TCREUR_Public/150812.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, August 12, 2015, Vol. 16, No. 158

                            Headlines

A Z E R B A I J A N

EVROBANK: Declared Bankrupt in Azerbaijan, Appeals to Court


B E L G I U M

LSF9 BALTA: Moody's Assigns B2 Rating to EUR290MM Sr. Sec. Notes


F R A N C E

LAFARGE SA: Moody's Withdraws 'Ba1' CFR, Outlook Stable


G R E E C E

GREECE: Reaches Agreement with Creditors on New Bailout


I R E L A N D

FASTNET SECURITIES: Moody's Affirms Caa2 Rating on Class D Notes


I T A L Y

ISLAND REFINANCING: Moody's Lowers Rating on Class X Notes to C


K A Z A K H S T A N

KAZAKHSTAN UTILITY: Fitch Assigns 'BB-' LT Issuer Default Ratings


L U X E M B O U R G

ARDAGH PACKAGING: Moody's Affirms B3 CFR, Outlook Positive


N E T H E R L A N D S

ROYAL IMTECH: In Administration After Failing to Get Funding


N O R W A Y

REC SOLAR: In Liquidation, Share Trading Suspended


R U S S I A

LENTA LLC: Fitch Assigns 'BB-' Senior Unsecured Rating
MECHEL OAO: Yuri Trutnev to Help in Debt Restructuring Talks


S L O V E N I A

T-2: Put Under Receivership by Ljubljana District Court


S P A I N

BBVA RMBS 2: Fitch Raises Rating on Class B Tranche to 'CCCsf'
GRUPO ALDESA: Fitch Affirms 'B' Long-Term IDR, Outlook Negative


U K R A I N E

UKRGAZPROMBANK: Primestar Energy Acquires Business


U N I T E D   K I N G D O M

CO-OP BANK: Avoids GBP12MM Fine, Needs Three Years for Turnaround
HIKMA PHARMACEUTICALS: S&P Affirms 'BB+' CCR, Outlook Stable
NORTEL NETWORKS: October 31 Proofs of Debt Deadline Set
ROYAL BANK OF SCOTLAND: Fitch Gives BB- Final Rating to AT1 Notes


                            *********


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A Z E R B A I J A N
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EVROBANK: Declared Bankrupt in Azerbaijan, Appeals to Court
-----------------------------------------------------------
APA-Economics reports that Evrobank, whose license was revoked
and declared bankrupt in Azerbaijan, appealed to the court.

Evrobank told APA-Economics that the bank filed a lawsuit
regarding restoration of the license.

Baku Administrative Economic Court No.1 stated that judge Tahira
Asadova will preside over the hearing on the case, according to
APA-Economics.  The date of the hearing isn't known yet.

Such a case has been observed in Azerbaijan previously.  Kovser
Bank, whose license was revoked by the CBA, appealed to the court
and the court has restored the bank's license, the report
relates.

According to chapters #9-10 of the Azerbaijani law "On banks",
there are three types of liquidation of banks -- voluntary
liquidation (on the basis of the decision of general meeting of
shareholders), forced liquidation (Central bank applies to court
with request on forced liquidation of the bank) and liquidation
as a result of bankruptcy of banks declared by the court.

Note that, on August 3, CBA appealed to the court to declare
Evrobank bankrupt, the report relays.

The hearing presided over by judge Elchin Mammadov was held on
August 10.

Evrobank was declared bankrupt under the decision # 2-1 (81) -
3855/2015 of Baku Administrative Economic Court No.1, dated
August 10, 2015, the report adds.



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B E L G I U M
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LSF9 BALTA: Moody's Assigns B2 Rating to EUR290MM Sr. Sec. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a definitive B2 rating to the
EUR290 million senior secured notes issued by LSF9 Balta Issuer
S.A., the parent holding company of the Balta group, following a
review of the final bond documentation.  The corporate family
rating (CFR) of B2 and the probability of default rating (PDR) of
B2-PD remain unchanged.  The outlook on all the ratings is
stable.

RATINGS RATIONALE

The EUR290 million secured notes issued by LSF9 Balta Issuer S.A.
are rated B2, in line with the CFR, despite the fact that they
rank behind the EUR40 million super senior secured revolving
credit facility (RCF) that benefits from the same guarantor and
collateral package.  The guarantors represent at least 80% of
group sales, EBITDA and assets.  However the size of RCF is small
enough to prevent a notching down of the notes below the CFR.  In
a default scenario the RCF ranks at the top of the loss given
default waterfall, followed by the notes and trade payables at
second rank and limited amount of lease rejection claims and
pensions at the bottom of the waterfall.

Balta's B2 CFR is primarily constrained by its: (1) small scale,
and limited product and end-market diversification; (2) exposure
to the cyclical construction market, with generally low revenues
visibility; (3) some geographic and customer concentration, with
its top three customers representing almost 25% of group
revenues; (4) limited prospects for free cash flow generation in
the next 12-18 months due to elevated level of expansionary
capex; (5) limited track record of good profitability (Moody's
adjusted EBIT margin of 7.7% for the 12 months to March 2015
period), primarily achieved through by strategic investments
during 2012-2014; and (6) initially high leverage (5.8x pro-forma
for 12 months to March 2015 period, as adjusted by Moody's).

These constraints are partially offset by Balta's (1) market
leader positions in most of its products, particularly in its key
markets in Germany, UK and France; (2) high share of renovation
and redecoration business (some 80% of group sales) which tends
to be less cyclical compared to new construction, currently
enjoying positive market momentum that supports EBITDA expansion
and deleveraging in the next 12-18 months; (3) long-standing
relationships with its key customers; (4) solid manufacturing and
distribution footprint, enabling customer proximity and limiting
transportation costs; and (5) good track record of product
innovation.

Moody's views Balta's liquidity as adequate.  Starting cash
balance of some EUR20 million and revolving facility of EUR40
million should cover seasonality of cash flows driven by intra
year working capital swings, even in absence of material free
cash flow generated in next 12-18 months.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects the rating agency's expectation that
in the next 12-18 months Balta will maintain a healthy
profitability of around 8% Moody's adjusted EBIT margin (7.7% for
12 month to March 2015 period) and Moody's adjusted debt/EBITDA
trending towards below 5.0x (5.8x pro-forma for 12 months to
March 2015 period, as adjusted by Moody's), which are levels
commensurate with a B2 rating.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the ratings could arise if Balta were to
demonstrate its ability to (1) sustain its Moody's adjusted EBIT
margin at high single digit in percentage terms, even in an
adverse economic environment; (2) build a track record of
meaningful positive free cash flow generation, supporting a more
robust liquidity profile; and (3) sustainably improve its
Moody's-adjusted debt/EBITDA below 4.5x.

Moody's could downgrade Balta if its (1) Moody's adjusted EBIT
margin were to fall well below current levels (7.7% for 12 month
to March 2015 period), indicating that it is unable to withstand
competitive pressure in the market; (2) free cash flow turned
negative for a pro-longed period; (3) Moody's-adjusted
debt/EBITDA remained sustainably above 5.5x; or (4) liquidity
profile deteriorated.

The principal methodology used in this rating was Consumer
Durables Industry published in September 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.

Headquartered in Sint-Baafs-Vijve, Belgium, Balta is one of the
leading manufacturer of soft-flooring products, including rugs,
broadloom and carpet tiles for both residential and commercial
construction markets.  In 2014, Balta reported around EUR520
million revenues, employing more than 3,000 workforce.  Balta is
currently being acquired by funds controlled by private equity
firm Lone Star (unrated) for a total consideration of around
EUR465 million.



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F R A N C E
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LAFARGE SA: Moody's Withdraws 'Ba1' CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service withdrew the Ba1 corporate family
rating and Ba1-PD probability of default rating of Lafarge S.A.
(Lafarge).  Concurrently, Moody's upgrades to Baa2 from Ba1 the
senior unsecured ratings, to (P)Baa2 from (P)Ba1 the senior
unsecured EMTN program ratings for Lafarge and its rated and
guaranteed subsidiaries and to (P)Baa3 from (P)Ba2 the
subordinated EMTN program ratings following the merger with
Holcim Ltd renamed LafargeHolcim Ltd (LafargeHolcim).  The
outlook is stable.

This rating action concludes the review for upgrade initiated on
April 7, 2014.

"The upgrade of Lafarge to Baa2 follows the merger with Holcim
and brings the ratings in line with that of LafargeHolcim which
has a stronger credit profile as indicated in our press release
as of April 7, 2014 when Lafarge's ratings have been placed under
review for upgrade," says Falk Frey Senior Vice President and
lead analyst at Moody's for Lafarge.  Although, Lafarge's debt
holders do not benefit from guarantees from LafargeHolcim, we
believe that they are not in a materially weaker position
compared to the debt holders of LafargeHolcim despite a possibly
somewhat weaker cash generation capability of Lafarge stand alone
on a pro forma basis and a somewhat higher leverage at the
outset.  However, Moody's expects that Lafarge's credit metrics
will benefit from debt reduction following the agreed asset
disposals and the use of the free cash-flow for debt reduction
over time that will rapidly position Lafarge metrics in line with
the group," Frey added

RATINGS RATIONALE

Following the public exchange offer initiated by LafargeHolcim
Ltd (formerly Holcim Ltd) for the shares of Lafarge,
LafargeHolcim holds 96.41% of the share capital of Lafarge S.A.
The announced intention of LafargeHolcim to initiate a squeeze-
out process for all of the outstanding shares of Lafarge S.A.
will result in a 100% ownership of Lafarge S.A. by LafargeHolcim
and provide the opportunity to delist Lafarge S.A. from the stock
market and reduce administrative expenses going forward.

LafargeHolcim is a worldwide leading producer of cement,
aggregates, ready-mix concrete, asphalt and related services.  On
a combined pro forma basis, LafargeHolcim sold 263 million tons
of cement and 288 million tons of aggregates in 2014 with an
installed cement production capacity of 386.6 million tons per
annum.  On a pro forma basis, the group recorded net sales of
CHF32.6 billion and an operating EBITDA of CHF6.7 billion for
fiscal year 2014.  LafargeHolcim generates approx. 60% of pro
forma 2014 revenues in emerging markets.  The remaining 40% are
generated in developed markets, i.e. most of Europe or the US.
Going forward, Moody's anticipates the share of emerging markets
to further increase, given the growth momentum in these
countries, relative to rather benign growth prospects across
developed markets.

Moody's generally views the strategic rationale of the merger as
positive as the merged group will have an even more
geographically balanced presence than former Holcim and Lafarge
on a stand-alone basis.  This business profile should provide a
better resilience to cyclical swings in demand for cement,
aggregates and ready-mix concrete in individual countries.
Nonetheless, the merged company will remain exposed to the
cyclicality of the cement and aggregates industry.

In addition, the merger bears the potential for a sizable amount
of synergies to be generated over time although leading to
upfront expenses and cash outflows.  Moody's also positively
notes that the proceeds from the significant asset disposal
program will be used to repay debt thus mitigating the negative
impact from the combination with Lafarge, which exhibits higher
leverage, and, hence, a weaker capital structure.

The rating also takes into account the challenges related to the
realization of the identified synergies and the timeline of the
savings to be generated as well as the combination of two
businesses with somewhat different business cultures.

LIQUIDITY PROFILE

Moody's considers Lafarge's liquidity profile on a stand-alone
basis to be good for the next 12 months, largely supported by the
group's balances of cash and marketable securities (of EUR1.9
billion per end of June 2015), as well as its unused and
committed EUR1.5 billion syndicated long-term credit line,
maturing in June 2017.  In addition, Lafarge has approximately
EUR2.0 billion in unused bilateral and committed credit lines.
Moody's takes comfort from the long average maturity of these
bilateral lines, which are well spread over 2015 to 2017, and
from the absence of a repeating MAC clause and specific financial
covenants.  These facilities have all been amended to allow for
the merger with LafargeHolcim to take place without triggering
any Change of Control clause.  Moody's believes that Lafarge's
cash sources together with its funds from operations and the cash
inflows resulting from the asset disposals are more than
sufficient to cover cash outflows such as debt repayments, capex,
working capital changes and dividends during the next 12 months.

RATIONALE FOR STABLE OUTLOOK

The stable outlook on Lafarge's Baa2 ratings reflects the
alignment of the ratings and outlook of LafargeHolcim given its
strategic importance to the merged group.

WHAT COULD CHANGE THE RATINGS DOWN/UP

An upgrade of Lafarge's Baa2 rating is unlikely over the next 12
to 18 months.  However, the ratings could be upgraded in case of
an upgrade of LafargeHolcim's ratings.

Moody's would consider downgrading Lafarge in case of a downgrade
of its parent's ratings.

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Building
Materials Industry published in September 2014.

Headquartered in Paris, France, Lafarge is one of the leading
building materials suppliers globally, and one of the three
largest cement producers worldwide with annual production of 116
million tons in 2014.  Lafarge operates in 61 countries and
generated sales of EUR12.8 billion for the fiscal year ended
Dec. 31, 2014.



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G R E E C E
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GREECE: Reaches Agreement with Creditors on New Bailout
------------------------------------------------------
Gabriele Steinhauser and Stelios Bouras at The Wall Street
Journal report that Greece and its international creditors agreed
on Aug. 11 on the terms of the country's new bailout, which, if
ratified by other eurozone governments, could unlock up to EUR86
billion (US$94.76 billion) in financing over the next three
years.

According to the Journal, the deal still leaves Greece grasping
for economic and political stability.

More than six months of, at times, turbulent negotiations on the
country's future in the eurozone have tripped its economy back
into recession, its banks remain subject to severe capital
controls and any action to reduce the country's massive debt load
has been delayed until the fall, the Journal relays.

According to the Journal, even if Prime Minister Alexis Tsipras
manages to push a swath of new overhauls, including the large-
scale privatization of state assets and measures to make it
easier to fire workers, through Parliament this week, he may have
to call new elections within months.

Spokespeople for the European Commission and the Greek government
said an agreement on the terms of the new bailout was reached on
Aug. 11, after 18-hour talks, the Journal relates.  The
technical-level deal will need to be approved by eurozone finance
ministers and national parliaments in some eurozone countries,
the Journal notes.

They could release up to EUR25 billion in fresh funds, two
European officials, as cited by the Journal, said, while
cautioning that the amount could still change in the coming days.
Around EUR12 billion would go to repaying the Greece's official
creditors -- including a EUR3.2 billion transfer to the ECB on
Aug. 20 -- while EUR10 billion will be set aside for
recapitalizing banks hurt by deposit outflows and bad loans amid
the recession, the Journal discloses.



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I R E L A N D
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FASTNET SECURITIES: Moody's Affirms Caa2 Rating on Class D Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one note and
affirmed the ratings of three notes in the Irish residential
mortgage-backed securities (RMBS) transaction: Fastnet Securities
2 Plc.

RATINGS RATIONALE

The rating upgrade reflects Moody's reassessment of the account
bank risk in this transaction.

The affirmations reflect Moody's view that the available credit
enhancement is sufficient to maintain the current rating on the
affected notes.

   -- CORRECTION OF OUR ASSESSMENT OF ACCOUNT BANK RISK

On May 15, 2015, Moody's assessed that the potential upgrade of
the rating of class A2 in Fastnet Securities 2 Plc was
constrained at the Baa3 (sf) level due to exposure to account
bank risk.  The action reflects the application of 'The Temporary
Use of Cash in Structured Finance Transactions: Eligible
Investment and Bank Guidelines' cross-sector methodology in
Moody's assessment of the account bank risk for this transaction.

   -- COUNTERPARTY RISK EXPOSURE

The rating actions took into consideration the notes' exposure to
Permanent tsb p.l.c. as the servicer, cash manager, account bank
and swap provider in Fastnet Securities 2 Plc.

Moody's now matches banks' exposure in structured finance
transactions to the Counterparty Risk Assessment ("CR
Assessment") for commingling risk, and to the bank deposit rating
when analyzing set-off risk.  Moody's has introduced a recovery
rate assumption of 45% for both exposures.

Moody's considered how the liquidity available in the
transactions and other mitigants support continuity of note
payments, in case of servicer default, using the CR Assessment as
a reference point for servicers or cash managers.  The servicer
(i.e. Permanent tsb p.l.c.) has a non-investment grade CR
Assessment of Ba3(cr) and there are no back-up arrangements or
mitigants for this transaction.  As a result of this, today's
upgrade of the rating of class A2 in Fastnet Securities 2 Plc was
constrained at the Baa1 (sf) level.

Moody's also assessed the default probability of the
transaction's account bank provider by referencing the bank's
deposit rating.

Moody's analysis considered the risks of additional losses on the
notes if they were to become unhedged following a swap
counterparty default by using the CR Assessment as reference
point for swap counterparties.

   -- KEY COLLATERAL ASSUMPTIONS

The key collateral assumptions for Fastnet Securities 2 Plc
remain unchanged as part of this review.  The performance of the
underlying asset portfolios remain in line with Moody's
assumptions.  Moody's also has a stable outlook for Irish RMBS
transactions.

Principal Methodology:

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

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

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) further decrease in sovereign risk; (2)
better-than-expected performance of the underlying collateral;
(3) deleveraging of the capital structure; and (4) improvements
in the credit quality of the transaction counterparties

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk; (2) worse-
than-expected performance of the underlying collateral; (3)
deterioration in the notes' available credit enhancement; and (4)
deterioration in the credit quality of the transaction
counterparties.

List of Affected Ratings:

Issuer: Fastnet Securities 2 Plc

  EUR 1656 mil. Class A2 Notes, Upgraded to Baa1 (sf); previously
   on May 15, 2015, Upgraded to Baa3 (sf)

  EUR 50 mil. Class B Notes, Affirmed Ba2 (sf); previously on
    May 15, 2015 Upgraded to Ba2 (sf)

  EUR 44 mil. Class C Notes, Affirmed B2 (sf); previously on
   May 15, 2015 Upgraded to B2 (sf)

  EUR 56 mil. Class D Notes, Affirmed Caa2 (sf); previously on
   May 15, 2015 Upgraded to Caa2 (sf)



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I T A L Y
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ISLAND REFINANCING: Moody's Lowers Rating on Class X Notes to C
---------------------------------------------------------------
Moody's Investor Service has affirmed the rating of one class,
confirmed the rating of one class and downgraded the ratings of
two other classes of Notes in Island Refinancing S.r.l.

Rating actions in detail (amounts reflect initial outstanding):

Issuer: Island Refinancing S.r.l.

  EUR62 mil. B Notes, Affirmed Baa3 (sf); previously on April 29,
   2013 Affirmed Baa3 (sf)

  EUR60 mil. C Notes, Confirmed at B3 (sf); previously on May 13,
   2015 B3 (sf) Placed Under Review for Possible Downgrade

  EUR32 mil. D Notes, Downgraded to Ca (sf); previously on
   May 13, 2015 Caa2 (sf) Placed Under Review for Possible
   Downgrade

  EUR46 mil. X Notes, Downgraded to C (sf); previously on May 13,
   2015 Ca (sf) Placed Under Review for Possible Downgrade

Moody's has not assigned ratings on the Class E Notes or Class F
Notes.  The action concludes the review for downgrade of the
Class C, D and X Notes that was initiated on May 13, 2015.

RATINGS RATIONALE

The downgrade action reflects Moody's revised loss expectations
for the Class D and X Notes while the rating affirmation of the
Class B Notes and rating confirmation of the Class C Notes
continues to reflect Moody's expected loss for these tranches.
Moody's has updated its performance expectation due to the lower
than expected collection rate, in particular for the period since
the rating action in April 2013.  The timing and amount of
collections versus the initial business plan determines when the
Notes' interest deferral mechanism is triggered.  Interest on
Class C, D and X Notes have been deferred for more than seven
years.

Moody's has updated its performance expectation following a
meeting with Cerved Credit Management ("Special Servicer") and
Prelios Credit Servicing ("Master Servicer") and an in-depth
review of (i) the updated Special Servicer's portfolio business
plan dated December 2014 (ii) the portfolio's expected remaining
collections until the legal final maturity, (iii) potential
timing constraints faced by the Special Servicer in respect of
the availability of the cash already in court as well as the
work-out of the remaining portfolio, (iv) historical recoveries
and net collections as well as transaction costs and swap
payments, (v) overall worsening quality of the loan pool due to
adverse selection, its increasingly concentrated nature, and
ageing of the underlying property portfolio as well as (v) the
current property market and lending conditions in Southern Italy
and the potential negative impact on recoveries.

Moody's analysis focused in particular on (i) a historical
comparison of various business plan forecasts against actual
collections for the forecasted period, (ii) the level of
historical transaction costs, (iii) the payments under the swap,
and (iv) other factors that could potentially impact the
servicer's recovery and timing expectations going forward.

Moody's evaluated various performance stress scenarios for each
of the rated tranches to test the resilience of our base case
recovery and timing assumptions ahead of legal final maturity of
the Notes.  The scenarios assume that the Special Servicer would
realise lower recoveries than assumed in the current available
business plan.  Moody's also assumed higher transaction costs
based on the historical evidence and stressed the timing of the
final cash collections which extends the timing of Note
redemption and increased the amount of deferred interest.
Ongoing collections from recovery proceeds on the non-performing
loans do not provide sufficient cushion for a repayment of the
Class D and X Notes principal and accrued interest.

MOODY'S PORTFOLIO ANALYSIS

Island Refinancing S.r.l. is an Italian non-performing loan
transaction which closed in December 2007. The Notes issued by
Island Refinancing S.r.l. funded the acquisition by Island
Finance (ICR4) S.p.A and Island Finance 2 (ICR7) S.r.l. of two
portfolios of non-performing mortgage and connected loans and the
related transaction costs.  The legal final maturity date of the
notes is July 2025.  At the cut-off date (June 30, 2007), the
portfolio comprised of 7,824 loans granted to 3,395 borrowers
representing approximately EUR1.9 billion of outstanding gross
book value.  As of closing, nearly 90% of the pool was
concentrated in Sicily.

Since the rating action in April 2013, the collections remain on
a downward trend.  The average gross collections per semester
since S1 2013 amounted to EUR11.1 million, with maximum
collections of EUR13.4 million in S1 2014 and minimum collections
of EUR8.4 million in S1 2015.  In comparison, the average gross
collections between closing in S2 2007 and S2 2012 were approx.
EUR31.2 million per semester.  In Moody's opinion, the more
recent net collection performance is, inter alia, a function of
the growing proportion of more difficult cases in the portfolio
and the continuing subdued conditions on the lending and property
markets.

Based on the updated business plan of the special servicer as of
December 2014, the expected net collections target for S1 2015
was EUR17.4 million.  Only EUR8.4 million was received (i.e. 48%
of the target).  The servicer's expected collections amount and
timing are a key factor in Moody's updated assessment.  Moody's
net collection expectations, which have been used in the cash
flow model, were derived from a historical analysis of the
average net collections.  The average net collection value of the
most recent periods since S1 2013 is the best proxy for the
recovery potential and timing considering the composition of the
remaining portfolio. Additionally, Moody's included around EUR67
million of cash derived from judicial proceeds and still to be
distributed by court in its calculations of a final collections
amount.

In rating this transaction, Moody's benchmarked each Note using a
scenario analysis to test Note repayment by legal maturity and
potential shortfall for each tranche of Notes at legal maturity.

To compute net cash flows, Moody's assumed senior expenses of up
to 35% of expected net collections.  Over the last seven
quarters, senior costs were on average between 24% - 54% of
actual net collections.

Moody's used a gradually increasing stressed interest rate
payable on the Notes.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was Moody's
Approach to Rating Securitisations Backed by Non-Performing Loans
published in July 2014.

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

Main factors or circumstances that could lead to a downgrade of
the Notes are (i) lower than expected net recoveries until the
legal maturity of the transaction and (ii) longer than expected
collection timing increasing the amount of deferred interest.

Main factors or circumstances that could lead to an upgrade of
the Notes are (i) higher than expected net recoveries until the
legal maturity of the transaction and (ii) shorter than expected
collection timing reducing the amount of deferred interest.



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K A Z A K H S T A N
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KAZAKHSTAN UTILITY: Fitch Assigns 'BB-' LT Issuer Default Ratings
-----------------------------------------------------------------
Fitch Ratings has assigned Kazakhstan-based Limited Liability
Partnership Kazakhstan Utility Systems (KUS) Long-term foreign
and local currency Issuer Default Ratings (IDR) of 'BB-'. A
National Long-term Rating of 'BBB+(kaz)' has also been assigned.
The Outlook is Stable.

The ratings reflect KUS's solid credit metrics, stable regional
market share, its vertical integration and a benign regulatory
regime at present. However, the ratings are constrained by
uncertainties in the regulatory regime post 2015, the company's
small size compared with its CIS rated peers, weak liquidity and
limitation to corporate governance.

KEY RATING DRIVERS

Solid Credit Ratios

KUS's ratings are underpinned by the company's solid credit
metrics and stable financial profile. Its EBITDA margin averaged
30% over 2011-2014 while funds from operations (FFO) gross
adjusted leverage was modest at below 2.0x and FFO interest
coverage was on average 9.0x. Although Fitch expects moderate
tariff growth and volume growth below our CPI and GDP forecasts,
respectively, KUS's financial metrics are likely to remain strong
with FFO gross adjusted leverage of around 2.0x and FFO interest
coverage of above 4.0x over 2015-2018. Fitch expects KUS to
remain well placed relative to CIS and international peers based
on these metrics.

Vertical Integration

The company is integrated across the electricity value chain with
the exception of fuel production and transmission, which gives
the company access to markets for its energy output and limits
customer concentration. KUS derives its EBITDA mostly from
electricity distribution (51% of 2014 EBITDA) and electricity and
heat generation (46%), with minor contribution from supply
(2.7%). The heat generation business is loss-making due to
regulated end user tariffs which are kept low for social reasons.
Fitch expects both the generation and distribution segments to
remain the main cash flow drivers for the group.

Stable Regional Market Share

KUS's business profile benefits from the company's near-monopoly
position in electricity generation, distribution and supply in
the central part of Kazakhstan (Karaganda region) and South
Region, which are highly-populated (25% of country population).
Energy deficit in South Region where the company generates around
23% of EBITDA supports demand for KUS's services there.

However, the business profile is constrained by the company's
small operations, for example, its market share is less than 4%
share of the country's electricity generation volumes, 3% by
installed capacity, and 8.5% by lengths of lines. The company is
thus smaller compared with Ekibastuz GRES-1 (BB+/Stable, with 15%
market share in electricity generation), but similar in size to
CAEPCo (BB-/Stable).

Cheap Fuel Supports EBITDA

Kazakh coal prices are significantly below international market
rates, reflecting the low calorific content and high ash content
of coal used domestically as well as low transport costs. To
protect energy affordability, the coal price charged to utilities
is reflected in tariff caps for electricity. An unexpected and
significant increase in the price of coal above Fitch's current
inflationary estimates would have a negative impact on EBITDA, if
not reflected in electricity tariffs, although we consider this
unlikely.

Moderate Capex

KUS's capex program is aimed at increasing the company's ageing
generation capacity by 2016, as well as upgrading its
distribution network. Capacity expansion is expected by the
company to be moderate and will depend on approved tariffs. The
company estimates the investment program of KZT51 billion over
2015-2018, including maintenance capex on average of around KZT8
billion over 2015-2019.

Credit metrics may weaken towards Fitch's trigger for a negative
rating action if the company increases capex on expansion plans
or potential M&A activity, but these will depend on market
conditions, including the availability of funding and the tariffs
set for new assets. In Fitch's rating case the rating agency
assumes capex for 2016-2018 to be in line with the historical
average, which will result in slightly negative free cash flow
(FCF) generation over 2016-2018.

Post 2015 Regulatory Uncertainties

Generation tariffs in Kazakhstan, which are set to cover KUS's
fixed and variable costs and the majority of its capex
requirements, are currently approved until end-2015. The post-
2015 electricity generation tariff regime is uncertain. The
company expects that the government will approve tariffs for 2016
and beyond during 2H15.

Existing regulation provides for the implementation of a two-tier
tariff regime from 2016, with the government setting cap tariffs
for the energy and capacity components for a seven-year period
with possible annual revisions. Fitch expects that tariffs for
generators will continue to reflect fuel and other cost inflation
while capacity payments will cover capex needs. The electricity
capacity market should ensure economically sound returns on
investments and provide incentives for the construction of new
generation assets or expanding current capacity.

Electricity distribution tariffs could switch from the
'benchmarking' methodology introduced in 2013 to long-term
tariffs (five years) approval based on the 'cost plus allowable
profit margin' methodology. Long-term (five years) heat
generation and sales tariffs based on the same methodology are
also under consideration to replace the present annual approval
practice. Fitch views positively the potential switch to long-
term tariff approval and a better framework for the heat
business.

Weak but Manageable Liquidity

Fitch views KUS's liquidity as weak, but manageable. At end-July
2015 short-term debt amounted to KZT10.4 billion (25% of
company's total debt) against cash and cash equivalents of KZT3.8
billion, supplemented by unused committed credit facilities of
KZT3.4 billion from Development Bank of Kazakhstan (BBB/Stable).
The majority of short-term debt is liabilities to Falah
Investment B.V. (private equity fund) of USD86.4 million. KUS has
signed a loan agreement with SB JSC Sberbank of Russia (BBB-
/Negative) for KZT16.3 billion (USD86.4 million) at end-July 2015
to cover its liabilities to Falah. Fitch assumes that a
shareholder loan would be provided, if needed.

All KUS's debt (bank loans, mostly secured) are raised at
operating companies' level. We also expect additional facilities
for funding the company's capex to be raised at the operating
companies' level. However, the company is centrally managed,
including its treasury functions, across operating subsidiaries
by a single management board; we therefore focus on the
consolidated group in our credit analysis. If unsecured debt is
issued at the KUS (holding) level without guarantees from
operating companies, especially if secured debt exceeds 2x
EBITDA, we may consider such holdco debt as structurally
subordinated, potentially affecting the debt rating (ie this
could be notched down from the consolidated profile's IDR).

FX Exposure

All revenues and nearly all costs are denominated in KZT. KUS's
current forex exposure is limited to the liabilities to Falah,
which are maturing in 2015 and expected to be repaid by the local
currency-denominated loan from Sberbank. All future borrowings
are expected by the management to be raised in local currency,
thus limiting FX exposure.

Privately Owned

Fitch views corporate governance at KUS as weaker than many
larger state-owned Kazakh corporations rated in the 'BB'
category. KUS's supervisory board is chaired by Dinmukhamed
Idrisov (who owns Ordabasy Group PEF LLP -- a private equity
fund), a different name to the individual listed in the company's
audited accounts as 99% owner of KUS's equity. Fitch views the
concentrated private ownership and a potential non-disclosure of
related-party transactions as a rating weakness. However, the
company is taking steps to improve transparency by going public
over the medium term.

KEY ASSUMPTIONS

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

-- Electricity volume growth below Fitch forecasted GDP of 1.8%-
    4% over 2015-2018.
-- Tariffs growth as approved by the regulator for 2015 and
    below inflation.
-- Capex in line with what has been approved by the regulator
    for 2015 and with the historical average for 2016-2018.
-- Inflation-driven cost increase.
-- No dividends for 2015-2018.

RATING SENSITIVITIES

Positive: Rating upside as limited in the foreseeable future,
although future developments that could lead to positive rating
action include:

-- Long-term predictability of the regulatory framework, with
    less political interference and a cost-reflective heat
    segment in a stronger operating environment.

-- Increased transparency of the ownership structure and
    generally stronger corporate governance.

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

-- Weaker-than-expected financial performance or financial
    guarantees for parent debt, leading to FFO gross adjusted
    leverage persistently higher than 3x (2014: 2.2x) and FFO
    interest coverage below 4.5x (2014: 10.0x).

-- Committing to capex without sufficient available funding,
    worsening overall liquidity position.



===================
L U X E M B O U R G
===================


ARDAGH PACKAGING: Moody's Affirms B3 CFR, Outlook Positive
----------------------------------------------------------
Moody's Investors Service has changed to positive from stable the
outlook on all ratings of Ardagh Packaging Group Ltd and
subsidiaries.  Concurrently, Moody's has affirmed the ratings of
Ardagh and its subsidiaries which include; the B3 corporate
family rating ('CFR'), the B3-PD probability of default rating
('PDR'), the Ba3 rating on the senior secured term loan B, the
Ba3 ratings on the senior secured notes and senior secured
floating rate notes, the Caa1 ratings on the senior unsecured
notes and the Caa2 rating on the senior unsecured PIK notes.

RATINGS RATIONALE

The change in rating outlook reflects the significant progress
the company has made to improve its operating performance, which
Moody's expects will result in gradually improving credit metrics
and a material build-up of cash over the next 12--18 months.

In particular, Moody's recognizes the positive progress Ardagh
has made integrating the Verallia North America (VNA) business,
which positions the company as a leading glass container
manufacturer in North America, while achieving synergies ahead of
expectations.  In addition, earlier this year Ardagh completed a
USD220 million investment setting up two new food can
manufacturing plants in Nevada and Virginia to meet the needs of
specific customer contracts, which will be a major driver of
growth as volumes ramp up during 2015.  In its European metals
packaging division, in response to challenging markets, the
company has been implementing a footprint optimization and
business repositioning program, including, plant consolidations,
relocating certain component production to lower cost locations,
SG&A cost reductions and selectively withdrawing from certain low
margin business lines. The initiatives are yielding margin
improvements which Moody's expects will continue for the next 12-
18 months.

Ardagh's rating remains constrained by the high level of adjusted
leverage, which Moody's expects will remain above 7.0x through FY
2015.  However, Moody's expects operating margins and cash
generation to improve significantly over the next 12-18 months
following completion of the company's investment program, as
further cost savings are realised as well as additional synergies
from the integration of VNA.  At year end 2015 Moody's expects
the group to have cash balances of around EUR450 million.

The change to positive outlook builds in Moody's expectation that
Ardagh will utilize the anticipated build-up of cash in reduction
of debt and not enter into further significant debt-financed M&A
activity, or fund further dividend payments until operational
stability has been achieved.

Separately, Ardagh's management has announced plans to partially
IPO its Metals Packaging division, to be named Oressa, by the end
of 2015.  Moody's expects that, as indicated by Ardagh's
management, funds generated from an IPO would be used in
reduction of the company's debt.  However, as uncertainties
remain over the amount and timing as well as the use of proceeds
and for these reasons Moody's has not yet factored in any
positive effects from an IPO into Moody's rating assessment.

RATIONALE FOR THE POSITIVE OUTLOOK

The positive outlook reflects Moody's view that Ardagh will
continue to improve the operating profitability of both its glass
and metal businesses and that this will be reflected in an
improvement in the company's credit metrics.  Moody's also
expects Ardagh to utilize the anticipated build-up of cash in
reduction of debt and not enter into further significant debt-
financed M&A activity, or fund further dividend payments until
operational stability has been achieved.

WHAT COULD CHANGE THE RATING -- UP

The ratings could come under positive pressure should Ardagh be
able to reduce debt/EBITDA to around 6.0x and improve free cash
flow to debt to 5%.

WHAT COULD CHANGE THE RATING -- DOWN

The ratings could come under negative pressure if Ardagh is not
able to: (1) demonstrate continued improvements in profitability
in the European metals business; (2) generate positive free cash
flow; or (iii) reduce debt/EBITDA towards 6.5x.

The principal methodology used in rating Ardagh Packaging Group
was the Global Packaging Manufacturers: Metal, Glass, and Plastic
Containers Industry Methodology published in June 2009.  Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Ardagh Packaging Group, registered in Luxembourg, is a leading
supplier of glass and metal containers.  Pro forma for the
acquisition of Verallia North America and the divestment of six
former Anchor Glass plants, the company generated sales of
approximately EUR4.7 billion in 2014.



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


ROYAL IMTECH: In Administration After Failing to Get Funding
------------------------------------------------------------
Construction Inquirer reports that administrators have been
appointed at the Dutch M&E giant Royal Imtech NV.

The company confirmed that an administrator has been appointed
following the failure of talks with its financiers for additional
funding, according to Construction Inquirer.

The report notes that the company said: "It is very disappointing
that after all the efforts of all involved it has not proven
possible to avoid this situation.

"Filing for suspension of payments now may optimize the chances
that substantial parts of the Imtech Group may continue in the
interest of all stakeholders and specifically our employees," the
company added.

Imtech UK and Ireland said it is continuing to trade as normal.

The report relays that a spokesman for Imtech UK and Ireland
said: "An announcement has been made by Royal Imtech NV that
means some change for Imtech UK and Ireland.

"Royal Imtech NV has announced that Administrators have been
appointed to Royal Imtech NV under Dutch law.  Imtech UK and
Ireland continues to trade and is not subject to this
administration."

"Imtech UK and Ireland now operates under the sole control of the
UK management and we are continuing to trade.  While continuing
our business, we are also assessing longer-term options and in
discussions with interested parties."

Imtech's German division filed for insolvency last week.



===========
N O R W A Y
===========


REC SOLAR: In Liquidation, Share Trading Suspended
--------------------------------------------------
The shares in REC Solar ASA (in liquidation) will be traded
ex liquidation proceeds of NOK107.09640 as from August 13, 2015.
The payment of the liquidation proceeds is expected to be made on
or about August 18, 2015.  The shares will be suspended from
trading on Oslo Boers from August 13, 2015 and remain so until
the Company has been dissolved.  The Company is expected to be
dissolved on or about August 28, 2015.



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


LENTA LLC: Fitch Assigns 'BB-' Senior Unsecured Rating
------------------------------------------------------
Fitch Ratings has assigned Russian retailer Lenta LLC's recently
issued RUB5 billion bonds a senior unsecured rating of 'BB-
'/'RR4' (Recovery Rating) and a National senior unsecured rating
of 'A+(rus)'.

In contrast to Lenta's other traded bonds, the new bonds do not
feature an irrevocable public offer (similar to a put option)
given by holding company Lenta Ltd. However, Fitch does not
consider the new bonds structurally subordinated to other senior
unsecured obligations as Lenta LLC is the major operating company
within the group, generating 100% the group's revenues and EBITDA
and holding close to 100% of the group's assets.

Fitch has assigned the bond rating in line with Lenta's Long-term
local currency IDR of 'BB-' (with a Positive Outlook) as prior-
ranking debt, represented by a secured loan, is less than 2x
(estimated at 0.2x based on June 2015 debt figure) of group
EBITDA and we expect the debt mix to remain unchanged over the
medium term.

KEY RATING DRIVERS

Average Recoveries for Unsecured Bondholders

The bond rating reflects average recovery expectations in case of
default. Fitch has not applied any notching to the senior
unsecured rating compared with the Long-term IDR as prior-ranking
debt constitutes less than 2x of group EBITDA -- the maximum
threshold which Fitch typically uses without triggering
subordination of unsecured creditors. The company's debt
composition has improved substantially after the refinancing of a
VTB loan this year as secured debt fell to RUB4.6 billion at end-
June 2015 from RUB37.7 billion at end-2014.

Russia's Leading Hypermarket Operator

Lenta's Long-term IDR reflects the company's moderate market
position and scale, as Russia's sixth-largest food retailer and
third largest large-format operator (after Auchan and Metro) as
measured by 2014 sales. Lenta's current small size (EBITDAR of
EUR439 million in 2014) is mitigated by the company's consistent
market share gains, strong growth opportunities and low
competition compared with developed markets due to the fragmented
nature of the Russian food retail market. A successful execution
of its growth strategy will likely strengthen Lenta's market
position and scale in the 'BB' rating category.

Limited Format Diversification

Fitch expects the company to remain focused on its hypermarket
format over the medium term, with supermarkets accounting for
less than 10% of sales by 2018 (2014: 3%). At the same time,
Lenta's wide geographic diversification across Russian regions
and a continued reduction in reliance on the St. Petersburg
market is positive for the credit profile. St Petersburg is one
of the most competitive markets in Russia, and accounted for 27%
of sales in 2014.

Robust Margins

Lenta has a strong track record of fast revenue growth, driven by
both like-for-like (LFL) sales growth and new store roll-outs,
while maintaining a strong EBITDA margin. However, Fitch's rating
forecasts factor in a moderate decline in EBITDA margin to 10%-
10.8% (2014: 11.1%) over the medium term as a result of
increasing operating lease expenses and gross margin sacrifices
to support its price-led business model. These profitability
metrics will remain strong compared with Russian and European
food retail peers.

Subdued Consumer Sentiment

Hypermarket operators are usually exposed to the high cyclicality
of their business. However, Lenta's focus on promotions and its
low share of non-food sales in revenues will enable the company
to maintain LFL sales growth in the current period of weak
consumer spending as customers trade down. Fitch expects this
consumer behavior will prevail in 2015-2016. Erosion of consumer
purchasing power should also facilitate customer migration from
traditional retail to federal retail chains, such as Lenta.

Low Leverage

Fitch expects Lenta's funds from operations (FFO) adjusted gross
leverage to decrease to 3.1x in 2015 (2014: 3.9x), after its
holding company Lenta Ltd raised RUB12.6 billion net Secondary
Public Offering proceeds in March to repay debt and fund
expansion at Lenta. Although we expect free cash flow (FCF) to
remain negative over the medium term due to high capex plans,
further deleveraging to 2.8x-2.9x (FFO adjusted gross leverage)
will be supported by growing operating cash flows and maintenance
of a negative working capital position. Fitch expects Lenta to
fund 70%-80% of capex for 2016-2018 with internally generated
cash flows.

Strong Interest Coverage Metrics

Lenta's FFO fixed charge cover (2014: 2.6x) is strong relative to
Russian peers as a result of a high proportion of self-owned
selling space, which leads to low operating lease expenses. Fitch
expects FFO fixed charge coverage to remain strong for the
ratings, despite increased cost of funding and planned growth of
leased space due to new supermarket openings.

RATING SENSITIVITIES


Negative: Future developments that could lead to a revision of
the Outlook to Stable from Positive include:

-- Slowdown in store roll-outs, deterioration in LFL performance
    relative to close peers, reflecting a challenging operating
    environment, or materialization of execution risks in its
    growth strategy.

-- No evidence of sustained deleveraging based on FFO adjusted
    gross leverage (2014: 3.9x).

Future developments that could lead to a downgrade include:

-- A sharp contraction in LFL sales growth relative to close
    peers along with material failure in executing expansion
    plan.

-- EBITDA margin erosion to below 7%.

-- FFO-adjusted gross leverage above 4.5x on a sustained basis.

-- FFO fixed charge cover below 2.0x (2014: 2.6x).

-- Deterioration of liquidity position as a result of high
    capex, worsened working capital turnover and weakened access
    to local funding.

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

-- Solid execution of expansion plan and LFL sales growth
    relative to peers leading to improved market position in
    Russia's food retail sector.

-- Maintaining EBITDA margin at around 9%.

-- FFO-adjusted gross leverage below 3.5x on a sustained basis.

-- FFO fixed charge coverage of 2.5x on a sustained basis.

LIQUIDITY

At end-June 2015 unrestricted cash of RUB12.1 billion, together
with available undrawn credit lines of RUB7.3 billion, were
sufficient to cover expected negative FCF and RUB16 billion
short-term debt.


MECHEL OAO: Yuri Trutnev to Help in Debt Restructuring Talks
------------------------------------------------------------
Yuliya Fedorinova at Bloomberg News reports that Russian Deputy
Prime Minister Yuri Trutnev says in interview to Forbes Russia
Sberbank has tough position over Mechel's debt based on signed
agreements.

Mr. Trutnev says he'll try to help reach agreement, Bloomberg
relates.

According to Bloomberg, if the debt issue isn't solved soon,
Mechel may need bankruptcy.

The government can't include Mechel's Elga field development into
list of Far East priority projects because the company is at risk
of bankruptcy, Bloomberg notes.

                       Sberbank's Claims

RAPSI reports that Sberbank has increased its claim against two
subsidiaries of Mechel.

The co-defendants in the case are Mecheltrans and Bratsk
Ferroalloy Plant, with Yakutugol Holding as a third party, also
part of Mechel Group, RAPSI discloses.

Sberbank, RAPSI says, is seeking debt repayment under an
April 23, 2010 credit line agreement.  The court scheduled the
main hearing for Oct. 14, RAPSI states.

Various courts are hearing several Sberbank suits against Mechel
and its subsidiaries, RAPSI notes.  On July 20, the Moscow
Commercial Court ruled in favor of Sberbank in its largest
lawsuit against Mechel for RUR6.76 billion under a loan agreement
signed on October 19, 2013, RAPSI recounts.

Sberbank is not satisfied with Mechel's debt restructuring
proposals it received in mid-April, according to RAPSI.

Sberbank CEO German Gref, as cited by RAPSI, said they were not
business proposals but declarations, in particular a debt-to-
shares proposal.  Sberbank later said it was negotiating the sale
of Mechel's debts to Russian investors, RAPSI relays.

The bank also said it would file a motion to declare Mechel
bankrupt if it fails to pay its debts, RAPSI notes.

According to RAPSI, Mechel's financial reports show its long-term
liabilities as of late June increased from RUR91.83 billion
(US$1.46 billion) as of the end of 2014 to RUR95.96 billion
(US$1.52 billion) as of the end of July.

Mechel is a Russian steel and coal producer.



===============
S L O V E N I A
===============


T-2: Put Under Receivership by Ljubljana District Court
-------------------------------------------------------
Telecompaper, citing news agency Sta, reports that the Ljubljana
District Court has put T-2 into receivership.

Earlier, the Higher Court in Ljubljana allowed an appeal of
creditors of T-2 against the decision by the Ljubljana District
Court to reject the request for bankruptcy filed by creditor
DUTB, Telecompaper relates.

According to Telecompaper, T-2 said it will continue to provide
uninterrupted services to customers and that the bankruptcy will
not bring any changes or affect the continued provision of
services.

T-2 is one of Slovenia's biggest broadband and IPTV providers.



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


BBVA RMBS 2: Fitch Raises Rating on Class B Tranche to 'CCCsf'
--------------------------------------------------------------
Fitch Ratings has upgraded four tranches of BBVA RMBS series and
affirmed nine others. The series comprise three Spanish prime
RMBS originated and serviced by Banco Bilbao Vizcaya Argentaria
(BBVA; A-/Stable/F2).

KEY RATING DRIVERS

Additional Information Clarifies Subjective Defaults

Fitch has received additional information from the trustee
Europea de Titilizacion (EdT) about the management of subjective
defaults, defined as loans whose underlying property has been
taken into possession by the SPV prior to the loan reaching the
12-months default classification.

The trustee confirmed that subjective defaults have been excluded
from the balance of gross defaults and removed from the
outstanding portfolio balance when the property is repossessed by
the SPV.

Contrary to the agency's previous understanding, subjective
defaults are being provisioned within the waterfall of payments
with available excess spread and cash reserves, currently fully
depleted. EdT has confirmed to Fitch that the cumulative balance
of defaulted assets, inclusive of subjective defaults, has
reached 5.4% of the initial portfolio balance in BBVA 1 and in
BBVA 2 and 12.5% in BBVA 3 (compared with 4% for BBVA 1 and 2 and
9.7% for BBVA 3 without subjective defaults).

The clarification about provisioning has triggered the revision
of Fitch assumptions regarding available credit enhancement
across the transactions, which has led to today's upgrade of BBVA
RMBS 2 notes and the revision of Outlooks.

Subjective Defaults Distort Asset Performance

Fitch would have expected most subjective defaults to be
classified and reported as doubtful loans, rather than removed
from collateral balance. In Fitch's opinion, unreported
subjective defaults imply that the arrears ratios are a poor
performance indicator, and the removal of subjective defaults
from the collateral balance makes the estimation of principal
collections from underlying borrowers challenging.

Interest Deferral Triggers Delayed

The exclusion of subjective defaults from the balance of doubtful
loans implies that the deferral of mezzanine and junior notes
interest could be delayed. This is material for tranche C of BBVA
3 because cumulative defaults are currently reported at 9.7%,
just below the 10% interest deferral trigger established in the
documentation. If subjective defaults are added to the doubtful
classification cumulative default would be 12.5%, implying that
the class C interest deferral trigger would have been breached.

RATING SENSITIVITIES

Deterioration in asset performance or recovery expectations
beyond Fitch's standard assumptions would trigger negative rating
action.

DUE DILIGENCE USAGE

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

DATA ADEQUACY

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

Fitch did not undertake a review of the information provided
about the underlying asset pools ahead of the transactions'
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.

BBVA RMBS 1, FTA:
Class A2 (ISIN ES0314147010): affirmed at 'BBsf'; Outlook revised
to Stable from Negative
Class A3 (ISIN ES0314147028): affirmed at 'BBsf'; Outlook revised
to Stable from Negative
Class B (ISIN ES0314147036): affirmed at 'CCCsf'; Recovery
Estimate 75%
Class C (ISIN ES0314147044): affirmed at 'CCsf'; Recovery
Estimate 0%

BBVA RMBS 2, FTA:
Class A2 (ISIN ES0314148018): upgraded to 'Bsf' from 'CCCsf';
Outlook Stable
Class A3 (ISIN ES0314148026): upgraded to 'Bsf' from 'CCCsf';
Outlook Stable
Class A4 (ISIN ES0314148034): upgraded to 'Bsf' from 'CCCsf';
Outlook Stable
Class B (ISIN ES0314148042): upgraded to 'CCCsf' from 'CCsf';
Recovery Estimate 65%
Class C (ISIN ES0314148059): affirmed at 'CCsf'; Recovery
Estimate 0%

BBVA RMBS 3, FTA:
Class A1 (ISIN ES0314149008): affirmed at 'CCCsf'; Recovery
Estimate 90%
Class A2 (ISIN ES0314149016): affirmed at 'CCCsf'; Recovery
Estimate 90%
Class B (ISIN ES0314149032): affirmed at 'CCsf'; Recovery
Estimate 0%
Class C (ISIN ES0314149040): affirmed at 'CCsf'; Recovery
Estimate 0%


GRUPO ALDESA: Fitch Affirms 'B' Long-Term IDR, Outlook Negative
---------------------------------------------------------------
Fitch Ratings has revised Spain-based engineering and
construction group Grupo Aldesa, S.A.'s Outlook to Negative from
Stable. Its Long-term Issuer Default Rating (IDR) has been
affirmed at 'B'. At the same time, Fitch has affirmed wholly
owned subsidiary Aldesa Financial Services S.A.'s senior secured
rating at 'B'/'RR4'.

The Negative Outlook reflects Aldesa's recent weak financial
results, which over the past 24 months have been below Fitch's
expectations, leading to a material increase in Fitch-adjusted
funds from operations (FFO) net leverage. Consequently, Fitch
believes that there is a risk that expected improvements in
revenue and profitability could not restore a financial profile
that is commensurate with a 'B' rating.

A downgrade is possible over the next 12 to 18 months once Fitch
has assessed the recourse group's sales and margin evolution,
working capital development and cash deployment. Fitch will focus
on Aldesa's ability to generate sustainable FFO, allowing for
material deleveraging towards an FFO adjusted net leverage of
4.5x.

Aldesa's IDR remains underpinned by an operating and liquidity
profile in line with a 'B' rating. The company benefits from a
growing and geographically diversified order book covering more
than two years of revenue, satisfactory end-markets
diversification, robust risk management and from the absence of
material maturities over the next two years. We also view
positively that adjusted net debt has been decreasing since 2011.

Fitch focuses its analysis on cash flow generated at the recourse
group (Fitch's rating perimeter), primarily the engineering and
construction (E&C) segment. Fitch adjusts leverage calculations
for Aldesa to reflect the non-recourse nature of concessions by
excluding related FFO and non-recourse debt, but including
sustainable dividends.

Fitch's net debt calculation is substantially higher than that
reported by Aldesa. Fitch takes into account off-balance sheet
obligations related to working capital management facilities
(EUR66 million at end-2014 of factoring and confirming) and
operating leases (EUR12 million at end-2014). Fitch also assumes
that an additional EUR78 million of cash is not readily available
for debt repayment, including EUR70 million to withstand seasonal
working capital swings and EUR8 million based on geographical
location.

KEY RATING DRIVERS

Deterioration of Operating Performance

Financial performance of the recourse business weakened further
over 2014 with contracting profits and revenues, albeit at a
slower rate for the latter. The deterioration of EBITDA
generation and margin has translated into weaker cash generation,
despite lower cash tax, with FFO margin down at 2.4% in 2014,
from 3.3% and 4.3% in 2013 and 2012, respectively. Fitch
acknowledges that the deterioration would have been less severe
if not for delays on two constructions projects, and start-up
costs related to projects with a new customer in Mexico. However,
these events are not unusual and are inherent risks of
constructions activities.

Deterioration of Credit Metrics

Fitch-adjusted FFO net leverage increased to 6.7x at end-2014,
confirming the negative trend observed since end-2012. The main
driver of the net leverage increase was deterioration in FFO
generation, which more than offset a reduction in Fitch-adjusted
net debt to EUR199 million at end-2014 from EUR255 million at
end-2011.

Despite weaker cash generation on a FFO basis, Aldesa has been
able to generate positive free cash flow (FCF), notably due to
working capital inflows on the back of a growing backlog (advance
payments) and a normalization of payment delays from clients in
Spain. The improvement of Aldesa's net working capital position
also led to a material reduction in the use of factoring.

Uncertainty over Deleveraging Pace

Fitch is confident that FFO generation and margins should recover
over the medium term, due to solid organic growth prospects on
the back of a growing backlog, improving profitability in new
markets (e.g. Peru) and Aldesa's track record in winning and
executing profitable projects. However, it is not certain if
revenue and profitability could sustainably grow to return the
company's financial profile to one that is consistent with a 'B'
rating.

The mild recovery of the Spanish construction market will only
gradually ease pressure on the profitability of new projects. In
Mexico, there is a risk that the potential weaker demand from
public bodies, in the context of lower oil prices, may not be
fully offset by new contracts from the private sector.
Furthermore, a shift in project mix to installations and non-
residential building construction could weigh on expected margin
improvements, as these contracts are less profitable than civil
works. Poland is likely to remain a bright spot with strong
macro-economic fundamentals, where the construction sector also
likely to benefit from a new EU funding cycle.

Robust Backlog

Total backlog increased 9% in 2014 to EUR1.49 billion, of which
EUR1.1bn related to constructions projects. As such, the backlog-
to-revenue coverage ratio reached 2.4x (2.0x in 2013) for the
recourse group and 2.9x (2.6x in 2013) for the construction
division. This level of revenue visibility is higher than a
typical B-category E&C company. Fitch also positively views the
company's more diversified order book across Spain, Mexico and
Poland. Project concentration risk remains high, but this is
mitigated by management's prudent approach to assess and manage
contract risks.

Solid Track Record

Aldesa has robust risk management policies in place with no large
loss-making contracts, a track record of sound execution and no
evidence of large disputes. Despite being a second tier
construction player in the Spanish market, management has taken a
number of strategic steps that helped the company avoid the
restructuring or even bankruptcy that has affected its
competitors. Aldesa was one of few second tier players to
diversify outside of Spain by concentrating on niche sub-segments
such as railways and tunnelling. Using these sub-segments
capabilities, it has managed to attain a top-10 market position
in Mexico.

KEY ASSUMPTIONS

-- Annual recourse EBITDA around EUR45m-EUR55m in 2015-2018
-- FFO margin trending towards 3%-3.25%
-- Strong turnover recovery in 2015, with gradual stabilization
    of activity in Spain and mid-single digit growth in Mexico
    and Poland in 2016-2018
-- Gradual reversal of the current net working capital position
    (payables greater than receivables)
-- No dividends from non-recourse subsidiaries

RATING SENSITIVITIES

Negative: Future developments that could, individually or
collectively, lead to a downgrade include:

-- Fitch-FFO adjusted net leverage failing to decline towards
    4.5x by end-2017 (2014: 6.7x) and FFO fixed charge cover
    failing to improve towards 2.0x (2014: 1.3x) by-end 2017.

-- Deterioration of the liquidity profile with liquidity score
    below 1.0x (December 2014: 2.2x) and an increased dependency
    on factoring and short term lines.

-- Negative FCF on a sustained basis.

-- Evidence of supporting weakening non-recourse activities or a
    material increase in new concessions leading to equity
    contributions from the recourse business.

Positive: Future developments that could, individually or
collectively, lead to positive rating action include:

-- Fitch-FFO adjusted net leverage below 4.5x and FFO fixed
    charge cover above 2.0x on a sustained basis.

-- Significant improvement in the operating risk profile driven
    by increased scale and internationalization, reduced
    concentration risk and funding diversification.

-- A material increase in steady income up-streamed from the
    concession business without a re-leveraging of assets.

LIQUIDITY

Aldesa's recourse liquidity at end-December 2014 was EUR249
million. In addition to EUR145 million of cash considered
available by Fitch, Aldesa has access to undrawn committed
banking facilities of around EUR104 million, including a EUR100
million revolving credit facility maturing in 2018. It provides
sufficient headroom to cover debt maturities for the next 12-18
months and a sudden loss in factoring and confirming facilities.
Overall, the maturity profile is not an immediate risk, with no
major debt maturity over the next two years.

Seasonal working capital swings of EUR55 million to EUR70 million
are covered by the additional EUR70 million of cash viewed by
Fitch as not readily available for debt repayment.



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


UKRGAZPROMBANK: Primestar Energy Acquires Business
--------------------------------------------------
Interfax-Ukraine reports that trading company Primestar Energy
FZE has acquired a 100% stake in Ukraine's insolvent
Ukrgazprombank, the Individuals' Deposit Guarantee Fund, the
seller of the bank.

According to Interfax-Ukraine, a purchase and sale agreement was
signed on Aug. 7 after an open tender among potential investors
held on July 30.

The fund told Interfax-Ukraine the sum of the transaction has
been not disclosed at the request of the buyer.

"The indicators of Ukrgazprombank's solvency and liquidity should
be restored by the new owner within 30 days.  The completion of
the bank capitalization should be confirmed by the results of an
inspection conducted by the National Bank," Interfax-Ukraine
quotes the fund as saying.

All investors, including legal entities and individuals, whose
deposits exceed the guaranteed compensation sum of UAH200,000,
will be able to return their funds not earlier than the
completion of bringing the bank's activities in line with the
requirements of Ukrainian banking legislation, Interfax-Ukraine
discloses.

Headquartered in Kyiv, Ukrgazprombank provides commercial banking
services to individuals and corporate clients in Ukraine.



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


CO-OP BANK: Avoids GBP12MM Fine, Needs Three Years for Turnaround
-----------------------------------------------------------------
Tim Wallace, Mehreen Khan and Julia Bradshaw at The Telegraph
report that The Co-operative Bank still has another three years
to go before it is fully cleaned up and turned around, its chief
executive said, speaking as the lender narrowly avoided a GBP120
million fine from Britain's two main financial regulators
investigating the near collapse of the lender two years ago.

According to The Telegraph, and the bank's chairman Dennis Holt
said the bank has "driven out all the bad culture," but still
needs to push harder to make sure staff are behaving well
consistently.

After an 18-month inquiry into the bank's conduct, the Prudential
Regulation Authority and the Financial Conduct Authority found
"serious and wide-ranging failings" in Co-op Bank's control and
risk management framework from July 22. 2009 to December 31,
2013, during it which time it failed to be "open and co-
operative" with regulators, The Telegraph relates.

However, the regulator, as cited by The Telegraph, said that
imposing a financial penalty on the Co-op Bank would not "advance
the PRA's statutory objective to promote the safety and soundness
of the firms it regulates".

In other words, the weakened capital position of the Co-op Bank
means a hefty penalty would do more damage than good, The
Telegraph states.  Had that not been the case, the PRA would have
imposed a fine of GBP120 million on the bank, The Telegraph
notes.

Andrew Bailey, deputy governor of prudential regulation at the
Bank of England and chief executive of the PRA, as cited by The
Telegraph, said: "Co-op Bank's failings stand out both for the
duration and seriousness of the risk management and control
deficiencies uncovered.

"This was compounded by a lack of openness with their regulator.
These were serious transgressions.  The PRA has not levied a fine
in this instance but, if any future enforcement investigation
into Co-op Bank found serious and wide-ranging failings, this
censure will be a relevant factor in determining the outcome."

The investigation found that the Co-op's risk-management, capital
management and corporate lending procedures were inadequate,
while its control framework was "flawed in both design and
operation", The Telegraph relays.

The Co-operative Bank is a retail and commercial bank in the
United Kingdom, with its headquarters in Balloon Street,
Manchester.


HIKMA PHARMACEUTICALS: S&P Affirms 'BB+' CCR, Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' long-term
corporate credit rating on Hikma Pharmaceuticals PLC, a Jordan-
based generic pharmaceutical company.  The outlook is stable.

At the same time, S&P affirmed its 'BB+' issue rating on Hikma's
$500 million senior unsecured notes.  The recovery rating on
these notes is unchanged at '3', reflecting S&P's expectation of
recovery in the lower half of the 50%-70% range.

Hikma has agreed to acquire U.S.-based Roxane Laboratories from
Boehringer Ingelhiem for US$2.7 billion.  S&P understands that
Hikma will finance the purchase via a share issuance of US$1.5
billion, equivalent to about 40 million new Hikma shares that
Boehringer Ingelheim will hold.  The remaining US$1.2 billion
will be raised via a mix of a bridge facility, drawings under the
existing revolving credit facility (RCF), and cash on the balance
sheet.

Due to Hikma's acquisitive nature, S&P previously included in its
base-case scenario an acquisition of about US$1.1 billion over
the next two years.  For this reason, S&P's financial risk
profile assessment remains unchanged at "intermediate."  S&P
believes that the transaction will result in increased leverage
by year-end 2015 or in the first quarter of 2016, depending on
the closure of the transaction.  However, S&P expects to see
adjusted debt-to-EBITDA within 2x-3x over the next 18-24 months,
which is in line with its assessment.

The rating affirmation reflects S&P's view that the acquisition
of Roxane laboratories is credit neutral as it does not affect
S&P's assessment of the company's business risk profile of "fair"
or its financial risk profile as "intermediate."  S&P expects the
company to have US$2.1 billion of revenues by the end of 2016,
with the acquisition of Roxane to be completed by the fourth
quarter of 2015 or early 2016.

The quick turnaround in S&P's adjusted leverage metrics is due to
Roxane's strong profitability, which, in S&P's view, will enhance
Hikma's future earnings.  S&P understands that Roxane benefits
from well-invested facilities and the acquisition will put Hikma
in a strong position within the U.S. generics market.

S&P continues to assess the combined group's business risk
profile as "fair" which also includes S&P's assessment of the
pharmaceutical industry as "low risk."  S&P views the financial
risk profile as "intermediate."  Together, these assessments lead
to an anchor of 'bb+', which is our starting point for assigning
an issuer credit rating under S&P's corporate criteria.  None of
the analytical modifiers had any effect on the anchor, resulting
in the rating of 'BB+'.

S&P believes the acquisition of Roxane, which is a leading
company in non-injectable generics, supports our assessment of
Hikma's overall business risk profile as "fair," as it solidifies
its position in the U.S. generics category.  S&P expects that the
transaction will increase Hikma's overall scale to over $2
billion by 2017 and its U.S. revenue exposure to around 65% from
around 50% in 2014.

S&P takes a positive view of the increased size of the combined
entity, as scale plays an important role in a consolidating
market such as pharmaceuticals and because S&P sees significant
pricing pressure from payers to contain health care costs.  S&P
also views the company's increased focus on the U.S. to be credit
positive, as the acquisition would put Hikma among the top 10
players in the U.S. generic market.  However, this is partially
offset by S&P's view of the company's relatively small revenue
base compared to larger generic players.  Roxane would be margin-
accretive in 2016 but would still require a research and
development spend in 2016 relating to pipeline opportunities.
S&P expects that Roxane will account for about 25% of the
combined entity's projected reported EBITDA in 2016.

"We have assessed the financial risk profile for Hikma as
"intermediate," which reflects its debt-to-EBITDA being in the
average range of 2x-3x in 2015-2016, including the acquisition of
Roxane for US$2.7 billion in our base-case scenario.  As per our
base case, we expect the company to generate moderate free
operating cash flow of $150 million-$350 million in the 2015-2016
fiscal year, after assuming capital expenditure (capex) of
US$180 million to US$210 million in fiscal 2015-2016.  This
reflects stable performance from Hikma's three divisions:
injectables, branded generics, and generics, as well as the
completion of the Roxane acquisition in the first quarter of
2016.  In S&P's view, the company has a moderate financial policy
of maintaining net leverage below 3x -- supported by its
financial track record and in the context of its family
ownership.  S&P therefore believes the likelihood of Hikma making
another transformative debt-financed acquisition is relatively
small.

In S&P's base case, it has assumed bolt-on acquisitions of around
US$125 million to US$150 million in 2015, and US$2.7 billion in
2016 for Roxane.  S&P has also assumed cash dividends of about
US$60 million to US$80 million in fiscal 2015-2016, based on
management's financial policy of a maximum payout ratio of 30%.

Based on S&P's perception of the company's financial policy, it
believes there is less incentive to leverage above 3x in the near
future.  Although debt-to-EBITDA will increase to 2.2x in 2016
from about 1x in 2015, reflecting S&P's assumption of the $2.7
billion Roxane Labs acquisition in 2016, S&P does not expect the
company to make any other larger debt-financed acquisitions in
the near to medium term.

S&P's base case assumes:

   -- Minimal impact from macroeconomic cycles as the
      pharmaceutical industry is non-cyclical in nature.
      Additionally, S&P expects U.S. GDP to grow by around 1%-3%
      in 2015 and 2016 and Middle East and North Africa (MENA)
      region GDP growth is forecasted to be around 2%-6%.

   -- The generics market to grow by around 5%-8% reflecting
      patent expirations and better pricing power from branded
      generics due to lack of availability of drugs in the
      market.

   -- The MENA health care market to continue to show robust
      growth despite political turmoil, reflecting an increase in
      government health care spending and increasing incidences
      of chronic diseases such as cancer, diabetes, and
      cardiovascular disorders.

   -- Low single-digit revenue growth in 2015 reflecting the
      phasing out of specific market opportunities in the
      injectables and generics business, which is offset by
      growth in the branded segment due to underlying market
      growth, new product launches, and a focus on high value
      products.

   -- Solid double-digit revenue growth in 2016-2017 reflecting
      the acquisition of Roxane, which is expected to close in
      the first quarter of 2016.

   -- EBITDA to decline in 2015 reflecting the expected slowdown
      of specific market opportunities in 2013 and 2014.  This
      will leading to a slight EBITDA margin contraction.  EBITDA
      to grow in 2016-2017, reflecting the new product pipeline
      from Roxane.  This will cause a quick margin pick-up, and a
      reduction in research and development expenses for 2017 as
      the new pipeline products approach launch phase and
      operational efficiencies and tight cost controls lead to
      the expansion of EBITDA margins.

   -- Capex of US$185 million-US$210 million in 2015-2017.

   -- Cash dividends of US$60 million-US$120 million in 2015-
      2017.

   -- Bolt-on acquisition of about US$125-US$150 million in 2015,
      US$2.7 billion for Roxane Laboratories in 2016, and US$1
      billion in 2017.

   -- Equity issuance of US$1.5 billion in 2016, which will be
      taken up by the current owner of Roxane Laboratories
      Boehringer Ingelheim.

   -- No share buyback policy for the fiscal years 2015-2017.

   -- S&P has also assumed some transaction costs in its base
      case for 2016.

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

   -- Average EBITDA margins of around 31% in 2015-2017.
   -- Average funds from operations (FFO)-to-debt of 40% in 2015-
      2017.
   -- Average debt-to-EBITDA of 2.0x-3.0x in 2015-2017.

The stable outlook reflects S&P's expectation that Hikma will
successfully complete the Roxane acquisition, continue to operate
in a stable and predictable operating environment, and maintain
its debt-to-EBITDA of 2x-3x in the fiscal year 2015-2016.  Under
S&P's base case scenario, this is commensurate with an
"intermediate" financial risk profile.  S&P thus expects
management to carefully calibrate potential acquisitions in line
with its stated financial policy of maintaining debt-to-EBITDA
below 3x.

S&P could raise the rating if Hikma was able to keep leverage
below 2x on a sustainable basis, including acquisitions, or if
S&P believed the company's business risk profile had improved due
to acquisitions along with minimal dilution of EBITDA margins.
The possibility of an upgrade is remote, however, given Hikma
management's acquisitive approach, and subject to its commitment
to a higher rating.

S&P' could lower the rating on Hikma if the combined entity
experienced significantly weaker adjusted EBITDA margins owing to
the competitive environment.  S&P could lower the rating if the
company was not able to sustainably maintain our ratio guidance
of debt-to-EBITDA below 3x, which may be the result of a large
debt-financed acquisition, triggered by a transaction adding more
than US$1.5 billion of debt and assuming the target to have an
EBITDA margin of 20%.


NORTEL NETWORKS: October 31 Proofs of Debt Deadline Set
-------------------------------------------------------
Alan Robert Bloom, Joint Administrator of Nortel Networks UK
Limited (in administration), on July 30 disclosed that pursuant
to Rule 2.95 of the Insolvency Rules 1986 that the Joint
Administrators of the Company intend to make a distribution (by
way of paying an interim dividend) to the preferential creditors
(if any) and to the unsecured non-preferential creditors of the
Company.

Proofs of debt may be lodged at any point up to (and including)
October 31, 2015, the last date for proving claims, however,
creditors are requested to lodge their proofs of debt at the
earliest possible opportunity.

Persons so proving are required, if so requested to provide such
further details or produce such documentation or other evidence
as may appear to the Joint Administrators to be necessary.

The Joint Administrators will not be obliged to deal with proofs
lodged after the last date for proving but they may do so if they
think fit.

The Joint Administrators intend to make such distribution with
the period of two months from the last date for proving claims.

Proofs of debt should be sent to the Joint Administrators.
Further details of the methods by which proofs of debt can be
submitted will be posted on the website maintained by the Joint
Administrators and dedicated to the administration of the Company
at www.emeanortel.com

Rule 2.95(2)c of the Insolvency Rules 1986 requires the Joint
Administrators to state in this notice the value of the
prescribed part of the Company's net property which is required
to be made available for the satisfaction of the Company's
unsecured debts pursuant to section 176A of the Insolvency Act
1986.  There is no prescribed part.


ROYAL BANK OF SCOTLAND: Fitch Gives BB- Final Rating to AT1 Notes
-----------------------------------------------------------------
Fitch Ratings has assigned The Royal Bank of Scotland Group's
(RBSG, BBB+/Stable/F2/bbb+) perpetual subordinated contingent
convertible capital notes (CCCN) final ratings of 'BB-'. RBSG
issued a USD2 billion 7.5% note (ISIN US780099CJ48) and a USD1.15
billion 8% note (ISIN US780099CK11).

The final rating is in line with the 'BB-(EXP)' expected rating
Fitch assigned to the notes on July 30, 2015.

KEY RATING DRIVERS

The CCCN are additional Tier 1 (AT1) instruments with fully
discretionary interest payments and are subject to conversion
into RBSG's ordinary shares on breach of a consolidated 7% CRD IV
common equity Tier 1 (CET1) ratio, which is calculated on a
"fully loaded" basis.

The rating of the securities is five notches below RBSG's 'bbb+'
Viability Rating (VR), in line with Fitch's criteria for
assigning ratings to hybrid instruments. The securities are
notched twice for loss severity to reflect the conversion into
common shares on a breach of the 7% fully loaded CET1 ratio
trigger, and three times for incremental non-performance risk
relative to the VR.

The notching for non-performance risk reflects the instruments'
fully discretionary coupons, which Fitch considers as the most
easily activated form of loss absorption. Under the terms of the
securities, the issuer will be subject to restrictions on
interest payments if it has insufficient distributable items, is
insolvent or fails to meet the combined buffer capital
requirements that will be gradually introduced from 2016.
Potential other factors are a breach of the minimum regulatory
leverage ratio. The UK authorities' proposed leverage framework
would see buffers being applied in a similar way to those being
phased in under the risk-weighted framework.

RBSG's fully loaded Basel III CET1 ratio at June 30, 2015 was
12.3%, providing it with a buffer of GBP17 billion for the 7.0%
CET1 ratio trigger although non-performance in the form of non-
payment of interest would likely be triggered before reaching 7%,
most likely by breaching the bank's regulatory requirements.
Fitch estimates that RBSG will have to maintain a CET1 ratio of
at least 10.5%-12.0% by 2019.

Fitch has assigned 100% equity credit to the securities, which
reflects their full coupon flexibility, ability to be converted
into common equity well before the bank would become non-viable,
permanent nature and subordination to all senior creditors.

RATING SENSITIVITIES

As the CCCN ratings are notched down from RBSG's VR, their rating
is mostly sensitive to changes in the VR. The CCCN ratings are
also sensitive to a wider notching, which could arise if Fitch
changes its assessment of the probability of their non-
performance relative to the risk captured in RBSG's VR. This
could arise from a change in Fitch's assessment of capital
management at RBSG, reducing the holding company's flexibility to
service the securities or an unexpected shift in regulatory
buffer requirements, for example.


                            *********

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

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

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


                            *********


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

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

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

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

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

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


                 * * * End of Transmission * * *