TCREUR_Public/160512.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Thursday, May 12, 2016, Vol. 17, No. 93



BARRY CALLEBAUT: Moody's Assigns Ba1 Rating to EUR350MM Sr. Notes
BARRY CALLEBAUT: S&P Assigns BB+ Issue Rating to EUR350MM Notes
TELENET GROUP: Moody's Affirms B1 CFR & Changes Outlook to Pos.

C Z E C H   R E P U B L I C

NEW WORLD: Moody's Lowers PDR to D-PD then Withdraws Ratings


NOVACAP INTERNATIONAL: Moody's Raises CFR to B1; Outlook Stable


WEPA HYGIENEPRODUKTE: Moody's Assigns B1 Rating to Sr. Sec. Notes
WEPA HYGIENEPRODUKTE: S&P Affirms 'BB' CCR; Outlook Stable


GREECE: Tsipras Optimistic Over Bailout Talks with Creditors


WINDERMERE VII CMBS: S&P Cuts Ratings on 3 Note Classes to D(sf)


EXPOBANK AS: Moody's Confirms B1 Long-Term Deposit Rating


LOCK LOWER: S&P Affirms B+ LT Counterparty Credit Ratings


CET GOVORA: Enters Insolvency Following EUR30.5MM Loss


VOLVO CAR: Moody's Assigns Ba3 CFR; Outlook Positive

U N I T E D   K I N G D O M

AUSTIN REED: Sports Direct Tables Bid for Business
BHS GROUP: Administrators Get Several Offers for Business
BHS GROUP: Retail Revive Among Prospective Bidders for Business
MORPHEUS PLC: Fitch Lowers Rating on GBP7MM Class E Notes to Csf
YORKSHIRE BUILDING: Moody's Affirms Ba1(hyb) Pref. Stock Rating



BARRY CALLEBAUT: Moody's Assigns Ba1 Rating to EUR350MM Sr. Notes
Moody's Investors Service has assigned a provisional (P)Ba1
rating with a loss given default assessment of 4 (LGD 4) to the
issuance of EUR350 million of senior unsecured notes by Barry
Callebaut Services N.V., a fully owned and guaranteed subsidiary
of Barry Callebaut AG.



Issuer: Barry Callebaut Services N.V.
  Senior Unsecured Regular Bond/Debenture, Assigned (P)Ba1
  (LGD 4)

"Our assignment of a (P)Ba1 rating to Barry Callebaut's new
senior unsecured notes follows today's announcement by the
company of their proposed offering and reflects our expectation
that they will rank pari passu with all of the chocolate
manufacturer's other senior unsecured debt," says Ernesto
Bisagno, a Moody's Vice President - Senior Analyst and lead
analyst for Barry Callebaut.

Barry Callebaut will use the proceeds of the offering to
reimburse the EUR 175 million Term Loan falling due mid June
2016, and to reduce outstanding amounts in respect of other
current maturities of bilateral and/or syndicated debt.


The (P)Ba1 rating on the new senior unsecured notes reflects
Moody's expectation that they will rank pari passu with all of
Barry Callebaut's other senior unsecured debt.  The (P)Ba1 new
senior unsecured notes rating is in line with Barry Callebaut's
CFR and the existing senior unsecured instrument ratings. This
reflects the lack of significant structural subordination and
that the notes are fully guaranteed by Barry Callebaut AG.  The
company's probability of default (PDR) rating of Ba1-PD reflects
the use of a 50% family recovery rate, consistent with a bank and
bond capital structure.

Moody's believes that the note offering is positive for the
liquidity as it will improve Barry Callebaut's debt maturity
profile.  Should the issuance not being successful, we would
expect the company to address the refinancing of the EUR 175
million on the banking market immediately.  Moody's also would
assume the company to be able to roll over the other current
maturities of of bilateral and/or syndicated debt.

The new notes will be guaranteed on a senior basis by the
issuer's direct parent company, Barry Callebaut, and certain of
its material subsidiaries that also guarantee the existing notes.
As at 31 August 2015, the issuer and the guarantors represented
approximately 90% of the company's EBIT and 74% of its net sales
on a consolidated basis.

Barry Callebaut's Ba1 CFR reflects (1) Barry Callebaut's leading
market position as a manufacturer of both chocolate and cocoa
products; (2) its geographical footprint with an established
presence in all major global markets and a growing contribution
from the emerging markets; (3) the stable nature of the chocolate
market which exhibits stable growth rates; (4) its resilient
profitability in the chocolate business due to pass-on
mechanism/hedging strategy of the commodity risk; and (5) its
vertical integration with the cocoa operations.  The rating is
constrained by (1) increased leverage due the past acquisitions
and investment programme in new capacity; (2) risk of cocoa
supply disruption due to the instability of the producing
countries; (3) modest free cash flow generation because of the
high working capital needs associated with high cocoa prices.

While the current metrics are weak for the rating, Moody's
expects that Barry Callebaut will continue to achieve stable
earnings growth, driven by rising volumes and the implementation
of the profitability enhancement strategy.  Moody's also expects
free cash flow to strengthen over 2016-17, driven by steady
earnings growth combined with lower capex and an increased focus
on working capital reduction.  As a result, Moody's anticipates a
positive impact on leverage, which Moody's forecasts to decline
to below 4.0x, with retained cash flow (RCF) to net debt to
strengthen to the mid-teen level by FY 2016-17.


The rating outlook is stable, reflecting Barry Callebaut's solid
business profile and operating performance despite elevated
leverage and the ongoing pressures of working capital needs on
liquidity management.  It reflects our expectation that the
company's key credit metrics will gradually improve but also that
the pace of improvement will be constrained by working capital


Although not expected in the short term, positive rating pressure
could develop if, in conjunction with improved liquidity, Barry
Callebaut (1) improved its adjusted EBITDA margins towards
double-digit levels in percentage terms; (2) further reduced its
adjusted gross debt/EBITDA ratio towards 3.0x; and (3) increased
its RCF/net debt ratio above 20%.


Negative pressure could be exerted on the ratings if (1) the
company failed to maintain its adjusted EBITDA margins at high
single-digit levels in percentage terms; (2) its credit metrics
remained weak, with adjusted leverage not expected to return
below 4.0x and RCF/net debt not returning in the mid-teens in
percentage terms by the end of FY 2016-17, and with further
progression thereafter; (3) supply risk were to renew; or (4) the
company's liquidity deteriorates.

The principal methodology used in this rating was Global Protein
and Agriculture Industry published in May 2013.

BARRY CALLEBAUT: S&P Assigns BB+ Issue Rating to EUR350MM Notes
S&P Global Ratings said that it has assigned its 'BB+' issue
rating and '4' recovery rating to the proposed EUR350 million (up
to EUR450 million) senior unsecured notes to be issued by Barry
Callebaut Services N.V. (Belgium), a wholly owned subsidiary of
Barry Callebaut AG (BB+/Stable/--).  The expected tenor of the
notes is 8 to 10 years.

At the same time, S&P has affirmed the 'BB+' issue ratings on the
existing EUR600 million senior unsecured revolving credit
facility due 2019, and the EUR250 million, EUR350 million, and
$400 million senior unsecured notes.  S&P understands that the
proceeds from the new notes will be used to repay the EUR175
million term loan, as well as to reduce outstanding amounts under
bilateral and/or syndicated debt.

The issue rating of 'BB+' is in line with the corporate credit
rating on Barry Callebaut Services -- the wholly-owned subsidiary
of Barry Callebaut AG -- because the recovery rating on the
proposed and existing senior unsecured notes is '4', indicating
S&P's expectation of substantial (30%-50%) recovery in the event
of a payment default.  S&P's recovery expectations are in the
lower half of the 30%-50% range.


The issue and recovery ratings on the proposed senior notes are
supported by S&P's robust valuation of the company but
constrained by the existence of significant prior-ranking
liabilities in the capital structure.

The documentation for the bonds is standard for this type of debt
issuance with limited conditions and restrictions.  S&P
highlights that the notes' documentation does not restrict for
any additional debt, and, given that recovery prospects are in
the lower half of the 30%-50% range, any additional debt
incurrence could result in a deterioration of S&P's recovery
expectations for noteholders.

S&P's hypothetical default scenario envisages an increasingly
competitive operating environment and disruption in the
production of cocoa.  S&P values Barry Callebaut as a going
concern, given its well-established customer base and long-term
contracts with players in the chocolate industry.  S&P has valued
the business using an EBITDA multiple approach, in line with
peers.  The stressed EBITDA is lower as a result of the expected
lower interest cost in the new issuance versus the debt being

Simulated default and valuation assumptions:

Year of default:                   2021
EBITDA at emergence:               Swiss franc (CHF) 235 million
Implied enterprise value multiple: 6.0x
Jurisdiction:                      Switzerland (Group A2)

Simplified waterfall:

Gross enterprise value:            CHF 1,408 million
Administration costs:              CHF 116 million
Net value available to creditors:  CHF1,280 million
Priority liabilities:              CHF435 million [1]
Unsecured debt claims:             CHF2,345 million [2]
Recovery expectation:              30%-50% (lower half of the

[1] Includes pensions, receivables financing, finance leases and
debt at subsidiaries.  [2] All debt amounts include six months'
prepetition interest.

TELENET GROUP: Moody's Affirms B1 CFR & Changes Outlook to Pos.
Moody's Investors Service has affirmed the B1 corporate family
rating and B2-PD rating at Telenet Group Holding NV and the B1
ratings at Telenet's rated subsidiaries, and changed the rating
outlook to positive from stable.  The agency has also assigned a
B1 rating with a positive outlook to Telenet Financing USD LLC.'s
USD850 million Term Loan AD due 2024.

Moody's decision to change Telenet's ratings outlook to positive
reflects the improved scale and medium term growth potential for
Telenet's business following the acquisition of Base in February
2016.  It further reflects the agency's expectation that
following the acquisition of Base, Telenet will be on a de-
leveraging trajectory at least over the next 12-24 months and its
gross leverage will remain below 5.0x (Moody's adjusted) on a
sustained basis.

The proceeds from the new Term Loan AD will be used to refinance
EUR300 million Senior Secured Notes due 2021 & EUR400 million
Senior Secured FRN due 2021, including related premiums &
expenses.  The refinancing transaction is leverage neutral and
will improve Telenet's debt maturity profile.  The B1 rating on
the Term Loan AD reflects the fact that it benefits from the same
security and guarantees package as the existing rated senior
secured bank facility tranches at Telenet International Finance
S.a r.l and Telenet BVBA (also rated at B1).


Pro forma for the Base acquisition (including Base for 10.5
months), Telenet's revenues would reach EUR2.37 billion compared
to EUR1.8 billion on a standalone basis in 2015.  Its EBITDA (as
adjusted and calculated by Telenet) would reach to EUR1.09
billion compared to EUR944 million in 2015.  The acquisition
helps Telenet to secure long-term access to mobile infrastructure
and move from a renter to owner economics for the mobile
business.  With the acquisition, Telenet's mobile subscribers
have increased to just over 3 million from over 1 million on a
standalone basis.  The integration of Base remains on track and
Telenet has revised its 2020 synergy guidance upwards from EUR150
million to EUR220 million.  The company plans to realize the
synergies at one-off costs of EUR300 million across the next five

In 2016, Telenet is expecting its revenue growth to be somewhat
modest at up to 2% and broadly stable growth in its EBITDA (as
adjusted and calculated by Telenet).  Moody's would expect
Telenet's operating performance to improve materially from 2017.
The company has guided that its reported EBITDA will grow at a
CAGR of 5-7% between 2015-2018.  The improvement in Telenet's
operating performance will result from the company's potential to
increase its multi play and entertainment penetration, helped by
the integration of Base and Telenet's ongoing investments in the
upgrade of its fixed and mobile networks.

Telenet is 57% owned by Liberty Global plc (Ba3 stable) which has
a more aggressive financial policy than Telenet.  Liberty Global
tends to manage its overall group leverage towards the upper end
of its 4.0-5.0x Net Debt/ Operating Cash Flow ('OCF' - as
calculated by Liberty Global) corridor.  Nevertheless, Moody's
recognizes that Telenet's leverage has been lower compared to
Liberty's other credit pools.  Even after the acquisition of Base
the company's leverage (at around 4.6x Gross Debt/EBITDA as
measured by Moody's as of March 31, 2015, pro forma for the
acquisition) remains well within Moody's threshold for upward
ratings pressure.  The positive ratings outlook reflects the
agency's expectation that Telenet's adjusted leverage will remain
well below 5.0x on a sustained basis.

Telenet's B1 CFR is strongly positioned and continues to reflect
(1) the company's strong market position in the overall Belgian
digital TV and broadband markets as well as its leading market
shares for these services in Flanders; (2) the competitive
benefits derived from its technologically advanced cable
networks; (3) the company's solid operating trends and
substantial EBITDA margins.

Ratings are somewhat constrained by (1) the somewhat modest
revenue growth prospects for 2016; (3) potential negative impact
on Telenet's operating performance from the regulators' decision
to require cable operators in Belgium to give wholesale access to
their television and broadband services to alternative providers
(like Mobistar) at retail-minus tariffs (approved by the European
Commission in February 2016).  Telenet's ratings also reflect the
strong competition, in particular from incumbent
telecommunications operator Proximus SA de droit public (A1
stable, formerly Belgacom) and the challenge to hold the
continued slow decline in the company's video customer base.


A positive rating outlook reflects Moody's expectation that
Telenet's operating performance will continue to develop broadly
in line with the company's guidance, supported by an increase in
multiple play penetration and over time by the successful
integration of Base.


Upward rating pressure could develop if, inter alia, (1) the
company's operating performance remains solid and integration of
Base remains on track; and (2) the company demonstrates clear
commitment to maintaining its gross debt to EBITDA ratio below
5.0x (as calculated by Moody's) and achieves positive free cash
flow generation (as defined by Moody's - post capex and
dividends) on a sustained basis.

Negative ratings pressure could ensue if : (1) leverage moves
towards a ratio of 6.0x Gross Debt/ EBITDA (as adjusted by
Moody's) and/or the company experiences a marked deterioration in
operating performance; (2) free cash flow (pre-dividend) turns
negative for a sustained period of time and (3) liquidity becomes

The principal methodology used in this rating was Global Pay
Television - Cable and Direct-to-Home Satellite Operators
published in April 2013.

Headquartered in Mechelen, Belgium, Telenet Group Holding NV is
the largest provider of cable communications services in Belgium.
Telenet Finance USD is a US incorporated co-borrower for
Telenet's bank facilities in addition to Telenet International
Finance S.a r.l and Telenet BVBA, the bank borrowing entities
within Telenet.



Issuer: Telenet Financing USD LLC
  Senior Secured Bank Credit Facility, Assigned B1


Issuer: Telenet Group Holding NV
  Corporate Family Rating, Affirmed B1
  Probability of Default Rating, Affirmed B2-PD

Issuer: Telenet BVBA
  Senior Secured Bank Credit Facility, Affirmed B1

Issuer: Telenet Finance III Luxembourg S.C.A.
  Senior Secured Regular Bond/Debenture, Affirmed B1

Issuer: Telenet Finance IV Luxembourg S.C.A.
  Senior Secured Regular Bond/Debenture, Affirmed B1

Issuer: Telenet Finance V Luxembourg S.C.A
  Senior Secured Regular Bond/Debenture, Affirmed B1

Issuer: Telenet Finance VI Luxembourg S.C.A.
  Senior Secured Regular Bond/Debenture, Affirmed B1

Issuer: Telenet International Finance
  Senior Secured Bank Credit Facility, Affirmed B1

Outlook Actions:

Issuer: Telenet Financing USD LLC
  Outlook, Assigned Positive

Issuer: Telenet Group Holding NV
  Outlook, Changed To Positive From Stable

Issuer: Telenet BVBA
  Outlook, Changed To Positive From Stable

Issuer: Telenet Finance III Luxembourg S.C.A.
  Outlook, Changed To Positive From Stable

Issuer: Telenet Finance IV Luxembourg S.C.A.
  Outlook, Changed To Positive From Stable

Issuer: Telenet Finance V Luxembourg S.C.A
  Outlook, Changed To Positive From Stable

Issuer: Telenet Finance VI Luxembourg S.C.A.
  Outlook, Changed To Positive From Stable

Issuer: Telenet International Finance
  Outlook, Changed To Positive From Stable

C Z E C H   R E P U B L I C

NEW WORLD: Moody's Lowers PDR to D-PD then Withdraws Ratings
Moody's Investors Service has downgraded the probability of
default rating (PDR) of New World Resources N.V. to D-PD from
C-PD, while its corporate family rating has been affirmed at C.
Moody's has also downgraded the rating on the company's EUR 300
million senior secured notes due in 2020 from Ca to C.
Subsequent to the rating action, Moody's will withdraw all NWR's


The rating action follows the announcement by NWR that the Board
of OKD, a.s., the only operating and trading subsidiary of the
NWR group, has filed for insolvency with the Czech court.  The
rating agency expects that this administrative process will
ultimately result in the liquidation of OKD and the entire NWR
group.  This is also driving Moody's decision to withdraw all
ratings of NWR.

The downgrade of the rating of the senior secured notes to C
reflects Moody's expectation of low recovery rates for secured
bondholders.  This considers a relatively fast value erosion of
NWR's mining assets and operations, which are currently loss
making and will need to be discontinued in due course, as well as
sizeable amount of obligations ranking ahead of the secured notes
and having therefore priority claims.  These include priority
remediation and rehabilitation costs associated to closing mines,
assuming mines will be closed, and the EUR 35 million (plus
accrued interests) super senior revolving credit facility.

The principal methodology used in this rating was Global Mining
Industry published in August 2014.

Headquartered in the United Kingdom, NWR is the largest hard coal
mining group in the Czech Republic through its subsidiary OKD,
a.s.  The company has four operating coal mines which during 2015
led to annual sales of 8mt of coal.  The company reported
consolidated revenues of EUR 630 million in 2015.  The company is
owned by its secured bondholders, after the previous majority
owner, investment company CERCL Mining Holdings BV, exited
completely in March 2016, by transferring for nil consideration
its c. 51% equity stake to NWR.  After failed attempts to agree a
restructuring deal with all main stakeholders, NWR's operating
subsidiary filed for insolvency at the Czech Court on May 3rd,


NOVACAP INTERNATIONAL: Moody's Raises CFR to B1; Outlook Stable
Moody's Investors Service has upgraded to B1 from B2 the
corporate family rating and to B1-PD from B2-PD the probability
of default rating of French pharmaceutical and chemical company
Novacap International SAS.  At the same time, Moody's upgraded to
B1 from B2 the rating assigned to the company's EUR405 million
senior secured floating rate notes due 2019.  The outlook on all
ratings is stable.

"Our decision to upgrade Novacap International takes into account
its improved profitability over the last 12 months, its
successful integration of acquisitions made during the year
resulting in the reduction of its financial leverage and our
expectation that the company will be able to maintain leverage at
current levels post change of ownership and capital structure."
says Hubert Allemani, a Vice President -- Senior Analyst at

Separately, Moody's assigned a provisional (P)B1 CFR to Novacap
Group Holding and (P)B1 ratings to the proposed EUR435 million
term loan B due 2023 and the EUR90 million revolving credit
facility (RCF) due 2022, raised by Novacap Group Bidco.

"Our assignment of a provisional (P)B1 CFR to Novacap Group
Holding reflects the group's new legal structure following its
soon-to-be-finalised acquisition by French investment company
Eurazeo.  When the deal closes in June, we will withdraw the B1
CFR assigned to Novacap International SAS," adds Mr. Allemani.

Moody's has issued provisional ratings in advance of the closing
of the Eurazeo transaction.  These ratings reflect Moody's
preliminary credit opinion regarding the transaction only.  Upon
a conclusive review of the final documentation, Moody's will
endeavor to assign a definitive rating to the facilities and
remove the ratings assigned to Novacap International SAS.  A
definitive rating may differ from a provisional rating.



The upgrade reflects improvements in the group's profitability
over the past year driven by its increased penetration into
higher margin pharmaceutical end-markets.  While the company's
underlying markets demand remained robust, the growth was mainly
due to the integration and incremental income from the Chinese
acquisition of Puyuan made in February 2015 and the German
acquisition of Uetikon made in June 2015.

The upgrade also reflects the continuously increasing focus of
the company into more resilient end-markets, as well as Moody's
expectation that leverage, proforma for the full year EBITDA
contribution of subsidiaries Uetikon and Puyuan, will remain at a
level of around 5.0x under the new envisaged capital structure.

The ratings are supported by the company's strong market
positions in Europe in mostly non-cyclical and resilient markets.
In the past few years, the company has expanded its exposure to
higher margins and less cyclical industries such as
pharmaceutical, food & feed, cosmetics & fragrance and home care
& environment via both organic growth and acquisitions such as
Puyuan and Uetikon in February and June 2015.  As a result of
this strategy, the group's reported EBITDA improved to 14.4% in
2015 from 8.9% in 2010.  In the next years, Moody's expects this
trend to continue and the focus on the pharmaceutical sector to
strengthen further.

Novacap International SAS's B1 CFR reflects the company's (1)
strong market positions in Europe in mostly non-cyclical and
resilient end markets, (2) growing focus on penetrating the more
profitable and resilient pharmaceutical industry, (3) long-term
customer relationship and strategic location close to its end
customers, (4) defensible position due to the regulated market
and need for quality providing barriers to entry, and (5)
expectation of gradual deleveraging mainly from 2017 onwards,
when the company should return to positive free cash flows,
following peaking capex requirements in 2016.

However, the rating is constrained by (1) the company's
relatively small size with limited international scale competing
with large global players, (2) the high sensitivity to raw
material price volatility, especially benzene, of its Performance
Chemicals division, however offset by the vertical integration of
the company (3) a certain degree of raw material supplier
concentration, (4) its significant exposure to GDP-linked and
lower margins products of its performance chemicals division, and
(5) a relatively high pro-forma gross leverage for the rating
category expected around 5.0x at closing.


The provisional CFR rating assigned to Novacap Group Holding
reflects the new legal structure of the Novacap group following
its acquisition by the listed investment company Eurazeo from
investment company Ardian.  At closing, the CFR currently
assigned to Novacap International SAS will be withdrawn.

The proceeds from the proposed EUR435 million term loan B will be
used to repay the existing EUR405 million floating rates notes.
The new EUR90 million revolving facility will be undrawn at the
closing of the transaction and will be available to fund
Novacap's future capex, acquisition, and working capital needs.

Post refinancing, Novacap Group Holding's total debt will amount
to approximately EUR472 million and mainly consist of a EUR435
million new-term loan B, about EUR11 million of bilateral bank
debt and EUR26 million of pension and operating lease

Based on Moody's-adjusted 2015 EBITDA of approximately EUR92
million pro forma for the full year contribution of the
subsidiaries Uetikon and Puyuan acquired last year, debt/EBITDA
at closing would be at around 5.0x.

This places the pre- and post-transaction leverage ratios at the
same level given Novacap International's adjusted debt as of
Dec. 31, 2015, amounted to EUR466 million.  Going forward,
Moody's expects only moderate deleveraging towards 4.5x by the
end of 2018, essentially driven by projected EBITDA improvement,
as the new capital structure does not include any debt

                         LIQUIDITY PROFILE

Moody's views the company's liquidity position as adequate.  Post
transaction, liquidity will be supported by EUR30 million of cash
on balance sheet and a fully available new EUR90 million RCF
maturing in 2022.  Also, the company generates solid cash flows
and Moody's expects retained cash flow/debt to be above 10% in

However, Moody's expects that the company will be free cash flow
(FCF) negative in 2016 mainly due to exceptionally high
development capex of about EUR30 million, mainly related to the
opening of a new facility in Singapore.  The rating agency
expects FCF to be back to positive in 2017 and FCF/debt to be
around 5%.


The new senior secured term loan B and revolving credit facility
rank pari passu, benefit from upstream guarantees from the
group's material subsidiaries and are secured by a pledge over
mainly the shares, bank accounts and intra-group receivables of
the parent and borrowers.

The (P)B1 rating assigned to these facilities reflects the
absence of liabilities ranking ahead and the limited amount of
liabilities behind that mainly consist in EUR11 million of
unsecured bilateral debt and approximately EUR14 million of
pension and operating lease liabilities.  Finally, the revolving
facility has a springing net leverage covenant set a 7.0x and
tested only once 35% of the facility is drawn.


The stable outlook reflects Moody's expectation that the company
will be able to maintain its leading market positions and
profitability levels.  Also, the stable outlook is based on the
rating agency's assumption that the company will not embark on
any debt-funded acquisitions that would result in an increase in
leverage materially above our defined down trigger.


An upward revision of the rating would likely result from (1)
successful penetration of new geographies, leading to a more
diversified and stable revenue stream; (2) increased penetration
in higher margins and value-added products; (3) EBITDA margins
being sustainably above 15%; (4) Moody's-adjusted leverage ratio
below 4.0x on a sustained basis and (5) FCF/debt in the high

Downward pressure on the rating could occur if (1) stronger
competition results in a loss of market shares in Europe (loss of
volume, deterioration of pricing environment); (2) profitability
sustainably weakens; (3) FCF remains negative from 2017 onwards;
and (4) Moody's-adjusted debt/EBITDA ratio moves above 5.0x on
prolonged basis.  Moody's could also downgrade Novacap's CFR
rating if the company's liquidity profile falls below our
adequate assessment.



Issuer: Novacap International SAS
  Corporate Family Rating, Upgraded to B1 from B2
  Probability of Default Rating, Upgraded to B1-PD from B2-PD
  Senior Secured Regular Bond/Debenture, Upgraded to B1 from B2


Issuer: Novacap Group Bidco
  Senior Secured Bank Credit Facility, Assigned (P)B1

Issuer: Novacap Group Holding
  Corporate Family Rating, Assigned (P)B1

Outlook Actions:

Issuer: Novacap International SAS
  Outlook, Remains Stable

Issuer: Novacap Group Bidco
  Outlook, Assigned Stable

Issuer: Novacap Group Holding
  Outlook, Assigned Stable


The principal methodology used in these ratings was Global
Chemical Industry Rating Methodology published in December 2013.

Headquartered in Lyon, France, Novacap produces and distributes
chemicals such as salicylic acid, acetylsalicylic acid (aspirin),
para-aminophenol (used to produce paracetamol), paracetamol, soda
ash, sodium bicarbonate, phenol and oxygenated solvents,
hydrochloric acid.  The company is organized around 3 business
divisions: Mineral Specialties, Pharmaceutical & Cosmetics and
Performance Chemicals.  At FYE December 2015 and pro forma for
the acquisition made, Novacap reported gross sales of EUR633.9
million for a PF EBITDA of EUR91.5 million.


WEPA HYGIENEPRODUKTE: Moody's Assigns B1 Rating to Sr. Sec. Notes
Moody's Investors Service assigned a B1 rating to the proposed
new senior secured notes of WEPA Hygieneprodukte GmbH which
intends to refinance existing debt.  Moody's also affirmed WEPA's
Ba3 Corporate Family Rating and the Ba3 -- PD Probability of
Default Rating.  The outlook on all ratings has been changed to
stable from positive.

The proceeds from the proposed EUR450 million bond issuance will
be used to extend the maturity profile by redeeming the existing
EUR327million 2020 notes, prefund cash of EUR60 million earmarked
for growth and cost optimization projects, repay EUR30 current
drawings under the revolving credit facility (RCF), pay
redemption costs as well as estimated fees and expenses related
to the refinancing.  Concurrently, the existing RCF will be
increased to EUR125 million from EUR90 million and extended to
2021 while including additional borrowing entities.


The Ba3 corporate family rating is supported by the group's solid
market positions in the production of private label consumer
tissue products, which benefit from stable demand due to the
largely non-discretionary nature of the products.  Strong ties
with leading European retailers including joint product
developments support WEPA's market position.  Moody's believes
that the group's focus on private label products is a strength
and it allows WEPA to gradually gain market share at the expense
of branded products.  The rating also considers the earnings
recovery since 2012 (EBITDA margin of 14.4% in 2015 vs. 9.4% in
2012).  Moody's expects that these improvements can be sustained
on the back of planned growth investments, portfolio optimization
measures and improved internal efficiencies.

Conversely, the rating is constrained by the moderate scale of
WEPA as indicated by sales of about EUR925 million during 2015 as
well as limited geographic diversification, considering that WEPA
generates the vast majority of revenues in the mature European
tissue market.  In addition, the relatively narrow product
portfolio and dependency on a few large retailers makes WEPA
vulnerable to changes in these markets.  The European tissue
market is characterized by a competitive landscape consisting of
five major international players making up two thirds of the
overall market.  WEPA is the number 3 in terms of production
capacity behind two sizeable players that we deem to have better
market power.  Moody's also cautions that the price competitive
nature of the industry with strong bargaining power of retailers
and susceptibility of profitability to highly volatile input
costs leave the company exposed to potential margin volatility.

WEPA's new business plan envisages substantial debt funded growth
investments over the next couple of years following previous
deleveraging from 4.7x in 2012 down to 3.6x in 2015 in terms of
Moody's adjusted debt/EBITDA.  The rating agency expects that the
leverage will remain around 4.0x over the next 12 to 18 months
given the largely non-amortizing debt structure as well as
already relatively high levels of profitability while incremental
profit accretion of recent investment ramp-ups will take some
time until fully beneficial.  In addition, free cash flow
generation is expected to remain negative as a result of ongoing
investments and increased dividends.

Moody's expects WEPA to maintain an adequate liquidity profile
over the next 12 to 18 months.  Moreover WEPA's internal sources
post-closing of the transaction will include prefunded cash on
balance sheet of EUR60 million, access to an undrawn RCF
amounting to EUR125 million as well as to about EUR110 million of
factoring/securitization agreements of which WEPA will be using
about EUR80 million initially.  These sources as well as cash
flow generation should be sufficient to fund working cash
requirements, forecasted capex, with the RCF in place to support
seasonal working capital swings, capital expenditure,
restructuring expenses and acquisitions.

The B1 rating assigned to the EUR450 million senior secured notes
is one notch below the group's corporate family rating.  The
rating on this instrument reflects its junior ranking behind the
upsized EUR125 million super senior revolving credit facility and
our assumption of preferred treatment of trade payables in a
going concern scenario.  The RCF and the senior secured notes
share the same collateral package, consisting of materially all
of the group's assets as well as upstream guarantees from most of
the group's operating subsidiaries, representing more than 90% of
aggregate assets and EBITDA.  However, RCF lenders benefit from
priority treatment in a default scenario as their claims enjoy
priority right of payment before any remaining proceeds will be
distributed to the holders of the proposed senior secured notes.

The stable outlook, changed from positive before, reflects
Moody's expectation that WEPA will continue its track record of
deleveraging through gradual profit improvements as growth
investments become profit accretive, supported by fairly balanced
supply and demand conditions in Europe with currently few new
substantial capacity under construction.  It is also built on our
assumption of WEPA maintaining an adequate liquidity profile and
sufficient headroom under its financial covenants.

The ratings could be upgraded if Moody's adjusted Debt/EBITDA
(incl. Off-balance-financing) were to be sustainably maintained
around 3.5x with sustainable EBITDA margins of above 13% and
consistently positive free cash flow generation.

The ratings could be downgraded if WEPA was unable to maintain
profitability, with Debt/EBITDA moving towards 4.5x on a Moody's
adjusted basis (incl.  Off-balance-financing).  A negative rating
action could also be triggered by a weakening liquidity profile.

Following is a summary of Moody's rating actions on WEPA:

Ratings assigned:
  Senior secured notes due 2024 at B1 (LGD4)

Ratings affirmed:
  Corporate Family Rating at Ba3
  Probability of Default Rating at Ba3-PD
The rating outlook is stable.

The principal methodology used in these ratings was Global Paper
and Forest Products Industry published in October 2013.

WEPA Hygieneprodukte GmbH, based in Arnsberg (Germany), is a
leading producer and supplier of tissue paper products in Europe.
The company focuses on private label consumer tissue products,
which generates about 86% of group sales with the remainder of
sales generated by tissue solutions for away from home
applications.  The company operates eleven production sites
across Europe and employs approx. 3,000 staff, which generated
about EUR925 million of sales during 2015.  WEPA was founded in
1948 by Paul Krengel.  There are three Krengel families hold
equal shares in the company.

WEPA HYGIENEPRODUKTE: S&P Affirms 'BB' CCR; Outlook Stable
S&P Global Ratings affirmed its 'BB' long-term corporate credit
rating on German tissue producer WEPA Hygieneprodukte GmbH
(WEPA). The outlook is stable.

S&P also affirmed its 'BB' ratings on WEPA's EUR327 million
senior secured notes maturing in 2020.  The '4' recovery rating
indicates S&P's expectation of average recovery, in the lower
half of the 30%-50% range, in the event of a default.

At the same time, S&P assigned its 'BB' issue ratings to WEPA's
proposed EUR450 million senior secured notes maturing in 2024.
The '4' recovery rating indicates S&P's expectation of average
recovery, in the lower half of the 30%-50% range, in the event of
a default.

The affirmation follows WEPA's announcement of its plans to
refinance its existing EUR327 million senior secured notes
maturing in 2020 with new EUR450 million notes maturing in 2024.
S&P understands that WEPA will use the proceeds to fund expansion
investments, including a new tissue paper machine and four
converting lines, as well as to pay a one-off special dividend of
EUR20 million to its shareholders.  S&P thinks that the
transaction will result in slightly higher leverage in the short
term compared with S&P's previous base-case projection, but it
thinks WEPA will see benefits stemming from the lower interest
rate expenses and successful execution of the expansion projects
from 2017 onward.  Furthermore, S&P thinks that WEPA's recent
track record in executing growth projects gives comfort to the
upcoming investment plan.  However, S&P notes that WEPA's
profitability and credit metrics remain vulnerable to tissue
paper prices.  Also, S&P anticipates that any de-coupling of
paper prices and raw material costs (such as pulp) could lead to
deteriorating performance and, in turn, downward pressure on the

S&P's assessment of WEPA's business risk profile as fair
incorporates S&P's opinion of the group's exposure to volatile
input costs for pulp and recovered paper, WEPA's relatively small
size and scope, and sales that are mostly geared toward mature
western European tissue markets.  In addition, WEPA is exposed to
some customer concentration because its three largest customers
account for more than one-third of group sales.  However, this is
partly offset by the long-term relationships WEPA has with those
customers.  Key factors supporting WEPA's competitive position
include the group's strong position in the private-label tissue
segment in Germany, stable and noncyclical end-customer demand, a
well-invested asset base, and focus on portfolio optimization and
profitability improvements.

WEPA's significant financial risk profile reflects S&P's view of
the group's relatively high, although recently improved, debt
leverage, stemming from the acquisition of Italy-based tissue
producer Kartogroup in 2009, a tough trading environment in 2010-
2011, and recently high investment levels.  S&P's assessment also
reflects WEPA's historically volatile operating cash flow
generation, due to changes in input costs.  These constraints are
partly moderated by WEPA's conservative financial policy, in
S&P's view, underpinned by stable family ownership and a track
record of low dividend payments.  For the 12 months ended Dec.
31, 2015, S&P calculates WEPA's funds from operations (FFO) to
debt at 19.7%, and debt to EBITDA at 3.4x.  S&P adjusts WEPA's
reported debt by adding the outstanding amount of trade
receivables sold (EUR86.2 million), operating lease obligations
(EUR18.4 million), and pension obligations (EUR4.0 million).  S&P
deducts the full amount of cash because it understands that all
cash (EUR34.7 million) is readily available through the parent
company's treasury function.

The stable outlook reflects S&P's expectation that WEPA will
continue to improve operational performance through internal
efficiency programs and cost improvements.  S&P also assumes that
WEPA will execute its growth plans for 2016-2017, on time and on
budget.  S&P anticipates that WEPA will manage expansionary
investments without disrupting the supply-demand balance in the
market or eroding its credit metrics.  Furthermore, S&P thinks
WEPA will maintain its conservative financial policy, with the
ratio of FFO to debt being very close to 20% or higher, debt to
EBITDA well below 4x and EBITDA interest coverage of above 3x.

Ratings downside could materialize if WEPA's operating
performance were to deteriorate, for example, due to rapidly
increasing input costs, stiffer competition, and poor pricing
discipline in European tissue markets. This , combined with
expensive, ill-timed expansionary investments and negative
returns on investments could result in credit metrics that are no
longer commensurate with a 'BB' rating.  A ratio of debt to
EBITDA that stays at about 4x and EBITDA interest coverage which
would fall toward 3x could lead to a downgrade.

Upside to the rating is currently unlikely, due to WEPA's small
size and relatively narrow scope, which limit the possibilities
of strengthening its business risk profile.  In addition, S&P
thinks WEPA's growth strategy, in which it plans to use a large
part of its cash flow on investments, will constrain material
improvements in its financial risk profile over the next few


GREECE: Tsipras Optimistic Over Bailout Talks with Creditors
Marcus Walker and Nektaria Stamouli at the Wall Street Journal
report that Greece's leader Alexis Tsipras on May 10 claimed a
major breakthrough in its debt-and-austerity talks, even as
officials from Greece's creditors warned that big obstacles
remain to a deal that keeps the country afloat this summer.

"After six years of continued cuts, bad news and harsh austerity,
we finally had some good news," the Journal quotes Mr. Tsipras as
saying in a televised speech to his cabinet.  He said Greece was
on course to get fresh bailout loans without having to legislate
additional austerity measures, the Journal relates.

Eurozone finance ministers also heralded progress after talks in
Brussels on May 9, the Journal discloses.  But major sticking
points remain. European officials hope they can be resolved by
the next ministerial meeting on May 24, the Journal notes.  Some
warn it could take longer, states the Journal.

According to the report, the International Monetary Fund and
Greece are still at odds over what Athens must do to ensure it
hits its tough fiscal targets.  The IMF and Germany remain far
apart on how much debt relief Greece needs, with Berlin
determined to avoid signing up to any significant restructuring
of loans until 2018, the Journal says.

Without fresh bailout funds, Greece faces bankruptcy in July at
the latest, the Journal notes.


WINDERMERE VII CMBS: S&P Cuts Ratings on 3 Note Classes to D(sf)
S&P Global Ratings lowered to 'D (sf)' its credit ratings on
Windermere VII CMBS PLC's class B, C, and D notes.  At the same
time, S&P has affirmed its 'D (sf)' ratings on the class E and F
notes.  S&P has subsequently withdrawn its ratings on these five
classes of notes, effective in 30 days' time.

The rating actions reflect the issuer's failure to repay the
remaining note principal balance on April 22, 2016, the legal
final maturity date.

Windermere VII CMBS is a 2006-vintage transaction, currently
backed by two loans secured on assets in France and Germany.  The
underlying pool initially had 13 loans, which were secured on 92
European commercial real estate assets.


The loan has a securitized balance of EUR48.7 million, with an
additional EUR2.0 million in capitalized interest.  The loan
transferred into special servicing in July 2012 after failing to
repay at its scheduled maturity date.  The loan is secured by
thirteen mixed retail and office properties located in France.

The borrowing entities are owned by a French holding company
under a restructuring procedure, which had a restructuring plan
approved by the court in July 2014.  Part of the plan involved
the repayment of the Adductor loan by the end of March 2015, but
the special servicer believes that this timeline has been

Starting on the October 2015 interest payment date (IPD), the
special servicer had been able to seize part of the rental income
directly from the tenants, which has been used to pay debt
service on the loan.

The loan did not repay on April 22, 2016, the legal final
maturity date.


The loan has a securitized loan balance of EUR19.2 million.  The
loan was transferred into special servicing in April 2011 after
the borrower failed to repay at the scheduled maturity date.

The loan is secured on an out-of-town office in Mulheim, Germany.
The property is currently let in its entirety to GM GmbH, which
Deutsche Telekom AG wholly owns.  The lease expired on June 30,
2015 and is on a six-monthly rolling basis where either party can
terminate.  The tenant is in the process of assessing whether to
extend the lease agreement.

The loan did not repay on April 22, 2016, the legal final
maturity date.


S&P's ratings in Windermere VII CMBS address the timely payment
of interest and repayment of principal no later than the legal
final maturity date on April 22, 2016.

The issuer failed to repay the notes on April 22, 2016.

On April 22, 2016, S&P withdrew its 'CCC (sf)' rating on the
class B notes and its 'CCC- (sf)' ratings on the class C and D
notes in error.  S&P has therefore reinstated its ratings on
Windermere VII CMBS' class B, C, and D notes.

S&P has lowered its ratings on the class B, C, and D notes to
'D (sf)' in line with S&P's timelines of payments criteria.  This
is due to the issuer's failure to repay the notes on April 22,

At the same time, S&P has affirmed its 'D (sf)' ratings on the
class E and F notes in line with S&P's timelines of payments

The ratings will remain at 'D (sf)' for a period of 30 days
before the withdrawals become effective.


Class              Rating
          To                  From

Windermere VII CMBS PLC
EUR782.25 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Reinstated

B         CCC (sf)            NR
C         CCC- (sf)           NR
D         CCC- (sf)           NR

Ratings Lowered And Withdrawn[1]

B         D (sf)              CCC (sf)
          NR                  D (sf)
C         D (sf)              CCC- (sf)
          NR                  D (sf)
D         D (sf)              CCC- (sf)
          NR                  D (sf)

Ratings Affirmed And Withdrawn[1]

E         D (sf)
          NR                  D (sf)

F         D (sf)
          NR                  D (sf)

[1]The ratings will remain at 'D (sf)' for a period of 30 days
before the withdrawals become effective.
NR--Not rated.


EXPOBANK AS: Moody's Confirms B1 Long-Term Deposit Rating
Moody's Investors Service has confirmed the B1 long-term deposit
rating, b1 baseline credit assessment (BCA) and adjusted BCA, and
Ba3(cr) long-term Counterparty Risk Assessment of AS Expobank
(Latvia).  The outlook on the long-term deposit rating is stable.

Today's rating action concludes the rating review initiated by
Moody's on March 9, 2016.  Latvian based Expobank provides a
range of financial services to a varied, though numerically
restricted, corporate customer base.  Moody's considers Russia's
operating environment in Expobank's macro profile, reflecting the
bank's exposure to Russian customers, as illustrated by its
deposits, which the rating agency considers one of its business
drivers.  The rating action follows the confirmation of Russia's
Ba1 government bond rating with a negative outlook on April 22,
2016. The rating action also reflects the maintenance of the
rating agency's Macro Profile for Russia at "Weak+", reflecting
its view that the further impact of the decline in oil prices on
the country's operating environment will be limited.

Expobank's Not-Prime short term deposit rating and Not-Prime(cr)
short-term CR Assessment are unaffected by today's rating action.



The key driver for the confirmation of Expobank's BCA at b1
relates to Moody's view that the Russian economy has exhibited
resilience to the further drop in oil prices early this year.
The rating agency does not expect oil price volatility to lead to
an additional durable, material impact on the economy, inflation
or financial stability, and the slowdown in growth will be
relatively mild and brief.

Given this, Moody's has maintained its Macro Profile for Russia
at "Weak+".  Consequently, the rating agency considers that
Expobank's current BCA adequately reflects the capacity of the
bank to absorb the anticipated contraction of the Russian economy
(i.e. GDP is expected to decline by 1.5% in 2016) and the
consequent reduction in the creditworthiness of Expobank's

Moody's confirmation of Expobank's b1 BCA takes into account the
bank's: (1) Weighted-average macro profile of "Weak +", which
captures the broad operating environment of the markets
determining its business volumes (substantially reflecting
Expobank's exposure to Russian customers, as illustrated through
its deposits); (2) high capitalization, which despite being
fairly volatile, remains well above the 18% minimum set by the
Latvian regulator with a reported common equity tier 1 (CET1)
ratio of 44.1% at Dec. 31, 2015,; (3) very low credit risk
against the bank's volatile counterparty exposure; (4) sound
liquidity position; and (4) improved profitability (with net
profit over tangible assets increasing to 2.7% at end-December
2015 (0.7% at end-December 2014)), while Moody's assessment of
earnings stability is constrained by concentration risk.

Moody's also incorporates the assessment of non-financial factors
that influence Expobank's core credit fundamentals, in
particular: (1) the lack of business diversification and customer
concentration, though Moodys' notes the bank's increased efforts
to expand its operations; (2) the lack of visibility of its
business, given the high turnover of assets and liabilities; and
(3) its reliance on a single shareholder that could pose higher
risks to the bank's future credit profile.


The confirmation of Expobank's long-term deposit rating at B1
reflects: (1) The confirmation of the bank's BCA and adjusted BCA
at b1; (2) the result from the rating agency's Advanced Loss-
Given Failure (LGF) analysis which results in no uplift for the
deposit ratings; and (3) Moody's assessment of a low probability
of government support for Expobank, which results in no uplift
for the deposit ratings.


As part of today's rating action, Moody's has also confirmed the
Ba3(cr) CR Assessment of Expobank, one notch above the adjusted
BCA of b1.  The CR Assessment is driven by the bank's adjusted
BCA, low likelihood of systemic support and by the cushion
against default provided to the senior obligations represented by
the CR Assessment by subordinated instruments amounting to 14% of
tangible banking assets.


The outlook on Expobank's deposit rating is stable, reflecting
Moody's expectations that the bank's credit fundamentals will
remain resilient despite pressures stemming from Russia's weak
economic performance.


Upward pressure on Expobank's BCA could develop if the bank were
to: (i) materially expand and diversify its active customer base;
(ii) widen its range of financial services; and/or (iii)
diversify its ownership structure.


Downward pressure on Expobank's BCA would likely arise from: (i)
weakening of the bank's Macro Profile from "Weak +"; (ii)
heightened asset risk; iii) wider asset and liability mismatches;
(iv) a reduction in capital buffers narrowing the gap to
regulatory thresholds; and/or (v) reversal on current
profitability trends due to reduced business/customer volumes.


The principal methodology used in these ratings was Banks
published in January 2016.


LOCK LOWER: S&P Affirms B+ LT Counterparty Credit Ratings
S&P Global Ratings said that it had affirmed its 'B+' long-term
counterparty credit ratings on Norway-based credit management
services provider Lock Lower Holding AS (Lindorff) and its fully
owned subsidiary Lock AS.  The outlooks are stable.

At the same time, S&P affirmed its 'BB' rating on Lindorff's
super senior revolving credit facility (RCF).  The recovery
rating of '1' indicates S&P's expectation of very high recovery
(90%-100%) in the event of a payment default.

S&P also affirmed its 'BB-' rating on the group's senior secured
notes.  The recovery rating of '2' reflects S&P's expectation of
substantial recovery (70%-90%; lower half of the range) in the
event of a default.

Similarly, S&P has affirmed its 'B-' rating on the senior
unsecured notes.  The recovery rating of '6' indicates S&P's
estimate of negligible recovery (0%-10%) in the event of a

The affirmation follows Lindorff's announcement of its planned
acquisition of Spanish special-residential mortgage servicer
Aktua Soluciones Financieras, S.L.U. U.S.-based private-equity
company Centerbridge Partners LP currently holds a majority stake
in Aktua, and the remainder is owned by Aktua's management team
and Banco Santander.  Aktua currently provides a platform for
servicing nonperforming and foreclosed secured residential loans.
This platform includes assisting in collections, in addition to
valuation, advisory services, and general asset and property
management.  Lindorff aims to obtain a 94% stake in Aktua, which
means buying Centerbridge's and management's shareholdings. Banco
Santander will remain a minority shareholder.  Aktua's implied
enterprise value for the transaction is EUR313 million.

As an established credit management services provider and
distressed consumer-debt purchaser across Europe, Lindorff has
focused primarily on the unsecured lending market.  By gaining a
controlling stake in Aktua, Lindorff is able to take a step into
a market that complements its current business mix.  Lindorff's
activity in Spain is mainly in the unsecured consumer lending
market.  Its purchase of Aktua will provide entry to Spain's
secured lending market.  Furthermore, Aktua's servicing know-how
can help Lindorff make informed decisions about future portfolio
purchase opportunities in the long term.

S&P maintains its assessment of Lindorff's business risk profile
as fair, reflecting the group's primary focus on the distressed-
receivables market and concentration in financial services debt,
as well as the industry's exposure to regulatory and operational
risks.  Lindorff's business risk profile compares favorably with
that of rated peers with only one business focus, given its
geographic diversification and balanced product mix between the
servicing and purchasing of debt.

Given that much of the deal will be financed through an equity
investment, in addition to the rollover of a EUR195 million
unrestricted credit facility, S&P maintains its view that
Lindorff's key financial ratios will be closer to metrics
consistent with S&P's highly leveraged financial risk category in
2016.  S&P assumes debt to EBITDA (adjusted for portfolio
amortization) will continue to move toward 5.0x and funds from
operations (FFO) to debt will be about 10%-12% over the next 12-
18 months.  S&P believes this financial profile reflects
Lindorff's ownership by a financial sponsor favoring structurally
high leverage.

However, S&P anticipates that Lindorff will gradually reduce
leverage (debt to EBITDA).  This is because S&P believes its debt
portfolios, in addition to the acquired company Aktua, will
provide increasing earnings capacity and cash flows over the
medium term, and S&P assumes modest use of new debt.  That said,
uncertainty regarding debt reduction, and what S&P believes could
be a long conversion phase for acquired portfolios' earnings
generation and the integration of Aktua, constitute an additional
risk factor.  S&P therefore continues to make a one-notch
negative adjustment to the 'bb-' anchor.

The stable outlook on Lindorff reflects S&P's expectation that
the group will continue expanding its business franchise, with a
relatively even split between collections and debt purchasing.
S&P expects sustained revenue growth from the purchased-debt and
collections businesses, without a proportional increase in issued
debt, which should gradually improve cash-flow coverage and
leverage metrics.  Moreover, S&P anticipates that there will
continue to be no material barriers to cash flow within the group
and that the restricted group, as defined in the financing
structure, will remain unchanged.

S&P could lower the ratings if the ratios of debt to adjusted
EBITDA and FFO to debt do not improve over the next one to two
years and remain above 5x and less than 12%, respectively.  This
is because S&P would then likely view the group as having a
structurally more leveraged profile, imposed by its financial
sponsor.  S&P also notes the low ratio of tangible equity to
debt, since the company carries a fair amount of goodwill on its
balance sheet due to its recent takeover by Nordic Capital.  As
such, if there were significant goodwill impairments, S&P would
also consider a negative rating action.  Additionally, S&P could
lower the ratings if it saw evidence of failure in the group's
control framework, adverse changes in the regulatory environment,
or lower collections than in S&P's forecasts.

Although S&Ps view an upgrade as remote over the next one to two
years, it could consider raising the ratings if it observed a
material reduction in leverage, aided by sustained growth in
adjusted EBITDA and cash flow that placed Lindorff's financial
metrics firmly in line with S&P's aggressive financial risk
category (debt to EBITDA in the 4x-5x range and FFO to debt of
12%-20%).  This could lead S&P to remove the negative notch of
adjustment under its comparable ratings analysis.


CET GOVORA: Enters Insolvency Following EUR30.5MM Loss
Romania Insider reports that CET Govora entered insolvency after
a decision of the Ramnicu Valcea Court on May 9.

The company will be managed by the judicial administrator Euro
Insol, led by insolvency lawyer Remus Borza, Romania Insider
relays, citing Agerpres.

The power producer lost EUR30.5 million after state-owned
chemical producer Oltchim entered insolvency, in January 2013,
Romania Insider discloses.  The amount represents Oltchim's debt
to CET Govora, Romania Insider notes.

The thermal power plant has been confronted with the lack of coal
stocks, the blocking of coal transports, and the stop in the
delivery of spare parts, materials and services from over 200
suppliers, Romania Insider says, citing the press release of the
company's management.

CET Govorais a Romanian thermal power plant.


VOLVO CAR: Moody's Assigns Ba3 CFR; Outlook Positive
Moody's Investors Service has assigned a first-time Ba3 corporate
family rating and a Ba3-PD probability of default rating to Volvo
Car AB, a Swedish manufacturer of premium passenger cars.
Concurrently, Moody's has assigned a provisional (P)Ba3 rating to
the proposed EUR500 million senior unsecured notes to be issued
by Volvo Car and guaranteed by its direct subsidiary Volvo Car
Corporation (unrated).  The outlook on all ratings is positive.
This is the first time that Moody's has assigned ratings to Volvo

Volvo Car plans to use the proceeds of the proposed EUR500
million worth of senior unsecured notes for general corporate

Moody's issues provisional ratings in advance of the final sale
of securities and these reflect Moody's credit opinion regarding
the transaction only.  Upon a conclusive review of the final
documentation Moody's will endeavor to assign definitive ratings.
A definitive rating may differ from a provisional rating.



Volvo Car's Ba3 CFR is underpinned by (1) its well-known brand
identity with a long-established position in its domestic market;
(2) a global footprint with a growing presence in the Chinese
market helped by the company's close relationship with its main
shareholder, the Geely group (unrated); (3) the expectation of
rapid sales growth over the next few years on the back of several
new product launches, like the success of the new XC90, which
began production in January 2015 and saw accelerated unit sales
growth in the second half of 2015; (4) recent sizeable
investments in a new engine family and modular platforms, giving
the company a more efficient platform for its new model range;
(5) prudent financial policies with no dividends paid and a
recent parent equity injection in the context of the acquisition
in 2015 of an additional stake in the company's Chinese
subsidiaries; and (6) a good liquidity profile.

Furthermore, Moody's acknowledges the recent and considerable
improvement that Volvo Car has made in terms of (1)
profitability, with its 2015 EBITA margin reaching 3.9% and an
expectation of an increase towards 5% in 2016; and (2) Moody's-
adjusted debt-protection ratios, with a debt/EBITDA of 2.3x in
2015 and an expectation that it will reduce further to below 2.0x
in 2016. These advances reflect notably higher volumes and
favorable mix effects, and Moody's believes that Volvo Car will
successfully sustain this forward momentum in the next 12 to 18
months, in the context of positive sales momentum in Western
Europe, the US and China.  On this basis, Volvo Car's financial
profile would position the company comfortably versus its rated
peers in the B1/Ba3 rating categories.

At the same time, the rating is constrained by (1) Volvo Car's
modest market position and small size compared to other rated
global premium competitors in a fiercely competitive global
passenger car market; (2) its history of low margins with a short
track record of operational improvement; (3) risks related to the
ongoing revival plan in the US where Volvo Car has lost ground in
the years before 2015, though there have been signs of a
turnaround and market share gains there since 2015; and (4) a
degree of execution risks related to the expected fast-paced
model renewal program over the next few years.  The renewal
program would make Volvo Car less dependent on only a few models
(in 2015, more than 50% of its volumes were generated by only
three models), but it will require continuous investments for the
development of new models.

The rating incorporates the expectation that Volvo Car will
maintain a good liquidity profile over the next 12 months
underpinned by (1) cash and cash equivalents on the balance
sheet, including marketable securities (after a 20% haircut), of
SEK28.5 bil. as of Dec. 31, 2015,; (2) expected positive free
cash flow in the next 12 months; and (3) access to a covenanted
EUR660 million (approximately SEK6.2 billion, unrated) back up
facility. The company had sufficient headroom under its financial
covenants as of Dec. 31, 2015.

These resources will be sufficient to cover the company's cash
uses over the next 12 months consisting principally of capex, the
acquisition of an additional 40% stake in Volvofinans Bank AB (A3
stable) from the Swedish Sixth AP Fund, debt repayments, cash for
day-to-day operations and working capital.


The (P)Ba3 rating (LGD4) assigned to Volvo Car AB's proposed
senior unsecured notes due 2021 is in line with the CFR.  The
proposed notes will be senior obligations of the company
benefiting from a guarantee from Volvo Car Corporation, the
issuer's principal operating subsidiary representing 100% of the
company's consolidated revenue, EBITDA and total assets.

The proposed senior notes rank pari passu with other existing
financial and non-financial liabilities of the company,
principally located at Volvo Car Corporation, including a EUR660
million revolving credit facility (unsecured); a term credit
facility (unsecured); and the three tranches of a China
Development Bank (CDB) facility, which are secured by a share
pledge by Geely Sweden Holdings, the direct parent of Volvo Car
AB, over the entire issued share capital of the company.
Although Moody's notes that this share pledge puts CDB slightly
ahead of the holders of the notes, this does not, at this time,
justify a full notch difference between the CFR and the rating of
the proposed senior notes.

Furthermore, Moody's notes that Volvo Car AB's covenant package
does not include a debt incurrence covenant.


The outlook is positive reflecting Moody's expectation that Volvo
Car has successfully kick started its major product renewal
program, which will boost its sales and earnings growth in the
next 12 to 18 months amidst broadly favorable operating
conditions within its core markets of Western Europe, US and

Moody's expects that the renewal program and subsequent sales and
earnings growth will lead to a further improvement in the
company's credit metrics, which will position it comfortably in
the current rating category.


The rating could be upgraded if Volvo Car were to (1)
successfully execute its strategy of rejuvenating its model range
and improving its market positions in its larger markets
including the US, regardless of fluctuating conditions in the
global market conditions in the passenger car market, and (2)
create a longer track record of stronger profitability and credit

Quantitatively, an upgrade could materialize if Volvo Car's
Moody's-adjusted EBITA margin were to increase materially above
5% (3.9% in 2015), its Moody's-adjusted debt/EBITDA ratio were to
decrease comfortably below 2x (2.3x in 2015) and its Moody's-
adjusted EBITA to interest expense were to exceed 5x (3.4x in
2015), on a sustainable basis.

It will also require that Volvo Car achieves a consistently
positive and robust free cash flow, especially as major
investments have been completed already, thus supporting a robust
liquidity profile at all times.

Downward pressure on the outlook and/or rating could occur if
Volvo Car's unit sales growth were to slow significantly as a
result of delays in launching new products or lukewarm customer
response and/or weaker trading conditions in the company's core
markets than Moody's currently anticipates.

Decelerating sales growth would erode Volvo Car's market position
and exert pressure on the company's Moody's-adjusted EBITA
margin, which would stay in the low single-digit range.  An
interest coverage below 2x and a leverage in excess of 3x (with
Moody's adjustments) or a weakening in the company's liquidity
profile could also create negative pressure on the rating.


The principal methodology used in these ratings was Global
Automobile Manufacturer Industry published in June 2011.

Headquartered in Gothenburg, Sweden, Volvo Car AB is a premium
manufacturer of passenger cars.  The company produces and markets
sedans, station wagons and SUV vehicles under the Volvo brand.
In the full year 2015, Volvo sold 503,127 vehicles through 2,300
dealers mostly across Europe, the US and Asia.  The company
generated approximately SEK164 billion in revenue and SEK6.6
billion in reported operating profit in 2015 (including the full
contribution from the company's 50%-owned Chinese subsidiaries,
fully consolidated since 2015).

U N I T E D   K I N G D O M

AUSTIN REED: Sports Direct Tables Bid for Business
Ben Marlow at The Telegraph reports that Sports Direct has tabled
a surprise bid to buy Austin Reed out of administration.

It is understood that Mike Ashley's chain is among a handful of
suitors that have tabled interest in the upmarket tailor, which
collapsed last month, blaming cashflow difficulties, The
Telegraph notes.

The retailer's insolvency, which came just days after BHS failed,
has put nearly 1,200 jobs at risk, The Telegraph discloses.

However, there are hopes that the fashion retailer, founded in
1900 and famous for its suits, could be rescued after
administrators Alix Partners received around 50 expressions of
interest, The Telegraph states.

According to The Telegraph, it is understood several bidders,
including Sports Direct, have submitted offers for the whole
business, several of which have come in at around the GBP30
million mark.

Once popular with Winston Churchill and Elizabeth Taylor, Austin
Reed has struggled to keep up with the pace of change on the high
street and in 2015 was forced to close 30 of its worst performing
shops, The Telegraph relays.

Bidders are expected to be whittled down next week, The Telegraph

Austin Reed is a Thirsk-based fashion retailer.

BHS GROUP: Administrators Get Several Offers for Business
Mark Vandevelde at The Financial Times reports that
administrators for BHS have received several offers for all or
part of the failed department store chain, raising hopes that a
buyer could be found within days.

The 88-year-old retailer fell into administration earlier last
month, just over a year after Sir Philip Green sold it to a
business group led by Dominic Chappell, an ex-racing driver and
former bankrupt, the FT relates.

Mr. Chappell, as cited by the FT, said that his Retail
Acquisitions consortium had submitted a bid to administrators
Duff & Phelps ahead of a 5:00 p.m. deadline on May 10.  He later
declined to specify whether the offer covered the whole of the
business or part of it, the FT notes.

Mike Ashley, the billionaire founder of Sports Direct who was
involved in last-minute rescue talks that would have spared BHS
from administration, indicated earlier this month that he
remained interested, the FT recounts.

According to the FT, a person close to the sale process said
administrators have received "multiple offers for the whole or
part of the business".

It is understood that a buyer could be chosen as early as this
week if there is a clear frontrunner, although deliberations may
continue over the weekend, the FT relays, citing a person close
to the sale process.

As reported by the Troubled Company Reporter-Europe on April 26,
2016, Reuters related that BHS was placed into administration on
April 25.  Once a mainstay of the British high street, BHS has
been in decline for years, unable to keep up with demand for fast
fashion, online sales and improved customer services, Reuters
disclosed.  Saddled with over 1 billion pounds of debt, including
the pension deficit, BHS failed to raise the additional funds it
required, particularly from planned asset sales, to meet all its
contractual payments, prompting the administration process,
according to Reuters.

BHS Group is a department store chain.  The company employs
10,000 people and has 164 shops.

BHS GROUP: Retail Revive Among Prospective Bidders for Business
Ashley Armstrong at The Telegraph reports that one of the
prospective saviors of BHS has committed not to extract any money
from the retailer for three years if he succeeds in buying the
88-year-old retailer out of administration.

Yousuf Bhailok, a Preston-based property millionaire, confirmed
that his renamed investment vehicle, Retail Revive Ltd., which
includes his son and wife as directors, formally lodged its
interest with administrators on May 9, The Telegraph relates.

BHS administrators Duff & Phelps received first-round bids on May
9 from parties interested in rescuing the 88-year old retailer,
The Telegraph discloses.

Mike Ashley's Sports Direct and Edinburgh Woollen Mill, owned by
entrepreneur Philip Day, are also understood to be vying for
control of the whole business while Ikea, Pep&Co, the
Co-operative Group and B&M Bargains, are just some of the suitors
for parts of the BHS, The Telegraph notes.

It is understood that there are around 40 of BHS's 164 shops
which have been put on a "red list" -- meaning they are so
heavily loss-making they are unlikely to be workable for
interested suitors, The Telegraph states.

According to The Telegraph, Mr. Bhailok, 59, has already written
to the Government to secure a loan guarantee to support the
estimated GBP80 million annual operating costs of running BHS.

As reported by the Troubled Company Reporter-Europe on April 26,
2016, Reuters related that BHS was placed into administration on
April 25.  Once a mainstay of the British high street, BHS has
been in decline for years, unable to keep up with demand for fast
fashion, online sales and improved customer services, Reuters
disclosed.  Saddled with over 1 billion pounds of debt, including
the pension deficit, BHS failed to raise the additional funds it
required, particularly from planned asset sales, to meet all its
contractual payments, prompting the administration process,
according to Reuters.

BHS Group is a department store chain.  The company employs
10,000 people and has 164 shops.

MORPHEUS PLC: Fitch Lowers Rating on GBP7MM Class E Notes to Csf
Fitch Ratings has downgraded Morpheus (European Loan Conduit
No.19) plc's class E notes due 2029 and affirmed the class C and
D notes, as follows:

GBP3.3 million class C (XS0198459157) affirmed at 'A+sf'; Outlook
GBP11.3 million class D affirmed at 'BBsf'; Outlook Stable
GBP7 million class E downgraded to 'Csf' from 'CCCsf'; Recovery
Estimate 90%

The transaction originated as a securitization of 443 loans
secured by 901 commercial properties in England, Scotland and

Over the last 12 months, almost GBP5 million has been allocated
to the class C balance, supporting affirmation of this tranche.
The investment-grade rating is driven by the effect of sequential
allocation of principal and strong underlying loan performance to
date. Delinquencies and defaults have been minimal due to high
debt service coverage across the portfolio, with deleveraging
boosted by seasoning (most vintages are pre-2004) and

The downgrade of the class E notes reflects insufficient
overcollateralization (GBP1.1 million) for redeeming accrued
interest on the class D notes. Given excessive funding costs,
Fitch views an eventual interest shortfall as inevitable,
although the strong underlying credit quality of the loans
supports the high recovery estimate.

Sequential allocation of principal receipts has increased the
issuer's cost of funds, particularly with rather static senior
costs. Low interest rates on the underlying loans mean income is
insufficient to meet scheduled interest payments to the class D
and E notes. A mechanism to defer interest shortfalls stemming
from prepayments of higher-margin loans (which account for all
shortfalls to date and expected) means that, unlike available
funds caps, such shortfalls accrue interest and only become due
following redemption of principal on the corresponding notes.

Fitch views these amounts, in effect, as principal. The rating
tests for ultimate repayment of this amount (by legal maturity)
using diverted junior principal. So far the shortfall accumulated
for the class D notes is GBP575,331 and for the class E
GBP782,608. Fitch expects these to continue to grow, with the
eventual amount (including interest accruing on the shortfall)
dependent on the prepayment/repayment profile of the remaining

The largest loans have all been repaid, and were generally in the
higher margin buckets. In parallel the weighted average (WA)
margin on the notes is 5x the margin at closing (to 2% from
0.43%) and will rise further until the class C notes have been
redeemed. At the May 2016 interest payment date, the pool
consisted of 28 loans with an aggregate balance of GBP22.8
million. The majority of the pool provides for some scheduled
amortization, while five loans mature by the end of the year.

Most loans have a remaining balance of less than GBP1m and are
secured on a single asset. The low reported WA loan-to-value
ratio (LTV) largely relies on old valuations conducted between
1990 and 2005. Only two loans have a reported LTV above 100%.
Although almost all loans continue to make debt service payments,
a few borrowers holding vacant property are supporting debt
service by injecting equity. Given past performance, heavy
exposure to the London asset market, modest leverage and further
amortization, Fitch believes that losses will be minimal.

Overcollateralization is currently GBP1.1 million. While the
class D notes are accruing interest shortfalls, Fitch does not
expect to upgrade this tranche of notes.

Fitch estimates 'Bsf' recoveries of GBP21 million.

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.

The information below was used in the analysis.
-- Loan-by-loan data provided by Mount Street as at February 1,
-- Transaction reporting provided by Wells Fargo as at May 2,

YORKSHIRE BUILDING: Moody's Affirms Ba1(hyb) Pref. Stock Rating
Moody's Investors Service has affirmed the baa1 Baseline Credit
Assessment (BCA) / adjusted BCA of Yorkshire Building Society
(YBS).  Concurrently the rating agency has affirmed its long- and
short-term deposit ratings at A3/P-2, its long-term senior
unsecured debt rating at Baa1/(P)Baa1, its subordinated debt
rating at Baa2/(P)Baa2, and its preference stock rating at
Ba1(hyb).  The outlook on the long-term deposit and senior
unsecured ratings was changed to stable from positive.  YBS's
Counterparty Risk Assessment was also affirmed at A1(cr)/P-1(cr).


The affirmation of the baa1 BCA reflects YBS's continuous
improvements in asset quality, its lower-than-peers mortgage
lending growth rate and limited exposure to buy-to-let, in
addition to its solid capitalization.  These positives are
somewhat offset by the agency's view that asset risk is at the
low point in the cycle and by expected headwinds for
profitability and efficiency.

The stable outlook reflects Moody's view of increasing
competition in the UK mortgage market and the expectation that
YBS's profitability and efficiency will decrease owing to lower
revenues, while planned investment spend is maintained.  The
Society's weaker-than-peers efficiency ratio -- a result of YBS's
plan to invest in its infrastructure needed to achieve long-term
growth and adapt to the new environment -- is expected to
deteriorate further on the back of reduced revenues.


YBS's BCA could be upgraded following an improvement in its
efficiency ratio, whilst maintaining its asset risk, capital and
liquidity metrics unchanged.  An upward movement in YBS's BCA
would likely result in an upgrade of all ratings.  YBS's senior
unsecured debt ratings could also be upgraded if the building
society were to issue additional senior unsecured debt and/or
subordinated debt, reducing loss-given-failure.

A weakening in the UK operating environment impacting YBS's
ability to absorb losses via earnings and capital, along with a
decline in retail funding could lead to a lower BCA.  A downward
movement in YBS's BCA would likely result in a downgrade to all
ratings.  Deposit and senior debt ratings could also be
downgraded if the building society were to redeem a significant
amount of senior unsecured or subordinated debt.

The principal methodology used in these ratings was Banks
published in January 2016.


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 2016.  All rights reserved.  ISSN 1529-2754.

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

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

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

                 * * * End of Transmission * * *