vehicles) to primarily SME customers.

The company's 'BB' Long-term Issuer Default Ratings (IDR) and
senior debt rating reflect its significant franchise,
conservative management and risk appetite, and sound financial
metrics. Performance remained reasonable in 1Q15 despite lower
business volumes, higher funding costs and an uptick in default
rates, and Fitch understands 2Q15 results were broadly in line
with those of 1Q15. At end-1Q15, return on equity was 9.4% (2014:
20.1%) suppressed by credit losses in a subsidiary bank which is
currently deleveraging (14% of total assets at end-1Q15), and the
debt to equity ratio was a moderate 3.5x.

Credit risks are mitigated by liquid collateral and average 24%
down payments. Europlan is predominantly bank funded, but the
company manages refinancing risk by closely matching the
maturities of assets and liabilities. FX risk is limited, as the
vast majority (over 95%) of both assets and liabilities are


The ratings could be downgraded if Fitch concludes that the
company's strategy, risk appetite balance sheet structure and/or
financial metrics are likely to significantly weaken following
the ownership change, or if in Fitch's view the company is likely
to be exposed to significant contingent risks from the other
assets of the new owners.

In line with other privately-owned Russian leasing companies, the
company could also be downgraded if (i) the weaker operating
environment translates into significant deterioration of
financial metrics; or (ii) prospects for Russia's economy and
macroeconomic stability weaken further beyond Fitch's current

The ratings could be affirmed if Fitch concludes that the change
in ownership is broadly neutral for the company's credit profile,
the Russian economy performs better than currently anticipated
and Europlan's performance remains sound.

The rating actions are as follows:

Long-term foreign and local currency IDRs: 'BB', placed on RWN
Short-term foreign-currency IDR: affirmed at 'B'
National Long-term Rating: 'AA-(rus)', placed on RWN
Senior unsecured debt: 'BB'/'AA-(rus)', placed on RWN

IMONEYBANK: Moody's Withdraws Caa1/Not Prime Deposit Ratings
Moody's Investors Service has withdrawn the Caa1/Not Prime local
and foreign-currency deposit ratings, caa1 baseline credit
assessment (BCA)/Adjusted BCA and the B3(cr)/Not Prime(cr)
Counterparty Risk Assessments of iMoneyBank, based in Russia (Ba1
negative).  At the time of the withdrawal the bank's long-term
deposit ratings carried a negative outlook.


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

Domiciled in Moscow, Russia, iMoneyBank reported total assets of
RUB41.7 billion, shareholders' equity of RUB2.1 billion and net
profit of RUB96 million as at YE2014 under audited IFRS.

IMONEYBANK: Moody's Interfax Withdraws National Rating
Moody's Interfax Rating Agency has withdrawn the national
scale rating (NSR) of iMoneyBank.


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

Domiciled in Moscow, Russia, iMoneyBank reported total assets of
RUB41.7 billion, shareholders' equity of RUB2.1 billion and net
profit of RUB96 million as at YE2014 under audited IFRS.

S L O V A K   R E P U B L I C

VAHOSTAV-SK: Finance Ministry to Set Up LLC for Creditor Claims
The Slovak Spectator reports that the Finance Ministry will set
up a limited liability company to which small unsecured creditors
will be able to sell their claims against Vahostav-SK starting on
Aug. 1.

The launch of this company is one of the measures the Slovak
government adopted in order to bail out unsecured creditors of
Vahostav-SK, which are mostly small and medium-sized companies,
whose claims were not secured by collateral, The Slovak Spectator

The company will have on its account EUR20 million to be paid out
to the creditors selling their claims against Vahostav-SK, The
Slovak Spectator discloses.  The new company will reimburse them
with up to 50% of the nominal value of the claims but only up to
EUR200,000, The Slovak Spectator says.  The Slovak Cabinet
adopted the regulation on July 8, while money to be used for
acquisition of the claims will come from money collected from
banks via a special levy originally meant to tackle crises in the
banking sector, The Slovak Spectator states.

According to The Slovak Spectator, the TASR newswire reported
Radko Kuruc, the state secretary of the Finance Ministry,
announced after the cabinet session that creditors would be able
to enroll in the scheme for the sale of claims by the end of
March of the next year.

Vahostav-SK, which owes millions of euros to its creditors,
narrowly escaped bankruptcy when a court authorized its
restructuring plan in late May, The Slovak Spectator recounts.

Vahostav is a Slovak construction company.


BBVA-6 FTPYME: Fitch Raises Rating on Class B Notes to 'B-sf'
Fitch Ratings has upgraded BBVA-6 FTPYME, FTA's class B notes and
affirmed the class C notes, as follows:

  EUR50.3 million Class B (ISIN ES0370460026): upgraded to 'B-sf'
  from 'CCCsf'; Outlook Stable

  EUR32.3 million Class C (ISIN ES0370460034): affirmed at 'Csf';
  Recovery Estimate 0%

The transaction is a cash flow securitization of a static
portfolio of secured and unsecured loans granted by Banco Bilbao
Vizcaya Argentaria (BBVA, A-/Stable/F2) to small- and medium-
sized enterprises (SMEs) in Spain. The initial balance was EUR1.5
billion at closing in June 2007.


Stable Performance

Overall performance has remained fairly stable over the last 12
months. Loans delinquent over 90 days and 180 days represent 2.3%
and 0.6% of the current outstanding balance, compared with 1.6%
and 1.4% a year ago while the outstanding principal balance of
defaulted assets has decreased to EUR44.5 million from EUR50
million. Furthermore, the weighted average recovery rate has
increased to 45.7% from 42.5%.

Increase Credit Enhancement of Class B

Class B credit enhancement has increased over the last 12 months,
based on June 2014 data, to 12.5% from 5.3% as a result of asset
amortization, a smaller principal deficiency ledger and the
realisation of additional recoveries. This is reflected in
today's upgrade. On the other hand, the class C notes remain
heavily under-collateralized while their unpaid cumulative
interest stands at EUR1.3 million, leading to the affirmation of
the notes at 'Csf'

Low Portfolio Factor

The current/original portfolio balance (portfolio factor) stood
at 8.01% as of end-May 2015 since only EUR120 million assets
remain outstanding from the EUR1.5 billion initial portfolio..
The low portfolio factor also leads to high concentration as the
top 10 obligors represent 21.6% of the non-defaulted portfolio
while obligors accounting for more than 50 basis points each make
up 55.9%.

Kingdom of Spain Guarantee

The structure benefited from the full amortization of the class
A2(G) notes by making use of the principal guarantee provided by
the Kingdom of Spain (BBB+/Stable/F2) to clear the principal
deficiency on that class of notes. The amount drawn from the
guarantee was EUR14.8 million as of the last payment date
(June 22, 2015). This amount represents a liability senior to the
class B notes. This, together with the due EUR7.3 million class B
principal, results in a principal deficiency of EUR22 million.


Increasing the probability of default by 1.15x or reducing the
recovery prospects by 0.85x of all assets in the portfolio could
result in a downgrade of the class B notes to 'CCCsf' or below.

The class C notes' rating is at a distressed level and is
therefore unlikely to be affected by a further deterioration of
the pool.


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


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

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


AEROSVIT: Declared Bankrupt by Court, Liquidation Commenced
Interfax-Ukraine reports that AeroSvit airline, which is
currently inoperative, has once again been declared bankrupt.

According to a post on the website of the business court of Kyiv
region, in Case No. 911/2987/13 the court decided to declare the
airline bankrupt on July 10 and open liquidation proceedings,
Interfax-Ukraine relates.

Leonid Talan has been appointed as property manager and
liquidator, Interfax-Ukraine discloses.  He was appointed to the
post during the first attempt to declare the airline as bankrupt,
Interfax-Ukraine relays.

AeroSvit, which was a large Ukrainian airline, initiated its
bankruptcy procedure late in December 2012, however, the
procedure was canceled by the court, Interfax-Ukraine recounts.
The company then ceased operations and is not currently servicing
flights, Interfax-Ukraine notes.

The business court of Kyiv region on March 4, 2015 again
initiated a case on the bankruptcy of AeroSvit, Interfax-Ukraine
discloses.  According to Interfax-Ukraine, the decision was made
due to the airline's inability to pay debts in the amount of
UAH4.44 million to Tenak LLC.

AeroSvit Airlines was a Ukrainian private airline.  Its head
office was on the grounds of the Boryspil International Airport
in Boryspil.

FERREXPO PLC: Fitch Lowers Issuer Default Ratings to 'RD'
Fitch Ratings has downgraded Ferrexpo plc's Long-term and Short-
term Issuer Default Ratings (IDR) to 'RD' (Restricted Default)
from 'C'. The downgrade to 'RD' follows Ferrexpo's successful
completion of its exchange offer and consent solicitation in
respect of its 2016 bonds. Subsequently, Fitch has assigned the
company a Long-term IDR of 'CCC' and Short-term IDR of 'C'. The
Outlook on the Long-term IDR is Stable.

Under Fitch's criteria, the exchange offer was defined as a
distressed debt exchange and Ferrexpo's IDR was downgraded to
'RD'. Under the offer, the residual USD286 million 2016 notes
were exchanged for USD100 million cash and USD186 million new
10.375% 2019 guaranteed amortizing bonds. Following receipt of
final documentation Fitch has assigned the new bonds a final
'CCC' senior unsecured rating with a Recovery Rating of 'RR4'.
The existing 2019 senior unsecured notes have been upgraded to
'CCC' from 'C'.

The bonds will rank pari passu with existing senior unsecured
debt and will benefit from guarantees from several group
companies (which together represented 96% of the group's assets
and 89% of total group EBITDA in 1Q15). The notes will also
include a limitation on liens, restrictions on dividends (the
greater of a 10% dividend yield ratio or USD60 million per annum)
and limitations on additional indebtedness.

The 'CCC' IDR reflects Ferrexpo's lengthened debt maturity
profile and improved liquidity over 2015-2016 as a consequence of
the exchange offer. However, the company's ultimate liquidity
position over this period remains uncertain and subject to a
variety of factors including iron ore prices, pellet premiums and
the rate of domestic inflation in Ukraine. Fitch expects USD400
million to be repaid in 2015 and USD195 million in 2016, leaving
the company's cash balance at nearly USD200 million at end-2016
under Fitch's USD50/t iron ore price deck. Under certain
scenarios, there is uncertainty about the company's capacity to
meet its scheduled PXF payments post 2016 if new agreements
regarding the PXF amortization profile are not concluded.


Ukrainian Risk Exposure

Ferrexpo has a large exposure to Ukraine, which is its operating
base. Ukraine has recently experienced a significant hryvnia
depreciation (by more than 50% in 2014 versus the US dollar, and
more than 100% YTD in 2015), followed by high domestic inflation,
a brief electricity supply disruption and a delay in VAT
repayment by the state. Ferrexpo's operations and transport
infrastructure have not yet been directly impacted by the
conflict in the Donbas region, as all assets are located in the
Poltava region, around 425km north-west of Donetsk.

Liquidity Limited by Debt Maturities

At end-1Q 2015, Ferrexpo reported pro-forma cash balances of
USD535 million compared with USD475 million debt maturities
through December 2016 (USD100 million cash consideration for the
bond exchange, USD180 million bank amortization payments in 2015
and USD195 million in 2016). In addition, the business requires a
further USD100 million to USD150 million of cash for working
capital purposes. Although Fitch expects Ferrexpo remain free
cash flow positive at current market iron ore prices, and in
addition to the exchange offer, Fitch believes that some form of
further bank debt (PXF) rescheduling would remove a lot of
uncertainty around the company's ability to maintain adequate
liquidity over the next one to two years.

Ferrexpo's sound operating performance and profitability support
a rescheduling with the main risk factors for investors being the
future evolution of iron ore prices and the company's Ukrainian
risk exposure.

Low Iron Ore Price Environment

Year-to-date 62% iron ore prices have averaged USD61 per tonne,
down approximately 50% yoy, reflecting oversupply in the market
and a significant slow-down in demand from the Chinese steel
industry. Fitch's modelling assumption is for iron ore prices to
average USD50 per tonne over 2015 and 2016, below the 2014
average price of USD97 per tonne, which will negatively impact
the company's earnings and credit metrics. As a pellets producer,
Ferrexpo will continue to benefit from a quality premium over the
benchmark 62% iron ore price, which has widened over the past six
months. Ferrexpo recently completed its USD2 billion
modernization and expansion program and remains on track to
produce 12 million tonnes of 65% Fe pellets per year by 2016.

Decreasing but Robust Profitability

Fitch expects the company's financial profile to remain solid in
2015, with a nearly 30% EBITDA margin. This is despite an
expected significant reduction in revenues (down 40% yoy), offset
by currency depreciation. However, the ongoing low iron ore
prices and cost inflation will erode EBITDA margins, which Fitch
forecast to fluctuate between 20%-25% in the medium term. Funds
from operations (FFO)-adjusted gross leverage increased to 3.6x
in 2014 and will peak at 4.6x in 2016 (under Fitch's new iron ore
price deck) but should stabilize at around 3.0x thereafter, due
to the expected modest improvement in iron ore prices in the
longer term.

Competitive Cost Producer

Ferrexpo's cost position has moved down to the top of the first
quartile of the global cost curve. In 2014 and 1Q15, cash costs
improved significantly compared with the previous two years, due
to rising volumes from the ramp-up of the Yeristovo mine and
currency depreciation (50% of operating costs are linked to the
hryvnia). Costs had decreased 35% yoy as of 1Q15 and reached
USD33 per tonne, down from USD51 in 1Q14. Energy costs represent
approximately 50% of total costs and should contribute to further
cost savings, due to recent falls in global oil prices.


Fitch's key assumptions within the rating case for Ferrexpo

-- Fitch iron ore price deck: USD50/t in 2015 and 2016, USD60/t
    in 2017, USD70/t in the long term

-- Forecast price premium for pellets based on 1Q 15 realised

-- Production volumes in line with management's expectations:
    12mt p.a. iron ore pellets by 2016

-- USD/UAD 24 in 2015


Changes to Ukraine's Country Ceiling, which may accompany action
on its sovereign rating, are a precondition for any positive
rating action on Ferrexpo.

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

-- Lowering of Ukraine's Country Ceiling.
-- Weakening of Ferrexpo's liquidity position due to lower
    ongoing cash flows caused by lower than expected iron ore

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

-- Increase in Ukraine's Country Ceiling.
-- Improvement in the company's future liquidity profile
    including an amendment of the future PXF amortization

FERREXPO PLC: S&P Raises Corp. Credit Rating to 'CCC+'
Standard & Poor's Ratings Services said that it has raised its
long-term corporate credit rating on Ukraine-based iron ore
producer Ferrexpo PLC to 'CCC+' from 'SD' (selective default).
The outlook is negative.

At the same time, S&P raised its issue rating on Ferrexpo's $347
million senior unsecured notes due 2019 (upsized from $161
million under the exchange offer) to 'CCC+' from 'CCC' and
removed the rating from CreditWatch, where it had been placed
with positive implications on July 6, 2015.  The recovery rating
on the notes is '3', indicating S&P's expectation of meaningful
recovery prospects (in the higher half of the 50%-70% range) in
the event of a payment default.

The upgrade follows Ferrexpo's completion of the exchange of its
$286 million senior unsecured notes due 2016 for a $186 million
tap issuance on its senior unsecured notes due 2019.

The rating reflects the improvement in Ferrexpo's liquidity
following the exchange, which addressed the previous bulky
maturities in April 2016.  Under S&P's working iron ore price
assumptions of US$45-US$50 per ton (/t) over the next 12 months,
S&P considers that the company has sufficient liquidity sources
to cover its needs.  S&P assess its liquidity as "less than
adequate," pointing to the still-large maturities Ferrexpo faces
in the coming years and its weak credit standing in the market,
as indicated by the yield on its notes.

S&P caps the rating on Ferrexpo at one notch above S&P's 'CCC'
transfer and convertibility (T&C) assessment on Ukraine.  S&P
believes that Ferrexpo could potentially withstand a sovereign
currency default, if one were to occur.  This is because it holds
significant cash balances abroad and has cash available to cover
maturities in the next 12 months.  In addition, the company
benefits from its profitable iron ore exports, which have not
been significantly affected to date by the difficult operating
conditions in Ukraine.

Under S&P's base-case scenario, it projects that Ferrexpo's
Standard & Poor's-adjusted EBITDA will be US$230 million-US$250
million in 2015 and US$150 million-US$200 million in 2016,
compared with US$420 million in 2014.  These assumptions underpin
these estimates:

   -- No major operational disruptions, including any related to
      gas, coal, or rail issues.  In December 2014, operations
      were affected by a brief electricity shortage.

   -- Iron ore price of US$45/t for the rest of 2015 and through
      2016 (in the first half of 2015 the average iron ore price
      was US$62/t).  In S&P's view, a change of US$10/t could
      result in a change of US$110 million in EBITDA in any given

   -- Iron ore pellets premium of about US$25/t;

   -- Shipping volumes of 11.5 million tons per annum, consisting
      of high grade products (65% ferrous content);

   -- Unit cash costs (including transportation and royalties)
      around US$55/t-US$60/t in 2015 and in 2016;

   -- No further devaluation of the Ukrainian hryvnia (the
      current exchange rate against the dollar is 21.4 to 1).
      S&P believes that further devaluation of the hryvnia would
      result also in higher inflation; and

   -- Capital expenditure (capex) of between US$50 million-US$60
      million on maintenance (previously we assumed capex of
      US$100 million per year).

These assumptions translate into an adjusted debt-to-EBITDA ratio
of 3.5x-4.0x in 2015 and about 4.5x-5.0x in 2016.  In S&P's view,
those credit metrics are likely to remain volatile given iron ore
price swings and macroeconomic uncertainties in Ukraine.

Under S&P's base-case scenario, adjusted debt is set to reach
US$950 million by the end of 2015.  S&P's debt adjustments
include operating lease and post-retirement obligations of about
US$30 million.  S&P doesn't deduct cash and liquid sources on
Ferrexpo's balance sheet from our measure of its debt.

S&P assesses Ferrexpo's liquidity as "less than adequate," based
on risks related to the instability in Ukraine.  S&P estimates
that the ratio of sources of liquidity to uses will be above 1.2x
in the next 12 months.  The liquidity assessment takes into
account the sizable cash Ferrexpo holds in offshore accounts.
However, the company has limited access to capital markets, with
the current yield on the notes at above 15%. In addition, large
maturities are due over the coming two years.

S&P projects these sources of liquidity for the 24 months from
March 31, 2015:

   -- Cash and equivalents of approximately US$319 million,
      excluding US$175 million held in Ukraine, which S&P
      considers to be not immediately available for debt

   -- Funds from operations (FFO) of about US$150 million in the
      next 12 months, and between US$110 million-US$120 million
      in the following 12 months, assuming no business

   -- A discretionary option of the company to increase its long-
      term secured pre-export financing (PXF) facility due 2018
      by US$150 million to US$500 million; and

   -- Proceeds of US$42 million from the divestment of Ferrous

S&P projects these uses of liquidity for the 24 months from
March 31, 2015:

   -- Cash element in the exchange offer of about US$100 million,
      which was paid in early July.  Bank debt maturities of
      US$200 million-US$220 million in the coming 12 months and a
      similar amount in the following 12 months.  The maturities
      include repayments of the company's amortizing PXF
      facilities, finance leases, and export finance agency

   -- Maintenance capex of about US$50 million-US$60 million per
      year; and

   -- Dividends of about US$50 million per year, below the
      dividends in previous years, reflecting the company's lower

The negative outlook on Ferrexpo reflects the possibility of a
downgrade over the coming months if Ukraine's T&C regime tightens
further, which may affect the company's ability to repay its

In addition, S&P may lower the ratings if Ferrexpo's liquidity
position deteriorates.  This could be the case if iron ore prices
and realized premium dropped below our assumptions, resulting in
weaker cash flows and a higher likelihood of a breach of
financial covenants.  Over the medium term, S&P's assessment of
the company's liquidity depends on its ability to borrow the
additional US$150 million under the PXF facility or refinance
some of its maturities.  A lower cash balance could lead S&P to
reassess Ferrexpo's ability to withstand a sovereign default,
resulting in a downgrade.

Any outlook revision to stable would largely depend on the
evolution of Ukraine's business environment and the T&C regime.
S&P might consider revising the outlook to stable if it sees some
stabilization in Ukraine's business conditions and if S&P thinks
that the country's T&C regime and banking sector policy will not
impair Ferrexpo's ability to service its debt.

U N I T E D   K I N G D O M

MACWHIRTER: In Administration, 52 Jobs Affected
Rupert Denholm-Hall at Wales Online reports that MacWhirter has
gone into administration with the loss of 52 jobs.

According to Wales Online, MacWhirter, which dates back 130
years, recently experienced losses from several contracts due to
poor margins being achieved.

Richard Hawes -- -- and Matthew Cowlishaw
-- -- of Deloitte have appointed as
joint administrators of the company, Wales Online relates.

The administrators have announced 52 redundancies, with the
retention of three staff in order to ensure an orderly wind down
of the business and to protect the value of work-in-progress on
several contracts, Wales Online discloses.

MacWhirter designs, installs, and provides service and
maintenance of refrigeration and air conditioning products.
Prior to its administration, the business had clients including
Marks & Spencer and Honda, according to Wales Online.

METRO PLAY: Brings in Liquidators After Licenses Revoked
David Standish of KPMG UK and Linda Johnson of KPMG Channel
Islands were appointed Joint Liquidators of Metro Play Limited on
July 2, 2015.

The company is registered in Alderney and operated online gaming
websites.  In March 2015, the company's operating licenses were

David Standish, partner at KPMG and Joint Liquidator, said: "We
are working closely with the relevant gaming authorities both in
the UK and the Channel Islands as we conduct our preliminary
investigations.  Our priorities are to secure client monies,
collate and examine the company's books and records, and
determine any further lines of enquiry.  We encourage creditors
to register their claims with us and also provide any relevant
information they have which may assist our enquiries."

All general queries should be directed to William Callewaert
(KPMG Channel Islands) +44-(0)1481-721000.

PORTSMOUTH FOOTBALL CLUB: Ex-Owner Flees UK 'Fearing for Life'
A Russian businessman, who used to own Portsmouth Football Club
and is wanted in Lithuania for fraud, has fled Britain in fear
for his life, his lawyer told AFP after a London court revoked
his bail.

"I confirm Mr. (Vladimir) Antonov has fled the jurisdiction due
to fears for his life," his lawyer, Karen Todner, said in an
e-mail, specifying he had left Britain, according to AFP.

"Bail was revoked," Mr. Todner said after a hearing at
Westminster Magistrates' Court, the report notes.

AFP reports that Mr. Antonov is the former owner of Portsmouth,
now languishing in League Two, the fourth tier of English

Mr. Antonov and his Lithuanian business partner, Raimondas
Baranauskas, are accused of stripping assets and funds worth
?รบ400 million (565 million euros, $622 million) from a leading
Lithuanian bank, Snoras, when it was nationalised in 2011, the
report discloses.

The pair lost a bid to avoid extradition in May.

They claimed they were being used as "scapegoats" and said the
extradition request was "politically motivated", but two judges
at London's High Court dismissed their challenge, the report

The report notes that Mr. Antonov was the chairman of Snoras's
board of observers and Mr. Baranauskas was chief executive and
chairman of the board until the bank was nationalised by the
Lithuanian government in November 2011.

They are also accused of submitting false documents to the
Lithuanian central bank in a bid to cover their tracks, the
report relays.

Mr. Antonov and Mr. Baranauskas claimed they had been targeted by
the Lithuanian government, which had been criticised by a
newspaper owned by the bank, the report says.

Mr. Antonov purchased Portsmouth, then in the second-tier
Championship, in June 2011.

But Mr. Antonov stepped down the following November when his
company, Convers Sports Initiatives, went into administration
following his arrest over the fraud allegations, the report

Portsmouth subsequently went into administration in February
2012, prompting a 10-point deduction that contributed to their
relegation, the report notes.  They were relegated again in 2013.

PRIMA HOTELS: Trade Downturn Spurs Administration, Buyers Sought
Richard Frost at Insider Media reports that Prima Hotels Ltd. was
forced into administration after a downturn in trade and an
unsuccessful legal claim prompted its bank to take measures to
recover its GBP36 million lending.

Administrators have also revealed that several potential buyers
have expressed an interest in taking over one or more of the
group's hotels, which continue to trade as normal, Insider Media

Ryan Grant -- ; Lee Causer -- ; and Catherine Williamson -- of AlixPartners were called into
four hotels owned and managed by Prima Hotels in May, Insider
Media recounts.

The hotels are The Stanneylands Hotel in Wilmslow; Nunsmere Hall
Hotel in Northwich; The Quorn Country Hotel in Leicestershire;
and Hellaby Hall Hotel in Rotherham, Insider Media discloses.  A
further appointment was made over the Royal Terrace Hotel in
Edinburgh, Insider Media notes.

According to Insider Media, a report to creditors said the
group's bank AIB Group (UK) took steps to protect its lending in
April after negotiations between the two parties broke down.

Based on current forecasts, it is thought the bank could suffer a
multimillion-pound shortfall on the secured debt, although the
exact amount is not yet known, Insider Media states.

Meanwhile, Prima Hotels owes GBP2.2 million to unsecured
creditors, Nunsmere Hall Ltd. owes GBP667,164, Fontenhall Ltd.
(which trades as Hellaby Hall) owes GBP892,316 and Hallco 1494
Ltd. (which does not have a trading name) owes GBP2.4 million,
Insider Media discloses.  None of the unsecured creditors are
expected to receive any money following the administration,
Insider Media says.

Following the group's collapse, AlixPartners engaged Legacy
Hotels & Resorts to operate the hotels, Insider Media relays.
The administrators reported that all bookings have been fulfilled
and future bookings will continue to be honored as they seek
buyers for the hotels, according to Insider Media.

Prima Hotels Ltd. is a Greater Manchester-headquartered luxury
hotel group.

SZ GEARS: Brought Out of Administration
Machinery Market reports that a gear manufacturer in South Wales
has been bought out of administration, with secured creditors
expected to be re-paid in full.

SZ Gears Ltd went into administration earlier this year after
suffering "significant cash-flow pressures" and being threatened
with winding-up petitions, according to Machinery Market.

Established in 1972 and acquired by directors Steve Davies and
Richard Rogers in 2002, the company traded from Oakdale Business
Park in Blackwood and reported a turnover of GBP1.22 million for
the 12 months to March 31, 2014, its most recent full-year
results, the report notes.

Andy Beckingham --  and Colin
Prescott -- of Leonard Curtis
were appointed as joint administrators of SZ Gears on April 27.

Following their appointment, a prepackaged sale of the business
to SZ Engineering Ltd., a company owned and managed by the
directors, was agreed, the report adds.

* UK: Fewer Shops Close As Retail Administrations Fall
KamCity reports that the number of retail administrations in
England has fallen by 32% this year, according to research from
Deloitte.  In the first six months of this year, 45 retailers
entered into administration, compared with 66 in the first six
months of 2014, according to KamCity.

This year's figure is less than half the total of the 95
retailers that went into administration in the first six months
of 2013, KamCity relates.

The report discloses that Lee Manning, restructuring services
partner at Deloitte, said: "After a few turbulent years and
something of a clear-out, the retail sector is now benefitting
from the calmer waters of a stable economy.  In fact, the only
well-known retail insolvency this year has been Bank Fashion.

"Meanwhile, these figures align with our expectation of a shift
away from using administration as a restructuring tool for
businesses.  The emphasis is towards constructive debtor-driven
solutions involving negotiations with creditors, either
informally or through the use of CVAs where in both circumstances
companies will work alongside restructuring professionals,"
Mr. Manning said, KamCity notes.

KamCity relays that Ian Geddes, UK head of retail at Deloitte,
added: "Consumers do not shop channels -- they shop retailers and
brands.  Therefore it is essential that retailers continue to
focus on how they integrate online and in-store retail to best
serve their customers."

"Retailers' requirements for their stores will continue to
change. For many this will mean fewer stores, while for some it
may mean more stores to support the growth of their online sales.
For other retailers it requires a complete rethink of what the
purpose of a store is, as formats are adapted to act primarily as
points for fulfilment and returns.  The overall outlook is
positive, and as consumer finances continue to improve this will
be felt even more in the retail market," Mr. Geddes said, the
report adds.


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  Go to 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,

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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