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        T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Friday, June 19, 2015, Vol. 16, No. 120

                            Headlines

A R M E N I A

ARDSHINBANK CJSC: Fitch Assigns 'B+' Longterm IDR, Outlook Neg.
UNIBANK CJSC: Moody's Lowers Deposit Ratings to 'B2'


A U S T R I A

HETA ASSET: Mulls Insolvency Following EUR7BB Capital Hole
WIENERBERGER AG: Moody's Alters Outlook on Ba3 Rating to Stable


B E L G I U M

UNIVEG: Moody's Alters Outlook on 'B2' CFR to Negative


B O S N I A

PROCREDIT HOLDING: Fitch Affirms 'BB' Rating on Tier 1 Securities


C R O A T I A

SUNCANI HVAR: Invites Creditors to Opt for Debt-for-Equity Swap


D E N M A R K

DANISH BANKS: Moody's Concludes Rating Reviews on 5 Institutions
NORDIC BANKS: Moody's Concludes Rating Reviews on 6 Institutions


F I N L A N D

TALVIVAARA MINING: Finnish Gov't to Inject EUR112MM Into Business


F R A N C E

CFHL-2 2015: Moody's Assigns 'Ba3' Rating on Class E Notes
CMA CGM: Moody's Alters Outlook on 'B1' CFR to Positive
DECOMEUBLES PARTNERS: Moody's Alters B2 Rating Outlook to Stable
TYROL ACQUISITION 1: Moody's Withdraw 'B2' Corp. Family Rating


G E R M A N Y

DOUGLAS HOLDING: S&P Affirms 'B' CCR, Then Withdraws Rating
HAPAG-LLOYD AG: Moody's Changes Outlook on B2 Rating to Stable
KUKA AG: S&P Hikes Corp. Credit Rating to BB+, Outlook Stable
TELE COLUMBUS: Moody's Changes Outlook on 'B2' CFR to Positive


G R E E C E

GREECE: "No Grace Period" for Debt Repayment, IMF Chief Says


I T A L Y

AUSELDA GROUP: June 25 Expression of Interest Deadline Set


L A T V I A

CITADELE BANKA: Moody's Hikes Long Term Deposit Ratings to B1
SIAULIU BANKAS: Moody's Hikes Long Term Deposit Ratings to Ba2


L U X E M B O U R G

BRAAS MONIER: Moody's Raises Corp. Family Rating to 'B1'
HOUSE OF EUROPE V: Moody's Hikes Class A2 Notes Rating to Caa1


N E T H E R L A N D S

CLARE ISLAND: S&P Affirms CCC+ Ratings on Two Note Classes
HEMA BV: S&P Lowers CCR to 'B', Outlook Stable
HIGHLANDER EURO II: S&P Hikes Rating on Cl. E Notes to B-(sf)
PENTA CLO 2: Moody's Assigns B2 Rating to Class F Notes


P O R T U G A L

CHAVES SME: Moody's Affirms C Rating on EUR9.6MM Class E Notes


R U S S I A

BANK URALSIB: Moody's Lowers LT Deposit Ratings to 'Caa1'


S P A I N

CIRSA GAMING: Moody's Changes Outlook on B2 CFR to Positive


T U R K E Y

HSBC BANK: S&P Lowers Long-Term Issuer Credit Rating to 'BB'


U N I T E D   K I N G D O M

DOBSON & CROWTHER: In Administration, 79 Jobs at Risk
HORNBY: Plans to Delist From Alternative Investment Market
KERLING PLC: Moody's Puts 'Caa1' CFR on Review for Upgrade
LADBROKES PLC: Moody's Changes Outlook on Ba2 CFR to Stable
RMAC 2005-NS2: Moody's Confirms Ba2 Rating on 2 Note Tranches

WILLIAM HILL: Moody's Alters Outlook on Ba1 CFR to Positive


X X X X X X X X

* BOOK REVIEW: EPIDEMIC OF CARE


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A R M E N I A
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ARDSHINBANK CJSC: Fitch Assigns 'B+' Longterm IDR, Outlook Neg.
---------------------------------------------------------------
Fitch Ratings has published Ardshinbank CJSC's Long-term Issuer
Default Rating of 'B+' with Negative Outlook.

KEY RATING DRIVERS

Ardshinbank's IDRs are driven by its standalone creditworthiness,
as expressed by its 'b+' Viability Rating (VR).  The VR considers
the high dollarization of the bank's balance sheet, large loan
concentrations and the higher-risk nature of some of the major
exposures, rapid recent growth in a fairly high-risk environment
and moderate loss absorption capacity relative to regulatory
capital requirements.  The ratings also reflect the bank's
notable domestic franchise (market share of 11.5% in domestic
lending), so far reasonable financial metrics, solid IFRS/Basel
capital ratios and an adequate liquidity cushion in light of
upcoming wholesale debt maturities.

The bank's Support Rating Floor of 'No Floor' and '5' Support
Rating reflect Fitch's view that the Armenian authorities have
limited financial flexibility to provide extraordinary support to
banks, if necessary, given the banking sector's large foreign
currency liabilities relative to the country's international
reserves.  Potential support from the private shareholders is
also not factored into the ratings, as it cannot be reliably
assessed.

The Negative Outlook on the bank's Long-term IDR is driven by the
weaker operating environment in Armenia, characterized by a
stagnating economy (Fitch expects Armenia to fall into a mild
recession in 2015), devaluation pressures and higher interest
rates.  In Fitch's view, this is likely to negatively impact the
bank's profitability metrics, capitalization and asset quality.

The bank's profitability metrics were reasonable in 2014,
although the weakening trend reflected both margin compression,
due to competition and higher funding costs, and increased loan
impairment charges (LICs), in part to cover loan write-offs.
Fitch expects profitability metrics to remain under pressure in
2015, mainly due to higher LICs as loans season in a challenging
environment.

At end-1Q15, the share of non-performing loans (NPLs, over 90
days overdue) was a low 2.9% of gross loans, after write-offs
(2.9% of average gross loans in 2014) and following lending
growth.  In addition, restructured exposures accounted for 3.4%
of loans, with generally low coverage by loan impairment reserves
(LIR).  The LIR/NPLs ratio was also moderate at around 65%,
reflecting the bank's high reliance on loan collateral.

The loan concentrations are large (the top 25 groups of borrowers
comprised 46% of the gross loan book, or 2.4x of Fitch Core
Capital, FCC), while some of the major lending exposures, which
are not currently in arrears are relatively high risk, in Fitch's
view, due to completion and/or business risks.  The high share of
FX lending (around 60% of the total) poses additional risks, as
most of this is issued to unhedged borrowers, whose debt
servicing capacity could have been affected by the recent
devaluation of the AMD and recessionary environment.

In this context, Fitch views the loss absorption capacity
(relative to minimum regulatory capital requirements) offered by
the bank's equity cushion (estimated at around 3.8% of end-1Q15
loans) as only moderate.  However, annual pre-impairment profit
(equal to 4.4% of average gross loans in 2014) offers additional
moderate loss absorption.  The FCC ratio was a reasonable 17.4%
at end-2014 (higher than the regulatory ratio primarily because
repossessed collaterals of AMD6bn are deducted from regulatory
capital).

At end-1Q15, the share of wholesale funding stood at a
significant 38%.  The available large liquidity cushion (at
around 25% of total assets, largely cash items in foreign
currency) was sufficient to cover sizeable refinancing
requirements for 2015 (equal to 18% of liabilities), while the
bank is looking to diversify its funding structure by source and
maturity.

RATING SENSITIVITIES

The bank's performance is sensitive to the performance of the
economy and stability of the local currency.  The ratings could
be downgraded if the weaker operating environment translates into
a marked deterioration in the bank's asset quality, performance
and capital metrics.  A major liquidity shortfall could also
cause a downgrade.  The stabilization of the country's economic
prospects, and maintenance of the bank's currently sound asset
quality and profitability metrics, would reduce downward pressure
on the ratings.

The rating actions are:

Ardshinbank

Long-term IDR: published at 'B+', Outlook Negative
Short-term IDR: published at 'B'
Viability Rating: published at 'b+'
Support Rating: published at '5'
Support Rating Floor: published at 'No Floor'


UNIBANK CJSC: Moody's Lowers Deposit Ratings to 'B2'
----------------------------------------------------
Moody's Investors Service has downgraded Unibank CJSC's long-term
local and foreign-currency deposit ratings to B2 from B1 and the
baseline credit assessment (BCA) to b3 from b2. This action
follows (1) the conclusion of the rating agency's review,
initiated on 17 March 2015, which had been prompted by changes
arising from the implementation of Moody's new methodology for
rating banks globally; and (2) the bank's weakened financial
fundamentals. The short-term Not-Prime deposit ratings were
affirmed and the outlook on long-term ratings is stable.

In light of the new bank rating methodology, Moody's rating
actions on Unibank reflect the following considerations (1) the
"Weak" macro profile of Armenia (Ba3 negative); (2) the banks'
core financial metrics; and (3) Moody's view of a moderate
likelihood of government support, in case of need.

At the same time, Moody's has also assigned a Counterparty Risk
Assessments (CR Assessments) of B1(cr)/Not-Prime(cr) to Unibank,
in line with the revised methodology.

A copy of Moody's new "Banks" methodology is available at:

  http://www.moodys.com/viewresearchdoc.aspx?docid=PR_320662

RATINGS RATIONALE

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

(1) THE "WEAK" MACRO PROFILE OF ARMENIA

Unibank's operations are concentrated in Armenia, so they are
affected by the country's challenging operating environment,
characterized by a high susceptibility to shocks or event risk
and low institutional strength.

(2) THE BANKS' CORE FINANCIAL RATIOS

The major drivers behind Moody's decision to downgrade Unibank's
BCA are the bank's weak solvency metrics, particularly its
fragile asset quality, moderate earnings generation and a limited
capital cushion. Following the impairment of large corporate
loans, Unibank reported non-performing loans (NPLs defined as 90+
days overdue) of around 12% of gross loans as of Q1 2015, which
was almost twice as much as the bank reported as at Q3 2014. At
the same time, loan loss reserves covered only a third of NPLs.
Moody's believes that if the recovery value of problem loans is
lower than Unibank's current expectations, the bank's asset-
quality profile would create substantial risks for its earnings
and, ultimately, its capital cushion.

Moody's notes that Unibank's ability to absorb substantial
provisioning charges is limited, given that (1) the challenging
operating environment is exerting pressure on the bank's moderate
pre-provision earnings; and (2) its capital cushion is modest,
with regulatory capital adequacy ratio accounting for 12.77% as
at Q1 2015 (compared to the 12% minimum required level). An
additional risk for the bank's capital profile stems from its
high exposure to market risk, since around 70% of its loans are
denominated in foreign currency, and given that Moody's expects
an FX growth rate of up to 10% by the end of 2015.

At the same time, Moody's considers as credit positive Unibank's
actions to increase its capital to meet the Central Bank
requirement of a revised minimum (AMD30 billion compared to
Unibank's AMD21 billion as at Q1 2015) level of regulatory
capital, effective in 2017 -- the bank aims to raise around
AMD3.3 billion via an IPO in Q2 2015. Additionally, the bank aims
to reduce its exposure to large-ticket borrowers in favor of the
more granular retail segment (currently accounting for a half of
the bank's portfolio), which would support the bank's
profitability if it can sustain a business model within that
segment.

(3) GOVERNMENT SUPPORT

Moody's incorporates one notch of systemic support uplift into
Unibank's ratings above its BCA of b3, given the rating agency's
assessment of a moderate probability of government (systemic)
support. This is based on the bank's notable market position,
with an approximate 5% market share in both lending and deposits
as at year-end 2014 and an approximate 10% share in retail
deposits.

WHAT COULD CHANGE THE RATING -- UP/DOWN

Material improvements in the bank's loss-absorption capacity
would be credit positive for Unibank's BCA, as its liquidity
profile remains adequate. However, Unibank's BCA could be
downgraded if asset quality continues deteriorates, eroding the
bank's capital cushion. A material weakening of the bank's market
positions would negatively affect the bank's deposit ratings.

ASSIGNMENT OF COUNTERPARTY RISK ASSESSMENTS

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

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



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HETA ASSET: Mulls Insolvency Following EUR7BB Capital Hole
----------------------------------------------------------
Boris Groendahl and Charles Daly at Bloomberg News reports that
Heta Asset Resolution AG, the Austrian "bad bank" that unveiled a
EUR7 billion (US$8 billion) capital hole on June 17, said an
insolvency may be the only way to shut down the company.

Heta, the remnant of the failed, nationalized Hypo Alpe-Adria-
Bank International AG, disclosed that it has EUR16.6 billion of
liabilities, while writedowns depressed the value of its assets
to EUR9.6 billion by the end of last year, Bloomberg relates.
According to Bloomberg, the bank said on June 18 while a debt
moratorium imposed by regulators has staved off insolvency for
now, this may not prevent such proceedings indefinitely.

"In the view of the management board, there are uncertainties
about whether an orderly wind-down of Heta is possible outside of
an insolvency, especially in the period outside of the debt
moratorium currently in place," Bloomberg quotes Heta as saying
in its annual report on its website.

Hypo Alpe, Austria's worst bank failure in the 2008 financial
crisis, nearly collapsed over bad loans in the former Yugoslavia,
Bloomberg recounts.  After EUR5.5 billion of state aid and
growing voter discontent, Austria's government halted further
support in March, Bloomberg relays.

Regulators imposed a debt moratorium under new European Union
rules, causing ripples among Heta's Austrian and German
creditors, Bloomberg notes.

Heta's capital hole came after its net loss ballooned to EUR7.9
billion last year, according to Austrian accounting standards,
Bloomberg recounts.  Further asset writedowns of about EUR3.3
billion and EUR3 billion of losses due to the effect of spinning
off its Italian and Balkan banks were the main contributors to
the shortfall, Bloomberg discloses.

Heta is the first European bank to be wound down under the EU's
Bank Recovery and Resolution Directive, a new law designed to
protect taxpayers from the cost of bank failures, Bloomberg says.
The FMA will do its own review of Klagenfurt-based Heta's assets
during the 15-month debt moratorium to determine how much
creditors will have to contribute to the wind-down, according to
Bloomberg.

Once the process is finished, the FMA will impose a debt cut to
cover the costs of Heta's resolution, Bloomberg states.  FMA
co-President Klaus Kumpfmueller has said it could also find that
a straight insolvency is the appropriate way to deal with Heta,
Bloomberg notes.

According to Bloomberg, the bail-in of Heta's creditors, as well
as an insolvency, is complicated by the fact that the Austrian
province of Carinthia, a former owner of Hypo Alpe, has
guaranteed more than EUR10 billion of debt still owed by Heta.

Heta Assset Resolution AG is a wind-down company owned by the
Republic of Austria.  Its statutory task is to dispose of the
non-performing portion of Hypo Alpe Adria, nationalized in 2009,
as effectively as possible while preserving value.


WIENERBERGER AG: Moody's Alters Outlook on Ba3 Rating to Stable
---------------------------------------------------------------
Moody's Investors Service has changed the outlook on Wienerberger
AG's ratings to stable from negative. At the same time
Wienerberger's Ba3 corporate family rating (CFR) and its Ba2-PD
probability of default rating (PDR) as well as the company's Ba2
senior unsecured notes ratings and the B1 junior subordinated
notes ratings were affirmed.

"The outlook change to stable reflects Wienerberger's improved
credit metrics in 2014 as well as the anticipated continued
positive trend in 2015 and beyond, which is going to position
Wienerberger solidly in the Ba3 rating category," says Falk Frey,
Senior Vice president and lead analyst at Moody's for
Wienerberger.

Outlook Actions:

Issuer: Wienerberger AG

Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Wienerberger AG

Probability of Default Rating, Affirmed Ba2-PD

Corporate Family Rating (Local Currency), Affirmed Ba3

Junior Subordinated Regular Bond/Debenture (Local Currency),
Affirmed B1

Junior Subordinated Regular Bond/Debenture (Local Currency),
  Affirmed B1

Senior Unsecured Regular Bond/Debenture (Local Currency) Apr 17,
2020, Affirmed Ba2

Senior Unsecured Regular Bond/Debenture (Local Currency) Jul 4,
2018, Affirmed Ba2

RATINGS RATIONALE

Based on revenue growth of 6% (+4% organic growth) to EUR2.8
billion in fiscal year 2014, Wienerberger reported an operating
EBITDA of EUR317 million (+19% or +EUR51 million compared to
2013). This improvement was mainly driven by improving
construction markets in Western and Eastern Europe, especially
the UK, whereas the operating EBITDA in the Pipes & Pavers
business overall was flat compared with 2013 due to declining
profits in Western Europe. The operating performance resulted in
a positive free cash flow generation (based on Moody's adjusted
metrics) of EUR34 million and improved credit metrics evidenced
by a significant reduction in leverage (debt/EBITDA) to 4.8x from
6.5x and an improvement of RCF/net debt to 14.5% from 11.2% in
2013 (all ratios calculated based on Moody's adjustments).

Moody's believes that the positive trend in financial metrics
will continue in 2015 and beyond as the first quarter, although
impacted by the seasonality of Wienerberger's end market demand,
confirms our view. When compared with last twelve months numbers
per Q1 2014, credit metrics in the first quarter 2015 show a
material improvement exemplified by RCF/net debt of 14.9% versus
11.7% in Q1'14 and debt / EBITDA of 5.0x in Q1'15 compared with
6.0x in Q1'14.

For fiscal year 2015, Moody's expects again a positive free cash
flow generation (in the low teens), a further reduction in
leverage to close to 4.0 times and RCF/net debt of well above
15%. This development is driven by a gradual improvement in
EBITDA, and the application of FCF and excess cash to debt
reduction. We expect conditions for Wienerberger's business to
remain positive in the UK, Poland and other Eastern European
markets, complemented by gradually improving conditions in the
Netherlands, partly offset by continued weakness in France and
Italy.

Nonetheless, some markets, mainly US, Italy and Germany, remain
challenging and caused Wienerberger to impair its assets and
goodwill on the balance sheet in 2014 which resulted in total
non-cash impairment charges of EUR208 million.

Wienerberger's rating continues to positively reflect: (i) the
group's strong market positions in the global brick and roof tile
markets with high market shares in North America (co-leader in
facing bricks) and in Europe (number 1 in facing bricks, blocks
and clay roof tiles), (ii) the group's well-managed capital
structure, which involved two rights issues since 2007, the
cancellation of dividend payments in 2009 and 2010 and the
continued maintenance of a sound liquidity profile, and (iii) its
ability to consistently generate positive free cash flows, even
in a severe downturn as has just been experienced in 2012 and
early 2013.

However, Wienerberger's rating also reflects: (i) the group's
exposure to the highly volatile markets of new residential
construction although this is partly mitigated by Wienerberger's
Pipes business (34% of total turnover), which has proven more
resilient through the downturn, as well as its roof tile business
(17%), (ii) Wienerberger's relatively small size compared to
other companies in the building materials industry, (iii) an
improving but still low interest coverage (EBIT / Interest at
1.1x per year-end 2014), and (iv) the group's weak profitability
as measured by EBIT / Average Assets and if compared to most
European peers in the building materials industry.

STRUCTURAL CONSIDERATIONS

Wienerberger is financed primarily through senior unsecured bank
debt and bonds raised by Wienerberger AG and there are no
material amounts of secured / priority debt in the capital
structure. In addition, the group's capital structure contains
two hybrid bonds with similar terms for a total amount of EUR500
million (EUR228 million with a call option in February 2017 and
EUR272 million with a call option in February 2021), both rated
B1, which are contractually subordinated to the company's
unsecured borrowings.

Based on Moody's methodology for assigning debt and equity
treatment to hybrid securities of speculative-grade non-financial
companies the hybrid bonds are treated as debt. The Ba2
instrument ratings and Ba2-PD PDR reflect the inclusion of the
Hybrid bonds in the LGD waterfall as the most subordinated class
of debt.

LIQUIDITY PROFILE

The liquidity profile of Wienerberger is sound. The group
reported EUR164 million of cash and marketable securities on
balance sheet at the end of March 2015 as well as EUR215 million
available under its EUR400 million revolving credit facility
maturing 2019. Overall the group's liquidity sources are
sufficient to cover all anticipated liquidity requirements for
the next four quarters mainly consisting of working cash, modest
working capital requirements and debt repayments as well as capex
and dividends. In September 2014, Wienerberger exchanged EUR272
million of its existing hybrid capital into a newly issued hybrid
bond ahead of the first call date in February 2017, which helps
Wienerberger to balance its maturity profile.

OUTLOOK

The stable outlook anticipates that Wienerberger will be able to
further improve its credit metrics in 2015 compared to 2014,
which, if performance develops as expected, will position
Wienerberger solidly in the Ba3 rating category. Moody's
anticipates a continued positive free cash flow generation of a
low double digit million Euros amount enabling the company to
reduce its financial debt resulting in a reduction in leverage
moving towards 4.0x (debt/EBITDA) compared to 2014 as well as
improved RCF/net debt exceeding 14% and a higher, although still
relatively low, interest coverage ratio (EBIT/interest expense)
of between 1.2 -- 1.5x.

WHAT COULD CHANGE THE RATINGS DOWN/UP

A stronger market recovery than currently anticipated coupled
with a conservative financial policy leading to sustained
positive free cash flow generation as well as an improvement in
RCF/Net debt sustainably above 15%, debt / EBITDA moving to well
below 4.5x and EBIT / Interest towards 2.0x could lead to a
rating upgrade over time.

Failure of Wienerberger to keep debt/EBITDA at 5.0x or lower by
fiscal year-end 2015 (4.8x at fiscal year 2014) would lead to
negative pressure on the current ratings. EBIT / Interest falling
below 1.0x would also exert negative pressure on the ratings
(1.1x at year-end 2014).

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Building
Materials 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 Vienna, Austria, Wienerberger AG is the world's
largest brick manufacturer and Europe's largest producer of clay
roof tiles as well as a leading supplier of pipe solutions
(plastic and ceramic pipes). The group produces bricks, clay and
concrete roof tiles, clay and concrete pavers and clay and
plastic pipes in 204 plants and operates in 30 countries
worldwide and five export markets. In fiscal year 2014
Wienerberger generated revenues of around EUR2.8 billion and
reported an Operating EBITDA of EUR317 million.



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UNIVEG: Moody's Alters Outlook on 'B2' CFR to Negative
------------------------------------------------------
Moody's Investors Service changed the outlook on the ratings of
Univeg to negative from stable. Moody's has also affirmed the
company's B2 corporate family rating (CFR) and B2-PD probability
of default rating (PDR) of FieldLink NV, the parent of Univeg
group, and the B3 rating of EUR285 million senior secured notes
due 2020 issued by UNIVEG Holding B.V.

RATINGS RATIONALE

The change in outlook to negative from stable reflects the
increase in adjusted debt due to changes in Moody's approach for
securitizations and factoring. The updated approach for standard
adjustments for securitizations and factoring is explained in the
cross-sector rating methodology Financial Statement Adjustments
in the Analysis of Non-Financial Corporations, published on June
15, 2015.

The updated approach follows the principle that discontinuing the
factoring of receivables would result in cash consumption that is
similar to the cash impact when a loan matures. In Moody's view,
there is not a significant difference between the unwinding of a
factoring arrangement and the repayment of a loan.

The company makes regular use of a EUR350 million off-balance
sheet factoring facility in order, among other things, to manage
working capital and lower its cost of funding. Based on an
utilization of EUR245 million of the facility at year end 2014,
the adjusted leverage based on the new approach is increasing to
8.6x from 6.1x.

The negative outlook reflects high leverage for the rating
category. Moody's will continue to monitor the company's
operating performance going forward as well as the impact of the
prospective business combination of Univeg with Greenyard Foods
and Peatinvest.

What Could Change the Rating -- UP

Positive pressure could arise if the company achieves material
and sustained improvement in operating margin, and is able to
reduce debt/EBITDA (Moody's adjusted) towards 6.0x. Upward rating
momentum would also require it to generate positive free cash
flow for a sustained period.

What Could Change the Rating -- DOWN

Negative pressure could arise if Moody's adjusted debt/EBITDA
does not fall below 7.5x by the end of 2015, or if liquidity
substantially weakens. A downgrade could also occur if the
company engages in large debt funded acquisitions.

The principal methodology used in these ratings was Global
Distribution & Supply Chain Services published in November 2011.

Founded in 1987 and headquartered in Belgium, Univeg is a leading
supplier of fresh fruit and vegetables for large retailers in
Germany, Belgium and Netherlands. Together, these three countries
account for c. 79% of 2014 total sales (including revenue from
the divested businesses). The company is also a specialist player
in France (tropical fruit), the United Kingdom (top fruit,
tropical and stone fruit) and the United States (citrus fruit and
grapes). Univeg generated EUR3.3 billion sales in 2014.



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PROCREDIT HOLDING: Fitch Affirms 'BB' Rating on Tier 1 Securities
-----------------------------------------------------------------
Fitch Ratings has affirmed ProCredit Holding AG & Co. KGaA's
Long-term Issuer Default Rating at 'BBB' with Stable Outlook.
The agency has also affirmed the IDRs of three subsidiary banks
in Bosnia, Serbia and Kosovo.

At the same time, the agency upgraded the Viability Rating (VR)
of ProCredit Bank ad Beograd (Serbia; PCBS) to 'b+' from 'b'.

PCH's IDRs and Support Rating are driven by Fitch's view of the
potential support it can expect to receive from its core
international financial institution (IFI) shareholders (end-2014:
combined stake of 37.2%).  The long-term and strategic commitment
of these shareholders is highlighted by their role within PCH's
structure.

The IDRs and Support Ratings of ProCredit Bank d.d. Sarajevo
(PCBiH), PCBS and ProCredit Bank (Kosovo) (PCBK) reflect the
likelihood of support from their parent, PCH.  The support
considerations include the 100% ownership, the strategic
importance of south eastern Europe to PCH, strong integration
within the parent and a track record of capital and liquidity
support.

KEY RATING DRIVERS

PCH'S IDRS AND SUPPORT RATING

Fitch's view of support for PCH is based on the group's ownership
structure, and the role of its core shareholders, and the
important and successful track record of PCH in fulfilling its
mission of responsible banking to small businesses in emerging
markets.  This mission is in keeping with the developmental
mandates of its core shareholders.  In Fitch's view, PCH's
restructuring, involving an exit from certain countries will not
significantly weaken its overall developmental mission.

PCH's VR

PCH's 'bb-' VR reflects the group's exposure to difficult
emerging market environments, and the credit risks inherent in
SME lending. As a result, Fitch regards group capitalization
(Fitch Core Capital (FCC) of 10.2% at end-2014) as only moderate.
High double leverage ratio at the holding company level is also a
rating-negative.

However, the weaknesses are balanced by strong corporate
governance and risk management across the group, underpinned by
supervision by the German Banking Regulator (BaFin) of the
consolidated PCH group, and by solid management.  The group has
built a track record of strong asset quality through the cycle,
and its performance has been resilient: pressure on revenues from
tightening net interest margins is being offset by efficiency
gains and reasonable loan impairment charges.

Revenues for the group are well-diversified across individual
ProCredit banks (present in 19 emerging market countries at end-
1Q15); however, at end-1Q15, 61% of total group operating income
was from seven banks in south eastern Europe.  Fitch understands
from management that PCH's exit from certain countries in 2015
will have a minor impact on the group's profile, given that these
subsidiaries were not key contributors to group assets (about 12%
of total group assets at end-2014) or earnings.  Liquidity is
well-managed across the group, and adequate reserves are held to
cover unexpected worst-case liquidity needs from subsidiary
banks.

PCBiH, PCBS, PCBK - IDRs AND SUPPORT RATINGS

The IDRs and Support ratings of PCBiH, PCBS and PCBK are driven
by potential support from its parent, PCH.  However, the extent
to which such support can be factored into the ratings is
constrained by Fitch's assessment of risks relating to their
respective countries.  PCBS's Long-term foreign currency IDR is
constrained by Serbia's Country Ceiling of 'B+', while PCBIH's
and PCBK's Long-term foreign-currency IDRs reflect Fitch's
assessment of country risks in Bosnia and Kosovo, respectively.
The one-notch uplift of PCBS's Local Currency IDR above both the
Country Ceiling and the one-notch uplift of PCBiH's Local
Currency IDR the bank's Foreign Currency IDR reflect a lower
probability of restrictions being placed on servicing of local
currency obligations in case of systemic stress.

PCBiH, PCBS, PCBK - VR

The upgrade of PCBS's VR reflects the bank's track record of
reasonable asset quality through the cycle compared with the
sector average in Serbia, and adequate capitalization,
particularly in light of sound reserves coverage of impaired
loans.  However, the bank operates in an operating environment
that continues to be difficult, and remains a small bank with a
limited franchise in Serbia (2.5% of total banking sector assets
at end-2014).  The bank reported IFRS impaired loans at end-2014
of 2.9% at end-2014, and a high FCC ratio of 16.2%.

The VR of PCBK reflects high risks from the operating
environment, making its performance vulnerable to potential
domestic market shocks.  PCBK is the largest bank in Kosovo, and
its large franchise affords it the benefit of economies of scale.
Internal capital generation at PCBK has been stable through the
cycle, and has supported capital ratios at solid levels (FCC of
17.3% at end-2014) despite regular dividend payments to PCH.

PCBiH's VR reflects the bank's constrained revenue generation
capacity, due to its small scale and its franchise limitations.
Fitch views the bank's FCC of 11.2% at end-2014 as modest, given
the bank's weak internal capital generation capacity and a
difficult operating environment.  The bank is dependent on
regular capital support from PCH.

All the subsidiary banks' VRs benefit from PCH's participation,
in terms of strong corporate governance and risk management
frameworks, and from track records of asset quality which have
outperformed their respective domestic banking sectors.

PCH - TRUST PREFERRED SECURITIES

The rating of PCH's TPS is notched down from the IDR, reflecting
Fitch's opinion that potential support from PCH's shareholders
also helps reduce the non-performance of these instruments.  As
such, their rating is sensitive to a change in PCH's IDR.  Fitch
notes that the holders of the TPS largely consist of PCH's
shareholders or creditors, who typically share PCH's
developmental goals.

The three-notch difference between PCH's IDR and the rating of
the TPS consists of two notches for loss severity, to reflect the
deeply subordinated status for this instrument, and one notch for
non-performance risk, reflecting the terms and conditions of the
notes (notably the triggers for non-payment of the coupon).

RATING SENSITIVITIES

IDRS AND SUPPORT RATINGS

A change in Fitch's view of the support available to PCH, for
example, due to the exit of one or more core shareholders, or a
change in their support stance, could be negative for PCH's IDRs.
However, the Stable Outlook reflects Fitch's view that the
propensity and ability of PCH's owners to provide support are
unlikely to change.

Changes in Fitch's perception of risks relating to Kosovo or
Bosnia in either direction could affect PCBK's and PCBiH's IDRs
and Support Ratings.  Movements in Serbia's sovereign rating,
accompanied by a change in the Country Ceiling, are likely to
affect PCBS's IDRs.

PCH - VR

Upside in PCH's VR could result from significant improvements in
the double leverage ratio at the holding company level, increased
capital levels on a consolidated basis and an improvement in the
operating environments.  A marked deterioration in asset quality
and capitalization would be negative for the VR.

SUBSIDIARY BANKS - VR

The banks' VRs could be downgraded in the event of a material
worsening of the operating environment and a sharp deterioration
in asset quality that puts pressure on profitability and
capitalisation.  Upside potential is currently limited for the
VRs of PCBK and PCBS given the challenges of their local
operating environments.

Positive pressure on PCBiH's VR would depend on the bank building
a track record in generating stronger operating revenues and
improving efficiency as well as strengthening its franchise.

The rating actions are:

PCH

Long-term foreign currency IDR: affirmed at 'BBB'; Outlook Stable
Short-term foreign currency IDR: affirmed at 'F2'
Viability Rating: affirmed at 'bb-'
Support Rating: affirmed at '2'
Tier 1 trust preferred securities (TPS): affirmed at 'BB'

PCBiH

Long-term foreign currency IDR: affirmed at 'B'; Outlook Stable
Short-term foreign currency IDR: affirmed at 'B'
Long-term local currency IDR: affirmed at 'B+' Outlook Stable
Short-term local currency IDR: affirmed at 'B'
Viability Rating: affirmed at 'b-'
Support Rating: affirmed at '4'

PCBS

Long-term foreign currency IDR: affirmed at 'B+'; Outlook Stable
Short-term foreign currency IDR: affirmed at 'B'
Long-term local currency IDR: affirmed at 'BB-' Outlook Stable
Short-term local currency IDR: affirmed at 'B'
Viability Rating: upgraded to 'b+' from 'b'
Support Rating: affirmed at '4'

PCBK

Long-term foreign currency IDR: affirmed at 'B+'; Outlook Stable
Short-term foreign currency IDR: affirmed at 'B'
Viability Rating: affirmed at 'b'
Support Rating: affirmed at '4'



=============
C R O A T I A
=============


SUNCANI HVAR: Invites Creditors to Opt for Debt-for-Equity Swap
---------------------------------------------------------------
SeeNews reports that Suncani Hvar said on June 17 it is inviting
eligible creditors to convert their claims against the company
into equity as part of its court-approved pre-bankruptcy
proceedings.

According to SeeNews, Suncani Hvar said in a statement that as
part of the proceedings, the company is obliged to raise its
capital be converting a portion of creditor claims into equity.

For the purposes of the swap, which will last for 30 days after
the invite is published, the company's capital will be raised by
up to HRK221.5 million (US$32.9 million/EUR29.2 million) through
the issue of a maximum of 11,077,497 new shares with a par value
of 20 kuna each, SeeNews discloses.

Suncani Hvar, which operates eight hotels on Hvar island, turned
to a consolidated net profit of HRK22.3 million in 2014 from a
loss of HRK173 million a year earlier.

Suncani Hvar is a Croatian hotel group.



=============
D E N M A R K
=============


DANISH BANKS: Moody's Concludes Rating Reviews on 5 Institutions
----------------------------------------------------------------
Moody's Investors Service, on June 17, 2015, concluded its rating
reviews on five Danish financial institutions: Jyske Bank A/S,
Nykredit Realkredit A/S, Nykredit Bank A/S, Ringkjobing
Landbobank A/S, and Sydbank A/S.

These reviews were initiated on March 17, 2015, following the
publication of Moody's revised bank methodology on March 16, 2015
and include revisions in Moody's government support assumptions
for these institutions. Also reflecting the revised methodology,
Moody's has assigned Counterparty Risk (CR) Assessments to each
of the five financial institutions.

In terms of the application of the new methodology to the Danish
financial institutions, Moody's rating actions reflect the
following considerations: (1) the "Strong +" macro profile of
Denmark (Aaa stable); (2) the institutions' core financial
ratios; (3) the protection offered to senior creditors by volume
and subordination of bail-in-able securities, as captured by
Moody's Advanced Loss Given Failure (LGF) liability analysis; and
(4) Moody's view of the reduced likelihood of government support
for these institutions.

For its own business reasons, Moody's has withdrawn the outlooks
for all of the junior instrument ratings for the banks covered in
this press release. Outlooks, which indicate the direction of any
rating pressures, are now assigned only to long-term senior debt
and deposit ratings. Moody's has changed the outlooks of all of
the affected banks' long-term senior debt and deposit ratings to
stable.

Moody's new bank rating methodology is available at:

https://www.moodys.com/viewresearchdoc.aspx?docid=PR_321005

RATINGS RATIONALE

The new methodology includes a number of elements that Moody's
has developed to help accurately predict bank failures and
determine how each creditor class is likely to be treated when a
bank fails and enters resolution. These new elements capture
insights gained from the crisis and the fundamental shift in the
banking industry and its regulation.

(1) DENMARK'S "STRONG +" MACRO PROFILE

The banks covered in this rating action predominantly operate
domestically, so their Macro Profile is aligned with that of
Denmark at Strong +. Danish banks and mortgage credit
institutions benefit from an improving operating environment and
a strong institutional and legal framework. Moody's assessment,
however, also factors in Danish households' high debt levels and
banks' large stock of problem loans that date back to the
financial crisis. The financial sector has considerable wholesale
funding and refinancing needs, which -- although easing -- create
some susceptibility to investor sentiment, while the relatively
fragmented structure of the banking industry and strong
competition constrain profitability.

(2) GENERALLY IMPROVING CORE FINANCIAL METRICS

Since the outset of the financial crisis and the prolonged period
of low growth in the Danish economy, the management of loan book
quality and profitability have been key challenges for the Danish
banks.

While aggregate problem loan ratios across the Danish banking
sector remain elevated following the significant increases during
the financial crisis, the trend has been modestly improving in
recent quarters. Moody's expects these improvements to continue,
driven by the improving growth outlook for the Danish economy.

Reflecting the easing trend in problem loans and an already
adequate level of problem loan coverage, the level of loan loss
provisions has declined in recent quarters. Although the current
interest rate environment continues to constrain margins, easing
provisioning and cost control have resulted in improved
profitability metrics for most banks and hence an improved
ability to increase capital buffers by means of retained
earnings.

(See below for outlines of the analytical considerations for the
individual banks covered in this press release.)

(3) PROTECTION OFFERED TO SENIOR CREDITORS, AS CAPTURED BY
MOODY'S ADVANCED LOSS GIVEN FAILURE (LGF) LIABILITY ANALYSIS

On March 26, the European Union's Bank Recovery and Resolution
Directory (BRRD) was implemented into Danish law. Accordingly,
Moody's applies its Advanced LGF analysis to Danish banks'
liability structures. The advanced LGF takes into account how
differences in liability structure will translate into
differences in expected loss on different instruments if a bank
were to enter into resolution. The LGF analysis leads to a rating
impact ranging from a negative one to positive two notches from
the banks' adjusted BCA, reflecting differences in the banks'
liability structures in terms of the amount of bail-in-able
liabilities and resulting loss severity on different instruments.
This analysis represents a range of "very low" to "high" loss
given failure for long-term deposits and senior debt, taking into
account the protection offered by the banks' sizeable volumes of
deposits and the amount of debt subordinated to both senior debt
and deposits.

(4) LIKELIHOOD OF GOVERNMENT SUPPORT

Following the implementation of the BRRD into Danish law and in
line with our assessment of systemic support in other EU banking
systems, Moody's has revised its systemic support assumptions for
Danish banks. The rating agency assesses the probability of
government support to be moderate for the largest Danish
financial institutions. With regards to the banks affected by the
rating action, this translates into one notch rating uplift for
Nykredit Realkredit, which commands double-digit market shares in
Denmark's mortgage market and has a nationwide presence. Moody's
now assesses the probability of government support to be low for
Jyske Bank, Nykredit Bank, Ringkjobing Landbobank and Sydbank,
resulting in no systemic rating uplift to these entities.

-- STABLE OUTLOOKS

The stable outlooks on the banks' long-term senior debt and
deposit ratings reflect Moody's view of the balance between the
easing of asset quality pressures, the improving macroeconomic
trends and challenges posed by the low interest rate environment.

-- ASSIGNMENT OF COUNTERPARTY RISK ASSESSMENTS

Moody's has also assigned CR Assessments to each of these Danish
financial institutions. CR Assessments are opinions of how
counterparty obligations are likely to be treated if a bank fails
and are distinct from debt and deposit ratings in that they (1)
consider only the risk of default rather than the likelihood of
default and the expected financial loss suffered in the event of
default and (2) apply to counterparty obligations and contractual
commitments rather than debt or deposit instruments. The CR
assessment is an opinion of the counterparty risk related to a
bank's covered bonds, contractual performance obligations
(servicing), derivatives (e.g., swaps), letters of credit,
guarantees and liquidity facilities.

SPECIFIC ANALYTICAL FACTORS FOR THE FIVE INSTITUTIONS

-- Jyske Bank

Moody's has upgraded Jyske Bank's Baseline Credit Assessment
(BCA) to baa1 from baa2, and upgraded the bank's long-term
deposit ratings to A3 from Baa1. Moody's confirmed Jyske Bank's
senior unsecured debt rating at Baa1, and affirmed the bank's P-2
short-term deposit ratings.

The upgrade of Jyske Bank's standalone BCA to baa1 reflects
recent progress in executing the merger with mortgage lender
BRFKredit, which is changing positively the bank's risk profile
by increasing the overall contribution of stable mortgage
lending. Although Moody's notes the presence of remaining risks
and uncertainties related to the merger, which almost doubled the
size of the balance sheet in April 2014, these are easing as the
integration between the two entities is progressing according to
plan.

In addition to Jyske Bank's evolving risk profile, the rating
upgrade also takes into account the balance between the bank's
improving asset quality, strong capitalization and challenges
facing the bank's profitability going forward.

Following a weakening in asset quality during the financial
crisis and the low growth period that followed, Jyske Bank's
asset quality challenges are easing. While the bank's share of
problem loans relative to total loans, advances and guarantees
(measured as gross loans subject to individual impairment)
remained elevated at 3.8% at end-December 2014, Moody's notes
that the trend measured on loans with Objective Evidence of
Impairment (OIV) has been improving since end-June 2014, which
was the first quarterly number for the consolidated (Jyske Bank
including BRFKredit) group. Moody's considers that the positive
trend in asset quality reflects the more benign operating
environment in Denmark and will continue over the coming
quarters.

Jyske Bank's standalone profile is also supported by the bank's
sizable capital buffers. At end-March 2015, Jyske Bank's Tier 1
capital ratio stood at 15.7%, with a total capital adequacy ratio
of 16.3%, against an individual solvency requirement for the
group of 11%, which implies a substantial capital cushion.

As a counterbalance to these positive trends, Moody's notes that
Jyske Bank's recurring profitability has been negatively impacted
by the merger with BRFKredit. Moody's forward looking assessment
of this indicator remains more uncertain than for the bank's
peers due to the continued restructuring of the group following
the merger, and the current low interest rate environment.

The upgrade of the bank's deposit rating to A3 from Baa1 and the
confirmation of the senior unsecured debt ratings at Baa1 takes
into account the BCA upgrade, and the LGF analysis of the bank's
own volume of debt and deposits and securities subordinated to
them in Moody's creditor hierarchy. Moody's advanced LGF analysis
for Jyske Bank indicates a low loss given failure for depositors,
resulting in a one notch uplift to the deposit ratings. The
bank's senior unsecured debt ratings do not benefit from LGF
uplift.

The implementation of the BRRD has caused Moody's to reconsider
the likelihood of government support to benefit certain
creditors. Within the European union, the rating agency now
assesses the probability of government support to be moderate
only for the largest and most complex institutions. For Jyske
Bank, Moody's now assesses the probability of government support
to be low, meaning that the bank's debt and deposit ratings no
longer incorporate rating uplift from government support.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward pressure on Jyske Bank's ratings could develop from (1)
stronger profitability from core earnings, without an increase in
its risk profile; or (2) improved asset-quality metrics,
especially in more volatile segments, such as agriculture and
commercial real estate (CRE). We would consider any upward
pressure to be preceded by the successful complete consolidation
and reduction of uncertainties with regards to the merger with
BRFKredit. Downward rating pressure would emerge if (1) Jyske
Bank's asset quality deteriorates from current levels; (2) the
group's profitability from core operations decreases; and (3) its
risk profile increases.

-- Nykredit Realkredit

Moody's has upgraded Nykredit Realkredit's BCA to baa1 from baa2,
upgraded the long-term issuer rating to Baa1 from Baa2 and
affirmed the short-term issuer rating of P-2.

The upgrade of Nykredit Realkredit's standalone BCA to baa1 from
baa2 reflects 1) the mortgage credit institution's high and
resilient asset quality and 2) the recent increase in covered
bond maturities, which reduces the group's refinancing needs.
These strengths are counterbalanced by Nykredit Realkredit's
moderate capitalisation, low level of profitability and limited
product diversification.

As a first lien secured lender to Danish households and
companies, Nykredit Realkredit's asset quality is strong: at end-
March 2015, problem loans (measured as gross loans subject to
individual impairment) accounted for 1.12% of gross loans, in
line with end-2014, albeit up from 0.90% in 2013. The increase in
2014 was partly driven by stricter problem loan guidelines from
the Danish FSA.

While Nykredit Realkredit's dependence on the uninterrupted
functioning of the Danish covered bond market remains high, its
reliance on short term maturing covered bonds has reduced
substantially in recent quarters, which supports the BCA upgrade.
Moody's views the trend in the maturity profile of Nykredit
Realkredit's covered bond funding as positive, as the share of
one-year refinancing bonds reduced to 16% of the portfolio at
end-March 2015, from 21% at end-June 2014, reducing the annual
refinancing need. In addition, Moody's positively notes the EU
Commission's October 2014 final liquidity coverage ratio (LCR)
rules which include covered bonds in the best categories of high
quality liquid assets, supporting the historically stable Danish
covered bond market.

Moody's expects Nykredit Realkredit's leverage ratio to remain
moderate and profitability to remain relatively low, reflecting
its business model as a mortgage lender. At year-end 2014,
tangible common equity stood at 3.8% of total assets, albeit on
an improving trend, and on a three-year average basis, net income
stood at 0.11% of tangible assets.

The upgrade of Nykredit Realkredit's long-term issuer rating to
Baa1 reflects (1) the one-notch BCA upgrade, (2) the LGF analysis
of the bank's own volume of bail-in-able debt and deposits and
securities subordinated to them in Moody's creditor hierarchy,
and (3) Moody's support assumptions. Given Nykredit Realkredit's
business model that relies on covered bonds for funding, which
are in most scenarios not considered bail-in-able, Moody's
advanced LGF analysis indicates a high loss given failure,
resulting in a negative impact of one notch. Finally, Moody's
assesses the probability of government support to be moderate for
Nykredit Realkredit. This assessment takes into account the
lender's double digit market share in mortgages, and translates
into one notch rating uplift.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward rating momentum could develop from (1) further
improvements in Nykredit Realkredit's funding profile; (2) a
sustained and material improvement in the group's profitability,
without a material increase in its risk profile and (3) improved
performance of its banking arm, Nykredit Bank.

Future downward rating pressure could emerge if (1) if the group
experiences worsening financing conditions; (2) asset quality
erosion occurs, especially if it reflects a broader-based
weakening of repayment capacity as opposed to additional
impairments on previously identified problem customers or
segments; and (3) there is evidence that the group's risk profile
is increasing.

-- Nykredit Bank

Moody's has downgraded Nykredit Bank's baseline credit assessment
(BCA) to ba1 from baa3, whilst also confirming the bank's
adjusted baa2 BCA, which includes support from the parent,
Nykredit Realkredit. Moody's also downgraded the long-term
deposit and senior unsecured debt ratings to Baa3 from Baa2, and
the short-term deposit rating to P-3 from P-2.

The downgrade of Nykredit Bank's standalone BCA to ba1 from baa3
reflects Moody's expectation that the bank's weak asset quality,
profitability and earnings quality will remain a challenge, owing
to a limited franchise and low level of recurring earnings
compared to Danish peers. Although the bank is highly reliant on
market funding, Moody's notes that Nykredit Bank maintains a
strong liquidity position. The confirmation of the adjusted BCA
at baa2 takes into account parental support, including the
capital support that Nykredit Realkredit has recently provided.

Nykredit Bank's problem loan ratio (gross loans and advances
subject to individual provisioning as share of total gross loans)
remained elevated at 8.7% as of 31 December 2014, despite
improving from 11.2% in 2013. Nykredit Bank's asset quality has
been negatively affected by customer swap positions that
compounded when interest rates continued to fall. This has
resulted in high earnings volatility, and low or, as in 2015,
even negative earnings. Although problem loans are at elevated
levels, Moody's notes the coverage ratio (loan loss reserves as a
percentage of gross problem loans) remains among the highest of
the rated Danish banks (76% as of 31 December 2014).

Nykredit Bank's market funds reliance is high, which exposes the
bank to investor sentiment: average market funding accounted for
just under 70% of the bank's average total funding at end-
December 2014. Deposits accounted for 126% of average loans as of
31 December, but nearly a third of deposits represent repo
transactions with other banks.

However, Nykredit Bank benefits from a strong liquidity position:
at end-December 2014, liquid assets accounted for around 58.5% of
total assets reflecting the bank's business as an intermediary
in, amongst other, the covered bond markets. The bank's bond
portfolio (28.3% of assets) consists mainly of central bank
eligible Danish and European covered bonds and government bonds.
The high level of liquid assets relative to total assets is
partly a reflection of a relatively high liquidity need in the
bank's operations, relative its parent as a mortgage lender.

Nykredit Bank's recent and prior capital injections reflect the
lender's challenge to maintain a healthy capital position without
support. As of 31 December, the bank reported a CET1 capital
ratio of 12.8%, and in February 2015 it received a DKK2 billion
capital injection from its parent, Nykredit Realkredit.

The downgrade of Nykredit Bank's deposit ratings takes into
account (1) the confirmation of the bank's adjusted BCA at baa2,
taking into account two notches of parental support that offset
the one-notch downgrade of the bank's BCA; and (2) a one notch
negative impact of the application of Moody's LGF analysis. As
Nykredit Bank operates in the same country as its parent, Moody's
deems a resolution of Nykredit Bank's senior liabilities to
include the wider group's unsecured debt, and hence has applied
its LGF analysis group-wide on consolidated accounts. Given the
wider group's funding reliance on covered bonds, which typically
are not loss taking in resolution, the loss given failure on
senior unsecured debt and deposits is high. Moody's assessment of
government support for Nykredit Bank remains low.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward rating momentum could develop from a sustained and
material improvement in the bank's profitability without an
increase in its risk profile, which will require increasing
earnings stability, an increase in the bank's interest margin on
total assets and an improvement in cost efficiency.

Downward rating pressure could emerge (1) following an increase
in the volume of problem loans; (2) if the bank experiences
worsening financing conditions; and (3) if the bank's risk
profile increases.

-- Ringkjobing Landbobank

Moody's has upgraded Ringkjobing Landbobank's BCA to a3 from
baa1, and upgraded the bank's long and short-term deposit ratings
to A1/P-1 from Baa1/P-2.

The upgrade of Ringkjobing Landbobank's standalone BCA to a3 from
baa1 is primarily driven by Moody's expectation that the bank's
high profitability throughout the financial crisis and strong
capital position the bank well to cope with challenges arising
for the low interest rate environment and mitigate the still
elevated level of problem loans.

Moody's notes that the bank's high profitability and strong track
record point to a strong capacity to absorb losses through
earnings and internal capital generation. Ringkjobing Landbobank
reported a return on assets of 2.6%, and a return on equity (ROE)
of 17.7% in Q1 2015. Although the very low interest rates in
Denmark create some uncertainty regarding the bank's future
earnings, Moody's notes that the bank's very high cost-
efficiency, with a cost/income ratio of 27% in Q1 2015, adds
resilience to profitability. Accordingly, Moody's expect that the
bank will sustain strong capital buffers over the foreseeable
future.

Ringkjobing Landbobank reports strong capital metrics: its Common
Equity Tier 1 (CET1) capital ratio was 16.4% at end-March 2015.
The bank's Tangible Common Equity to Total Assets ratio stood at
14.6% at end-March 2015, which is significantly higher than the
levels recorded by most of the bank's Nordic peers.

Ringkjobing Landbobank's continued elevated level of problem loan
ratio both relative to pre-crisis levels and to similarly highly
rated peers across Europe remains a key weakness for the bank.
Moody's notes, however, that more recently, the trend has been
positive with problem loans (defined as gross loans subject to
individual impairment) decreasing to 6.7% of gross loans at end-
2014, from 8.1% in 2013. The bank reported a coverage ratio (loan
loss reserves as a percentage of problem loans) of 85% at end-
December 2014, up from 72% in 2013, the highest coverage ratio of
the rated Danish banks.

The upgrade of the bank's deposit ratings to A1 from Baa1 also
takes into account the LGF analysis of the bank's own volume of
debt and deposits and securities subordinated to them in Moody's
creditor hierarchy. Moody's advanced LGF analysis of Ringkjobing
Landbobank's own volume of debt and deposits and securities
subordinated to them indicates a very low loss given failure for
depositors, resulting in a two notch uplift to the deposit
ratings from the bank's BCA.

Moody's continues to consider the probability of government
support to Ringkjobing Landbobank to be low and hence does not
incorporate any systemic support uplift into the bank's rating.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward rating momentum could develop from improved asset quality
metrics especially in relation to more volatile segments such as
agriculture. Future downward rating pressure could emerge if
asset quality or capital metrics deteriorate, profitability
reduces or the banks reliance on market funding increases from
the current low level.

-- Sydbank

Moody's has affirmed Sydbank's BCA of baa2, upgraded its long-
term deposit ratings to A3 from Baa1, and confirmed the bank's
Baa1 long-term senior unsecured debt and P-2 short deposit
ratings.

The affirmation of Sydbank's standalone BCA of baa2 reflects a
combination of continued elevated level of problem loans and a
relatively low profitability since the start of the financial
crisis. The bank's high level of capitalisation and good
liquidity mitigate these challenges.

Following a weakening in asset quality during the financial
crisis and the low growth period that followed, Sydbank's asset
quality challenges are easing. At end-March 2014, Sydbank's
problem loans (measured as gross loans subject to individual
impairments) amounted to 8.1% of gross loans, down from 8.6% at
year-end 2014. Problem loans remain elevated both relative to the
pre-crisis level (2% at end-December 2008) and to many Nordic and
European peers. Moody's expects the more positive recent trend to
continue, reflecting the more benign Danish macro environment.

In parallel with the positive trend in problem loans and an
already adequate level of balance sheet reserves against these,
Sydbank's loan loss provisioning has declined significantly in
recent years, resulting in a material increase in the group's
profitability. Net income increased to 0.8% of tangible assets at
end-March 2015 from 0.7% at end-December 2014. The impact on the
bank's earnings of the currently very low Danish interest rates
and continued high uncertainty relating to the future
provisioning need towards Danish agriculture present some risk to
the profitability outlook.

Moody's continues to view Sydbank's economic capital as
substantial. As of March 2015, Sydbank's Tier 1 and total capital
ratios were 16% and 17.6%, respectively, compared to an
individual solvency requirement according to the Danish FSA
calculation of 10.3%.

The upgrade of the bank's deposit rating to A3 from Baa1 and the
confirmation of senior unsecured debt ratings to Baa1 takes into
account the LGF analysis of the bank's own volume of debt and
deposits and securities subordinated to them in Moody's creditor
hierarchy. Moody's advanced LGF analysis for Sydbank suggests a
very low loss given failure for depositors, and a low loss given
failure for senior creditors, resulting in a two notch uplift to
the deposit ratings and one notch for long term senior debt
rating from the group's BCA.

The implementation of the BRRD has caused Moody's to reconsider
the potential for government support to benefit certain
creditors. Within the European Union, the rating agency now
assesses the probability of government support to be moderate
only for the largest and most complex institutions. For Sydbank,
Moody's assesses the probability of government support to be low,
meaning that the bank's debt and deposit ratings no longer
benefit from rating uplift from government support.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward rating momentum on Sydbank's ratings could develop from
(1) a sustained increase in profitability from core operations
without an increase in its risk profile; and/or (2) improved
asset-quality metrics, especially in relation to more volatile
segments such as agriculture and CRE.

Future downward rating pressure could emerge if (1) its asset
quality deteriorates from the current levels; (2) its risk
profile increases, for example as a result of increased exposures
to more volatile assets; and (3) the bank shows weakened
profitability from core earnings.

LIST OF AFFECTED RATINGS

Issuer: Jyske Bank

Baseline Credit Assessment, Upgraded to baa1 from baa2

Adjusted Baseline Credit Assessment, Upgraded to baa1 from baa2

Long-term Deposit Rating, Upgraded to A3 Stable from Baa1
Ratings
under Review

Senior Unsecured Medium-Term Note Program, Confirmed (P)Baa1

Senior Unsecured Regular Bond/Debenture, Confirmed Baa1

Junior Subordinate, Upgraded to Baa3(hyb) outlook withdrawn from
Ba1(hyb) Stable outlook

Junior Subordinate Medium-Term Note Program, Upgraded to (P)Baa3
from (P)Ba1

Short-term Deposit Rating, Affirmed P-2

Deposit Note/CD Program, Affirmed P-2

Other short term, Affirmed (P)P-2

Pref. Stock Non-cumulative, Upgraded to Ba1(hyb) outlook
withdrawn from Ba2(hyb) stable outlook

Outlook, Changed To Stable From Rating Under Review

Counterparty Risk Assessment, Assigned A1(cr)

Counterparty Risk Assessment, Assigned P-1(cr)

Issuer: Nykredit Realkredit

Baseline Credit Assessment, Upgraded to baa1 from baa2

Adjusted Baseline Credit Assessment, Upgraded to baa1 from baa2

Long-term issuer rating, Upgraded to Baa1 Stable from Baa2
Ratings under Review

Short-term issuer rating, Affirmed P-2

Outlook, Changed To Stable From Rating Under Review

Counterparty Risk Assessment, Assigned A3(cr)

Counterparty Risk Assessment, Assigned P-2(cr)

Issuer: Nykredit Bank

Baseline Credit Assessment, Downgraded to ba1 from baa3

Adjusted Baseline Credit Assessment, Confirmed baa2

Long-term Deposit Rating, Downgraded to Baa3 Stable from Baa2
Ratings under Review

Senior Unsecured Medium-Term Note Program, Downgraded to (P)Baa3
from (P) Baa2 Ratings under Review

Senior Unsecured Regular Bond/Debenture, Downgraded to Baa3
Stable from Baa2 Ratings under Review

Long term Deposit Note/CD Program, Downgraded to (P)Baa3 from
(P)
Baa2 Ratings under Review

Short-term Deposit Rating, Downgraded to P-3 from P-2 Ratings
under Review

Short term Deposit Note/CD Program, Downgraded to (P)P-3 from
(P)P-2 Ratings under Review

Commercial Paper, Downgraded to P-3 from P-2 Ratings under
Review

Other Short Term, Downgraded to (P)P-3 from (P)P-2 Ratings under
Review

Outlook, Changed To Stable From Rating Under Review

Counterparty Risk Assessment, Assigned Baa2(cr)

Counterparty Risk Assessment, Assigned P-2(cr)

Issuer: Ringkjobing Landbobank

Baseline Credit Assessment, Upgraded to a3 from baa1

Adjusted Baseline Credit Assessment, Upgraded to a3 from baa1

Long-term Deposit Rating, Upgraded to A1 Stable from Baa1
Ratings
under Review

Short-term Deposit Rating, Upgraded to P-1 from P-2 Ratings
under
  Review

Outlook, Changed to Stable From Rating Under Review

Counterparty Risk Assessment, Assigned Aa3(cr)

Counterparty Risk Assessment, Assigned P-1(cr)

Issuer: Sydbank

Baseline Credit Assessment, Affirmed baa2

Adjusted Baseline Credit Assessment, Affirmed baa2

Long-term Deposit Rating, Upgraded to A3 Stable from Baa1
Ratings
under Review

Senior Unsecured Medium-Term Note Program, Confirmed at (P)Baa1

Senior Unsecured Regular Bond/Debenture, Confirmed at Baa1

Subordinate Regular Bond/Debenture, Affirmed at Baa3 outlook
withdrawn from stable

Subordinate Medium-Term Note Program, Affirmed to (P)Baa3

Junior Subordinate Medium-Term Note Program, Affirmed (P)Ba1

Short-term Deposit Rating, Confirmed at P-2

Other short term, Affirmed (P)P-2

Pref. Stock Non-cumulative, Affirmed at Ba2(hyb) outlook
withdrawn from stable

Outlook, Changed To Stable From Rating Under Review

Counterparty Risk Assessment, Assigned A2(cr)

Counterparty Risk Assessment, Assigned P-1(cr)

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


NORDIC BANKS: Moody's Concludes Rating Reviews on 6 Institutions
----------------------------------------------------------------
Moody's Investors Service, on June 17, 2015, concluded its rating
reviews on six Nordic banks and their subsidiaries. These reviews
were initiated on March 17, 2015 following the publication of
Moody's revised bank methodology and include revisions to Moody's
government support assumptions for these banks.

In light of the revised bank rating methodology, Moody's rating
actions on these six banking groups generally reflect the
following considerations: (1) their "Strong +" to "Very Strong -"
macro profiles; (2) the banks' healthy and strengthened core
financial ratios; (3) the protection offered to depositors and
senior creditors, as captured by Moody's Advanced Loss Given
Failure (LGF) liability analysis, reflecting the benefit of
instrument volume and subordination protecting creditors from
losses in the event of resolution; and (4) Moody's view of the
likelihood of government support for these institutions.

For its own business reasons, Moody's has withdrawn the outlooks
for all of the junior instrument ratings. Outlooks, which
indicate the direction of any rating pressures, are now assigned
only to long-term senior debt and deposit ratings. All of the
affected banks' long-term senior debt and deposit ratings carry
stable outlooks.

Moody's revised bank rating methodology is available at:

  http://www.moodys.com/viewresearchdoc.aspx?docid=PR_321005

RATINGS RATIONALE

The revised methodology includes a number of elements that
Moody's has developed to help accurately predict bank failures
and determine how each creditor class is likely to be treated
when a bank fails and enters resolution. These new elements
capture insights gained from the crisis and the fundamental shift
in the banking industry and its regulation.

1) THE "STRONG +" TO " VERY STRONG-" BANK-SPECIFIC MACRO PROFILES

The Macro Profiles for the banks are "Very Strong -" for
operations in Sweden (Aaa stable) and Norway (Aaa stable) and
"Strong +" for Denmark (Aaa stable) and Finland (Aaa negative),
reflecting high economic, institutional and government financial
strength. The Macro Profile constitutes an assessment of the
macroeconomic environment in which a bank operates. Given the
geographic scope of their operations, these Nordic banking groups
are exposed to macroeconomic variables across multiple countries
within Europe as most of them have a substantial portion of their
exposures in markets other than their home countries. For most
banks, the bank-specific Macro Profiles are in line with country-
specific Macro Profile scores for the countries in which these
banks are headquartered, given that the majority of the
operations are within the banks' home countries as well as in
areas with similar macroeconomic conditions, with only limited
exposures in countries with weaker profiles.

2) CORE FINANCIAL METRICS

The BCAs of these six banks and their subsidiaries range from a2
to baa3, reflecting core financial metrics, including aggregate
problem loan ratios that are among the lowest in Europe for
Norwegian and Swedish banks, and improving metrics for Danish
banks. The BCAs also reflect strong capital buffers, and stable
profitability metrics with a strong focus on cost management. The
differentiation in BCAs reflects both variances in financial
performance over the recent period and Moody's forward-looking
expectations for the individual banks.

See below for outlines of the analytical considerations for the
individual banks covered in this press release.

3) PROTECTION OFFERED TO SENIOR CREDITORS, AS CAPTURED BY MOODY'S
ADVANCED LOSS GIVEN FAILURE (LGF) LIABILITY ANALYSIS

Moody's applies its Advanced LGF analysis to banks in the Nordic
countries as Moody's expects all four countries to introduce
operating resolution regimes. The LGF analysis leads to one to
two notches of uplift from the banks' adjusted BCA reflecting
differences in the banks' liability structures in terms of the
amount of bail-in-able liabilities and resulting loss severity on
different instruments. This analysis represents a range of "very-
low" to "low" loss given failure for long-term deposits and
senior debt, taking into account the protection offered by the
banks' sizeable volumes of deposits and the amount of debt
subordinated to both senior debt and deposits. For the Nordea
Bank and Danske Bank groups, Moody's Advanced LGF analysis
reflects the high probability of a Single Point of Entry (SPE)
resolution approach given these banks' pan-Nordic organisation
structures and the cooperation amongst the Nordic national
regulators. This results in one notch of LGF uplift for the long
term senior unsecured debt and deposit ratings of Danske Bank A/S
and its Finnish subsidiary Danske Bank plc, and two notches of
LGF uplift for Nordea Bank AB and its Nordic subsidiaries.

4) LIKELIHOOD OF GOVERNMENT SUPPORT

In addition to the impact of the new aspects of the methodology
on the banks' ratings, Moody's has also lowered its expectations
about the degree of support that individual Nordic governments
might provide in a stress scenario. The main trigger for this
reassessment is the introduction of the Bank Recovery and
Resolution Directive (BRRD) in the European Union (in January
2015). However, the impact on ratings is moderated -- and in some
cases wholly or more than offset -- by the aforementioned decline
in expected loss assumptions under the new LGF framework. The six
banking groups covered in this press release are all among the
market leaders in their respective home markets with lending and
deposit market shares in excess of 10%. Moody's consider these
banks to have a high degree of importance to the financial
stability of their individual markets and therefore their ratings
incorporate a moderate degree of support resulting in one notch
of government support uplift.

Moody's expects that Norway, as a non-EU member, will also
introduce bank resolution legislation similar to the BRRD.
However, Moody's considers Norway to have more flexibility in
terms of supporting banks, and hence assesses the probability of
government support for DNB Bank as "high", resulting in two
notches of government support uplift for senior debt and deposit
ratings.

STABLE OUTLOOKS

The stable outlooks on the banks' long-term senior debt and
deposit ratings reflect Moody's view that recent strengthening in
banks' financials will be sustained over the next 12-18 months
and that individual banks remain well positioned to weather
headwinds posed by low interest rates, intense competition and
margin pressures.

ASSIGNMENT OF COUNTERPARTY RISK ASSESSMENTS

Moody's has also assigned CR Assessments to these six banks and
their subsidiaries. CR Assessments are opinions of how
counterparty obligations are likely to be treated if a bank
fails, and are distinct from debt and deposit ratings in that
they (1) consider only the risk of default rather than expected
loss and (2) apply to counterparty obligations and contractual
commitments rather than debt or deposit instruments. The CR
Assessment is an opinion of the counterparty risk related to a
bank's covered bonds, contractual performance obligations
(servicing), derivatives (e.g., swaps), letters of credit,
guarantees and liquidity facilities.

The CR Assessment takes into account the issuer's standalone
strength as well as the likelihood of affiliate and government
support in the event of need, reflecting the anticipated
seniority of these obligations in the liabilities hierarchy. The
CR Assessment also incorporates other steps authorities can take
to preserve the key operations of a bank, should it enter a
resolution.

The CR Assessment is positioned, prior to government support,
above the banks' Adjusted BCAs, based on the cushion against
default provided to the senior obligations by subordinated
instruments. The main difference with Moody's Advanced LGF
approach used to determine instrument ratings is that the CR
Assessment captures the probability of default on certain senior
obligations, rather than expected loss, therefore Moody's focuses
purely on subordination and does not take into account the volume
of the instrument class.

The CR Assessments also benefit from government support in line
with Moody's support assumptions on deposits and senior unsecured
debt. This reflects Moody's view that any support provided by
governmental authorities to a bank, which benefits senior
unsecured debt or deposits is very likely to benefit operating
activities and obligations reflected by the CR Assessment as
well, consistent with Moody's belief that governments are likely
to maintain such operations as a going-concern in order to reduce
contagion and preserve a bank's critical functions. As a result,
five of the six banks' CR Assessments benefit from one notch of
government support uplift, while DNB Bank's CR Assessment
benefits from two notches of government support.

BANK SPECIFIC ANALYTICAL FACTORS

-- Danske Bank A/S

Moody's has affirmed Danske Bank's baa1 BCA and upgraded its
long-term senior unsecured debt and deposit ratings to A2.

The affirmation of Danske Bank's standalone BCA of baa1 reflects
the progressive strengthening of the bank's performance in recent
years, including improvements in asset quality and
capitalisation. The bank manages a balanced and well-diversified
lending portfolio, generating a significant volume of recurring
earnings. These strengths are balanced against (1) Danske Bank's
below-peer profitability and hence weaker capacity to build
capital and earnings buffers; and (2) relatively high earnings
volatility.

Moody's expects the positive recent trend in Danske Bank's
problem loan-levels to continue in the coming 12-18 months,
triggering further reductions in loan loss provisions and
improvements in profitability. In line with the wind-down of
Danske Bank's non-core loan book in Ireland (Baa1 stable),
problem loans fell to 3.7% of gross loans at end-March 2015, from
4.2% at end-2013.

Danske Bank's capital ratios have also improved, increasing its
ability to absorb potential future losses. At end-March 2015, the
Tier 1 ratio and total capital ratios stood at 16.2% and 18.4%,
respectively. On a nominal leverage basis, tangible common equity
(TCE) stood at 4.4% of total assets.

With net income in the period 2012-14 averaging 0.25% of tangible
assets, Danske Bank's earnings capacity remains below those of
its peers. While improving to 0.32% in 2014, Moody's expects
earnings to remain below those of its peers, reflecting Denmark's
modest, albeit improving, growth environment, and margin pressure
in the low interest-rate environment.

The upgrade of Danske Bank's long-term senior unsecured debt and
deposit ratings to A2 takes into account the bank's baa1 BCA,
Moody's view of a very low loss given failure on these
instruments resulting in one notch of LGF uplift, and a moderate
assessment of government support which translates into one notch
of rating uplift. The LGF analysis assesses the banking group's
own volume of deposits and debt, and the volume of securities
subordinated to them in Moody's creditor hierarchy.

Moody's applies its Advanced LGF analysis on the consolidated
total banking group including the Finnish operations, and thereby
assumes an SPE resolution across the group's Nordic operations.
Moody's considers that the bank's highly interconnected group
structure and cooperation between national regulators make a
cross-border resolution probable, implying the equal treatment of
creditors of Danske Bank A/S and those of its Finnish subsidiary
Danske Bank plc.

Danske Bank is Denmark's largest financial institution, and is
the market leader in most financial products. As such, Moody's
sees a moderate probability of government support for Danske
Bank, resulting in one notch of government support uplift in the
bank's A2 long- term senior unsecured debt and deposits.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward pressure on the rating might develop from a continuation
of the recent strengthening trends in financial performance,
including (1) stronger profitability from core earnings, without
an increase in its risk profile; and (2) improved asset-quality
metrics, especially in more volatile segments, such as
agriculture and commercial real estate (CRE).

Downward rating pressure would emerge if (1) any renewed pressure
on asset quality emerges, particularly in Denmark; (2) there are
indications that Danske Bank will not deliver the anticipated
improvement in profitability; or (3) the improvements achieved in
recent years are not sustainable.

-- Danske Bank Plc

Moody's has affirmed Danske Bank Plc's baa1 BCA and confirmed the
bank's A2 long-term senior unsecured and deposit ratings.

The affirmation of Danske Bank Plc's standalone BCA of baa1
reflects the bank's solid market position as Finland's third-
largest bank, stable earnings generation and sound asset quality.
Danske Bank Plc's profitability is relatively low. However,
Moody's expects that the implementation of restructuring measures
to improve cost efficiency and profitability, set against the low
pace of economic growth in the country, will drive a positive
trend in profits.

Moody's applies its Advanced LGF analysis on the total banking
group, including the Finnish operations, as it assumes an SPE
resolution. Danske Bank is subject to the BRRD and Moody's
expects resolution to take place with a SPE approach. Therefore,
Moody's performs the LGF analysis on the consolidated balance
sheet of Danske Bank group. Moody's LGF analysis for Danske Plc
indicates a low loss-given failure, resulting in one-notch uplift
from the bank's adjusted BCA to the long-term deposits and to
senior unsecured ratings. The LGF analysis assesses the banking
group's own volume of deposits and debt, and the volume of
securities subordinated to them in Moody's creditor hierarchy,
which together offset the decrease in government support
assumptions.

As with its parent, Danske Bank A/S, Moody's continues to believe
that the probability of government support for Danske Bank's plc
long-term deposits and senior unsecured debt is moderate,
resulting in a one-notch uplift included in the bank's A2 long-
term senior unsecured debt and deposit ratings.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward pressure on the rating might develop if the bank is able
to strengthen its earnings generation without increasing its risk
profile.

Downward rating pressure would emerge if (1) the bank's
profitability deteriorates; (2) its asset quality deteriorates;
and/or (3) its risk profile increases, for example as a result of
increased exposures to more volatile sectors or increased
involvement in more risky operations such as capital market
activities.

-- DNB Bank ASA

Moody's has upgraded DNB Bank's BCA to a3 from baa1, the long-
term senior unsecured debt rating to Aa3 from A1 and the deposit
ratings to Aa2 from A1.

The upgrade of the DNB Bank's BCA to a3 from baa1 is driven by
recent improvements in the bank's asset quality and
profitability, along with strengthening risk-weighted
capitalisation. However, DNB's reliance on market funding offsets
these credit positive factors.

Despite headwinds from the impact of lower oil prices on the
Norwegian economy, Moody's expects that DNB's asset quality will
remain resilient, owing to the resilience of DNB's retail and
large corporate customers. Problem loans levels have reduced to
1.6% of gross loans at end-March 2015, compared to 1.9% at end-
2014. That said, DNB's shipping and CRE exposures remain
sizeable, and carry higher credit risks; alongside high borrower
concentrations, these increase vulnerability in cyclical
downturns.

Asset-quality performance metrics have been resilient and Moody's
considers DNB's core earnings to be sound. Net income to tangible
assets has been steadily increasing over the last three years to
0.9% in 2014 from 0.6% in 2012. DNB's cost-to-income ratio
remains among the strongest in its European peer group with a
three-year average of 46%, reflecting rigorous cost control. In
Moody's opinion, the slowing of Norway's growth following reduced
oil investments will have a slightly negative impact on DNB's
earnings.

In line with its domestic and international peers, the bank has
increased its capital buffers: the TCE-RWAs ratio was 14.2% at
end-March 2015, up from 12.3% at end-2013. While DNB benefits
from a solid deposit base and good access to local and
international capital markets, reliance on market funding is high
(market funds stood at 41% of tangible banking assets at end-
March).

The upgrade of the bank's deposit rating to Aa2 from A1 and of
the senior unsecured debt rating to Aa3 from A1 takes into
account (1) the adjusted BCA upgrade to a3; (2) the LGF analysis
of the bank's own volume of deposits and debt, and the volume of
the securities subordinated to them; and (3) Moody's expectation
of a high probability of government support. Taking into account
the Norwegian government's 34% ownership of the bank, Moody's
government support assessment translates into two notches of
support uplift. While Moody's expects Norway to introduce bank
resolution legislation in the coming years, the rating agency
believes that Norway, as a non-EU European Economic Area (EEA)
member with substantial government wealth, will have more
flexibility in dealing with bank resolutions compared with EU
states.

DNB benefits from a large volume of deposits and substantial
layers of subordination, resulting in very low loss given failure
for deposits and two notches of LGF uplift. The senior unsecured
ratings benefit from a low loss-given-failure rate because of a
moderate volume of senior unsecured debt and subordination,
resulting in a one notch LGF uplift. Going forward, Moody's will
consider how DNB's planned additional bail-in-able debt issuance
weighs against maturing debt.

WHAT COULD MOVE THE RATINGS UP/DOWN

A limited amount of upwards rating momentum could develop if DNB
(1) further reduces its asset vulnerability, especially in
relation to historically more volatile segments such as shipping
and CRE; (2) maintains stronger and more stable earnings
generation without increasing its risk profile; and (3) preserves
sustained, good access to capital markets.

Downwards pressure on the ratings could develop if (1) DNB's
financing conditions were to become difficult; (2) its asset
quality were to deteriorate; and/or (3) its risk profile
increases, for example as a result of increased exposures to more
volatile sectors or increased involvement in more risky
operations such as capital market activities. In addition,
Moody's believes that downward pressure could be exerted on the
ratings because of external factors, such as substantially
adverse developments in the Norwegian real-estate market.

-- Nordea Bank AB

Moody's has affirmed Nordea Bank AB's a3 BCA and confirmed the
bank's Aa3 long-term senior unsecured debt and deposit ratings.

The affirmation of Nordea Bank AB's a3 standalone BCA reflects
the banking group's distinctive and diverse footprint throughout
the Nordic area, a resilient earnings pattern, good operational
efficiency and healthy asset-quality metrics. These positive
factors are counterbalanced by Nordea's high reliance on market
funding.

Nordea commands double-digit market shares as a leading bank in
each of the Nordic economies. The bank's diversified footprint
and business lines have benefited income stability and asset
quality. On a three-year average basis at end-March 2015, net
income stood at 0.6% of tangible assets and problem loans
amounted to just below 2%. Balanced against this strong
performance, Moody's notes that Nordea's reliance on market
funding exposes the bank to changes in market confidence.

The confirmation of Nordea Bank AB's Aa3 deposit and senior
unsecured debt ratings takes into account (1) Nordea Bank's a3
adjusted BCA; (2) a very low loss given failure for these
instruments as analysed using the rating agency's LGF framework
resulting in a two-notch LGF uplift; and (3) a moderate
probability of government support translating into one notch
government support uplift.

The LGF analysis assesses the banking group's own volume of
deposits and debt, and the volume of securities subordinated to
them in Moody's creditor hierarchy, which together offset the
decrease in government support assumptions.

Moody's applies its Advanced LGF analysis on the consolidated
balance sheet of Nordea Group as the rating agency considers that
an SPE resolution approach is probable across the Nordic
countries in which Nordea operates. Moody's expects that Nordea's
highly interconnected group structure and organisation, and the
established level of cooperation amongst the Nordic national
resolution authorities will enable cross-border resolution,
implying equal treatment of creditors of Nordea Bank AB and those
of its three main foreign subsidiaries in Finland, Denmark and
Norway.

Moody's has aligned the Adjusted BCA of Nordea's subsidiaries
with the a3 group BCA. In Moody's opinion, the support that the
subsidiaries receive continues to be captured through (1) these
entity's BCAs; and (2) rating uplift owing to the group-wide two-
notch LGF uplift.

As a result of affiliate support and the SPE resolution approach
that Moody's has used to analyse LGF for the Nordea group, the
deposit, senior unsecured debt and junior instruments ratings of
Nordea Bank Finland Plc, Nordea Bank Danmark A/S and Nordea Bank
Norge ASA are aligned to those of Nordea Bank AB, in line with
the SPE resolution approach.

WHAT COULD CHANGE THE RATING UP/DOWN

A limited amount of upward rating momentum could develop if the
Nordea group and its subsidiaries demonstrate (1) reduced
reliance on (short-term) market funds; (2) long-term stability in
its asset performance, including reduced single-name
concentrations in its loan book; and/or (3) stronger earnings
generation, without a material increase in risk profile.

The current stable outlooks assigned to the ratings of the Nordea
group and its subsidiaries indicates a low likelihood of downward
pressure on the ratings. However, downward pressure could develop
if these banks' financing conditions were to become more
difficult, asset quality were to deteriorate and/or risk profiles
increase, for example as a result of increased exposures to more
volatile sectors or increased involvement in more risky
operations such as capital market activities.
-- Nordea Bank Danmark A/S

Moody's has affirmed Nordea Bank Danmark's baa1 BCA, downgraded
the Adjusted BCA to be aligned with the group BCA at a3, and
upgraded the bank's long-term senior unsecured debt and deposit
ratings to Aa3 from A1.

The affirmation of Nordea Bank Danmark's baa1 BCA reflects the
bank's solid business franchise as Denmark's second-largest
banking group, its strong integration in the Nordea Group, and
its relatively stable core earnings, underpinned by a sizeable
retail portfolio. These positive credit factors are
counterbalanced by (1) the bank's reliance on market funding,
which makes it sensitive to swings in investor and market
sentiment; (2) weakened profitability and efficiency metrics
compared with those of the overall group; and (3) exposure to the
historically more volatile Danish agriculture and real-estate
sectors.

-- Nordea Bank Finland Plc

Moody's has affirmed Nordea Bank Finland's a3 BCA and confirmed
the bank's Aa3 long-term senior unsecured debt and deposit
ratings.

The affirmation of Nordea Bank Finland's a3 BCA reflects the
bank's valuable and defensible business franchise in Finland as
one of the country's leading banks, its strong integration in the
Nordea Group and its sound capital levels. However, the BCA is
constrained by the bank's reliance on market funding, which makes
it sensitive to swings in investor and market sentiment,
relatively low profitability metrics and risks associated with
its large derivatives book.

-- Nordea Bank Norge ASA

Moody's has upgraded Nordea Bank Norge's BCA to a3 from baa1,
downgraded the Adjusted BCA to be aligned with the group BCA at
a3, and confirmed the bank's Aa3 long-term senior unsecured debt
and deposit ratings.

The upgrade of Nordea Bank Norge's BCA reflects (1) the bank's
solid business franchise as Norway's second-largest financial
institution; (2) its strong integration in the Nordea Group; and
(3) its sizeable retail portfolio and improvements in the global
shipping market, which have underpinned the improvement in asset
quality.

-- SEB

Moody's has upgraded SEB's BCA to a3 from baa1 and the long-term
senior unsecured debt and deposit ratings to Aa3 from A1.

The bank's improved asset quality and re-occurring earnings, a
good degree of revenue diversification across its main activities
and increased efficiency are the main drivers of the BCA upgrade.
However, higher earnings sensitivity to capital market activities
counterbalance these positive credit factors.

The efforts of SEB management to continuously focus the bank on
core operations since the global financial crisis has led to
steady improvements in asset quality, illustrated by a decline in
the bank's gross problem loan ratio (as defined by Moody's) to
1.3% in 2014 from 1.5% in 2011. Net income to tangible assets has
been steadily increasing since 2009 (0.7% at end-March 2015
compared to 0.2% at end-2009), also underpinned by the bank's
strong and wealth-management franchise. Moreover, Moody's also
notes that earnings volatility has shown a reducing trend in
recent years.

SEB's franchise as leading merchant bank positions the bank well
to continue to grow in the current low interest-rate environment.
However, it also leads to more cyclical earnings than the more
retail-focused peers, high borrower concentration risks and a
reliance on market funding, which constrain the rating. However,
Moody's positively notes the bank's structural shift towards an
increasing contribution of the more stable retail franchise in
recent years.

The upgrade of the bank's deposit and senior unsecured debt
rating to Aa3 from A1 takes into account the higher BCA, the LGF
analysis of the bank's own volume of deposits and debt, and the
volume of securities subordinated to them in Moody's creditor
hierarchy, which together offset the decrease in government
support assumptions. SEB benefits from a large volume of deposits
and substantial layers of subordination, resulting in very low
loss given failure and two notches of LGF uplift. This liability-
side analysis offsets Moody's decision to decrease the bank's
government support assumptions to "moderate", leading to one
notch of support uplift, from "very high" and two notches.

WHAT COULD MOVE THE RATING UP/DOWN

A limited amount of upward rating momentum could develop on SEB
and SEB AG's BCAs if (1) SEB demonstrates continued further
improvement in the core earnings, without increasing its risk
profile; and/or (2) further sustained lengthening of its funding
maturity profile, combined with an increasing share of deposit
funding and strong liquidity levels.

Downward rating pressure could develop if (1) there is
significant macroeconomic deterioration in the group's main
operating markets; (2) the bank's reliance on market funding
increases; (3) there are signs of pressure on profits, which
could primarily arise from weakening economic stability and
franchise value; and/or (4) its risk profile increases, owing to
increased exposures to more volatile sectors and earnings
streams.

-- SEB AG

Moody's has upgraded SEB AG's BCA to baa3 from ba1, its adjusted
BCA to a3 from baa1, and its long-term senior unsecured debt and
deposit ratings to A2 from Baa1.

The bank's improving recurring earnings is the primary driver of
the upgrade of SEB AG's BCA. Profitability and efficiency remain
weak, but restructurings in recent years have led to some
improvements in these areas. The BCA also reflects the bank's
small franchise with a focus on corporate banking in Germany (Aaa
stable), adequate capital levels, good credit quality and the
solid integration of liquidity management and funding within the
SEB group. However, SEB AG's high CRE exposure, single-name
credit-risk concentrations, and historically volatile earnings
counterbalance the positive credit factors.

The upgrade of SEB AG's adjusted BCA to a3 from baa1 reflects the
very high likelihood of affiliate support from its parent, SEB
(BCA of a3), in the event of failure. This is consistent with
three notches of affiliate support.

The upgrade of the bank's deposit rating to A2 from Baa1 takes
into account both the upgrade of the adjusted BCA and the LGF
analysis of the bank's own volume of deposits, and the volume of
securities subordinated to them in Moody's creditor hierarchy.
SEB AG benefits from a large volume of deposits, but bail-in-able
liabilities below deposits are limited, resulting in a low loss
given failure and one notch of LGF uplift from the bank's
adjusted BCA. For SEB AG, Moody's continues to believe that the
potential for government support is low, because of the bank's
low market share in Germany (less than 1% of lending). As a
result, the bank deposit ratings do not include any government
support uplift.

-- Svenska Handelsbanken

Moody's has upgraded Svenska Handelsbanken's BCA to a2 from a3
and the bank's long-term senior unsecured debt and deposit
ratings to Aa2 from Aa3.

The upgrade of Handelsbanken's BCA to a2 from a3 reflects Moody's
expectation that asset quality will remain strong as the bank
expands beyond its Swedish core franchise, that earnings will
remain stable in the low interest-rate environment and that
capital buffers will remain solid as industry-wide pressure to
increase dividend payouts mount. The BCA is constrained by the
bank's high reliance on market funding, which renders the bank
more vulnerable to investor sentiment.

Moody's considers that Handelsbanken has shown exemplary long-
term governance and stewardship, underpinned by the bank's
decentralized organizational structure, cautious risk incentive
system and fully deferred, equitable profit sharing to employees.
Handelsbanken's asset quality has remained exceptionally solid
and stable over the past decade, with problem loans peaking at
0.7% of gross loans in 2010. Moody's believes that the bank has
similarly applied its conservative underwriting practices to its
rapid expansion in the UK (Aa1 stable) over the last five years.
The upgrade also takes into account the proven stability in
Handelsbanken's earnings, with net income standing at 0.55% of
tangible assets at end-March 2015. The bank's ability to generate
income at low costs sets it apart from industry peers: its cost-
to-income ratio stood at 46% at end-March 2015.

In recent years, the bank's capital ratios have increased as
lower risk weights in internal rating-based models were
introduced. Nominal leverage ratios are more limited, also
reflecting the bank's large market share in lower-risk Swedish
mortgages: TCE stood at 3.9% of tangible banking assets at end-
March 2015.

Notwithstanding the above, Moody's considers that the
unprecedented, rapid expansion of the Swedish bank-centric model
abroad increases the bank's risk of unforeseen profitability and
risk-management issues. This risk is exacerbated by the bank's
reliance on market funding, which accounted for 54% of tangible
banking assets at end-2014.

The upgrade of Handelsbanken's senior debt and deposit ratings to
Aa2 takes into account the upgrade of the BCA and adjusted BCA to
a2, Moody's view of a very low loss given failure on these
instruments resulting in two notches of LGF uplift, and a
moderate assessment of government support, which translates into
one notch of rating uplift. The LGF analysis assesses the banking
group's own volume of deposits and debt, and the volume of
securities subordinated to them in Moody's creditor hierarchy,
which together offset the decrease in government support
assumptions.

WHAT COULD CHANGE THE RATING -- UP/DOWN

Moody's would expect any upward pressure on the BCA to be
preceded by a material reduction of reliance on market funding,
which, however, could negatively impact the LGF assessment. In
addition, Moody's would consider a reduction of the bank's sector
concentrations as credit positive.

Given the upgrade of Handelsbanken's BCA, long-term deposits,
senior unsecured ratings, Moody's believes there is a low
likelihood for a downward change in ratings in the near-term.
Nevertheless, deteriorating asset quality, including from the
bank's UK expansion, could exert downward pressure on the
ratings.

-- Swedbank

Moody's has upgraded Swedbank's BCA to a3 from baa1 and the
bank's long-term senior unsecured debt and deposit ratings to Aa3
from A1.

The upgrade of Swedbank's BCA to a3 from baa1 reflects Moody's
expectation that Swedbank's strong asset quality and stable
earnings generation, underpinned by its focused management and
established franchise in Sweden and the Baltic countries,
position the bank well to manage challenges coming from the low
interest-rate environment, developments in mobile banking, and
competition in historically more profitable activities, including
asset management. Moody's in addition notes that Swedbank's
reliance on market funding remains high, which renders the bank
more vulnerable to shifts in investor sentiment.

Moody's expects that Swedbank will remain focused on its core
markets and manage its asset quality with greater oversight, now
that the bank has resolved its legacy challenges in Eastern
Europe. At end-March 2015, Sweden accounted for 86% of the loan
book, and Swedbank's problem loan ratio declined to 0.5%, from a
high of 3.1% in 2009. While Moody's expects Swedbank to maintain
strong asset quality, the rating agency notes that the loan book
includes significant sector concentration to real estate, which
has historically been a more volatile and cyclical asset class:
exposure to corporate property management stood at 210% of TCE at
end-March.

Swedbank's rigorous focus on costs and margins has enabled the
bank to generate stable earnings in the low interest-rate
environment. Net income stood at 0.8% of tangible assets in 2014
and Q1 2015, supported by an improvement in the bank's cost-to-
income ratio to 44% in Q1 2015, down from 57% in 2010. Balanced
against this strong performance, Moody's notes that Swedbank's
reliance on market funding exposes the bank to changes in market
confidence: market funding stood at 52% of tangible banking
assets at end March 2015.

The upgrade of Swedbank's long-term senior debt and deposit
ratings to Aa3 reflects the upgrade of the BCA to a3, and Moody's
forward-looking assessment of a very low loss given failure on
these instruments, translating into a two-notch uplift from the
a3 adjusted BCA. The LGF analysis assesses the banking group's
own volume of deposits and debt, and the volume of securities
subordinated to them in Moody's creditor hierarchy, which
together offset the decrease in government support assumptions.
Moody's considers it likely that Swedbank's cushion of bail-in
able liabilities will grow through 2015. Finally, Moody's
includes a moderate assessment of government support, translating
into a one-notch uplift.

WHAT COULD CHANGE THE RATING -- UP/DOWN

Swedbank's ratings could become subject to upward pressure
following a sustained track record of strong performance, paired
with a material reduction of reliance on market funding. The
latter, however, could negatively impact the LGF assessment. In
addition, Moody's would consider a reduction of the bank's sector
concentrations as credit positive. As reflected by the upgrade of
Swedbank's BCA, long-term deposits and senior unsecured ratings,
and corresponding stable outlook, downward pressure on the rating
is currently limited. Nevertheless, a deviation from the bank's
focus on low-risk lending, leading to a deterioration in asset
quality could exert downward pressure on the ratings.

LIST OF AFFECTED RATINGS

Issuer: Danske Bank A/S

Adjusted Baseline Credit Assessment , Affirmed baa1

Baseline Credit Assessment , Affirmed baa1

Long-Term Issuer Rating , Upgraded to A2 Stable from A3 Ratings
Under Review

Short-Term Bank Deposit Ratings , Upgraded to P-1 from P-2

Senior Unsecured Regular Bond/Debenture, Upgraded to A2 Stable
from A3 Ratings Under Review

Junior Subordinated Regular Bond/Debenture, Affirmed Baa3(hyb)

Pref. Stock Non-cumulative, Affirmed Ba1(hyb)

Senior Unsecured Medium-Term Note Program, Upgraded to (P)A2
from
(P)A3

Senior Unsecured Deposit Program, Upgraded to (P)A2 from (P)A3

Short-Term Medium-Term Note Program, Upgraded to (P)P-1 from
(P)P-2

Short-Term Deposit Program, Upgraded to (P)P-1 from (P)P-2

Short-Term Deposit Program, Upgraded to P-1 from P-2

Short-Term Commercial Paper, Upgraded to P-1 from P-2

Counterparty Risk Assessment , Assigned Aa3(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Danske Bank Plc

Adjusted Baseline Credit Assessment , Affirmed baa1

Baseline Credit Assessment , Affirmed baa1

Long-Term Bank Deposit Ratings, Confirmed at A2 Stable

Short-Term Bank Deposit Ratings, Confirmed at P-1

Long-Term Issuer Rating, Confirmed at A2 Stable

Senior Unsecured Regular Bond/Debenture, Confirmed at A2 Stable

Pref. Stock Non-cumulative, Affirmed Ba1(hyb)

Senior Unsecured Medium-Term Note Program, Confirmed at (P)A2

Subordinate Medium-Term Note Program, Affirmed (P)Baa2

Counterparty Risk Assessment , Assigned Aa3(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Danske Corporation

Backed Short-Term Commercial Paper, Upgraded to P-1 from P-2

Issuer: Danske Bank A/S (London Branch)

Senior Unsecured Deposit Program, Upgraded to (P)A2 from (P)A3

Short-Term Deposit Program, Upgraded to (P)P-1 from (P)P-2

Outlook, Stable

Issuer: Leonia Corporate Bank plc

Backed Senior Unsecured Regular Bond/Debenture, Confirmed at A2
Stable - (Assumed by Danske Bank Plc)

Outlook, Stable

Issuer: DNB Bank ASA

Adjusted Baseline Credit Assessment , Upgraded to a3 from baa1

Baseline Credit Assessment , Upgraded to a3 from baa1

Long-Term Bank Deposit Ratings, Upgraded to Aa2 Stable from A1
Ratings Under Review

Short-Term Bank Deposit Ratings, Affirmed P-1

Senior Unsecured Regular Bond/Debenture, Upgraded to Aa3 Stable
from A1 Ratings Under Review

Subordinate Regular Bond/Debenture, Upgraded to Baa1(hyb) from
Baa2(hyb) Ratings Under Review

Pref. Stock Non-cumulative, Upgraded to Baa3(hyb) from Ba1(hyb)
Ratings Under Review

Short-Term Commercial Paper, Affirmed P-1

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Aa3
from (P)A1

Subordinate Medium-Term Note Program, Upgraded to (P)Baa1 from
(P)Baa2

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa1(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Den norske Bank ASA

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Aa3
from (P)A1

Subordinate Medium-Term Note Program, Upgraded to (P)Baa1 from
(P)Baa2

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Outlook, Stable

Issuer: Den norske Creditbank

Backed Junior Subordinated Regular Bond/Debenture, Upgraded to
Baa2(hyb) from Baa3(hyb)

Issuer: DNB Bank ASA, New York Branch

Long-Term Bank Deposit Rating, Upgraded to Aa2 Stable from A1
Ratings Under Review

Short-Term Bank Deposit Rating, Affirmed P-1

Senior Unsecured Deposit Note/Takedown, Upgraded to Aa2 Stable
from A1 Ratings Under Review

Short-Term Senior Unsecured Deposit Note/Takedown, Affirmed P-1

Outlook, Stable

Issuer: Nordea Bank AB

Adjusted Baseline Credit Assessment , Affirmed a3

Baseline Credit Assessment , Affirmed a3

Long-Term Bank Deposit Ratings, Confirmed at Aa3 Stable

Short-Term Bank Deposit Ratings, Affirmed P-1

Senior Unsecured Regular Bond/Debenture, Confirmed at Aa3 Stable

Subordinate Regular Bond/Debenture, Affirmed Baa1

Pref. Stock Non-cumulative, Affirmed Ba1(hyb)

Pref. Stock Non-cumulative, Affirmed Baa3(hyb)

Backed Pref. Stock Non-cumulative, Affirmed Baa3(hyb)

Short-Term Commercial Paper, Affirmed P-1

Senior Unsecured Medium-Term Note Program, Confirmed at (P)Aa3

Subordinate Medium-Term Note Program, Affirmed (P)Baa1

Junior Subordinated Medium-Term Note Program, Affirmed (P)Baa2

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Nordea Bank Danmark A/S

Adjusted Baseline Credit Assessment , Downgraded to a3 from a2

Baseline Credit Assessment , Affirmed baa1

Long-Term Bank Deposit Rating, Upgraded to Aa3 Stable from A1
Ratings Under Review

Short-Term Bank Deposit Rating, Affirmed P-1

Long-term Issuer Rating , Upgraded to Aa3 Stable from A1 Ratings
Under Review

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Aa3
from (P)A1

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Nordea Bank Finland Plc

Adjusted Baseline Credit Assessment , Downgraded to a3 from a2

Baseline Credit Assessment , Affirmed a3

Long-Term Bank Deposit Ratings, Confirmed at Aa3 Stable

Short-Term Bank Deposit Ratings, Affirmed P-1

Long-term Issuer Rating Confirmed at Aa3 Stable

Senior Unsecured Regular Bond/Debenture, Confirmed at Aa3 Stable

Senior Unsecured Medium-Term Note Program, Confirmed at (P)Aa3

Subordinate Medium-Term Note Program, Confirmed (P)Baa1

Junior Subordinated Medium-Term Note Program, Confirmed (P)Baa2

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Nordea Bank Finland Plc, NY Branch

Long-Term Bank Deposit Rating, Confirmed at Aa3 Stable

Senior Unsecured Deposit Note/Takedown, Confirmed at Aa3 Stable

Outlook, Stable

Issuer: Nordea Bank Norge ASA

Adjusted Baseline Credit Assessment , Downgraded to a3 from a2

Baseline Credit Assessment , Upgraded to a3 from baa1

Long-Term Bank Deposit Ratings, Confirmed at Aa3 Stable

Short-Term Bank Deposit Ratings, Affirmed P-1

Senior Unsecured Regular Bond/Debenture, Confirmed at Aa3 Stable

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Nordea North America, Inc.

Backed Short-Term Commercial Paper, Affirmed P-1

Issuer: SEB

Adjusted Baseline Credit Assessment , Upgraded to a3 from baa1

Baseline Credit Assessment , Upgraded to a3 from baa1

Long-Term Bank Deposit Ratings, Upgraded to Aa3 Stable from A1
Ratings Under Review

Short-Term Bank Deposit Ratings, Affirmed P-1

Long-Term Issuer Rating , Upgraded to Aa3 Stable from A1 Ratings
Under Review

Senior Unsecured Regular Bond/Debenture, Upgraded to Aa3 Stable
from A1 Ratings Under Review

Subordinate Regular Bond/Debenture, Upgraded to Baa1 from Baa2
Ratings Under Review

Pref. Stock Non-cumulative, Upgraded to Baa3(hyb) from Ba1(hyb)
Ratings Under Review

Pref. Stock Non-cumulative, Affirmed at Ba1(hyb)

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Aa3
from (P)A1

Subordinate Medium-Term Note Program (Foreign Currency) ,
Upgraded to (P)Baa1 from (P)Baa2

Junior Subordinate Medium-Term Note Program, Upgraded to (P)Baa2
from (P)Baa3

Short-Term Deposit Program, Affirmed P-1

Short-Term Commercial Paper, Affirmed P-1

Backed Short-Term Commercial Paper, Affirmed P-1

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: SEB AG

Adjusted Baseline Credit Assessment , Upgraded to a3 from baa1

Baseline Credit Assessment , Upgraded to baa3 from ba1

Long-Term Bank Deposit Ratings, Upgraded to A2 Stable from Baa1
Ratings Under Review

Short-Term Bank Deposit Ratings, Upgraded to P-1 from P-2

Counterparty Risk Assessment , Assigned Aa3(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Svenska Handelsbanken AB

Adjusted Baseline Credit Assessment , Upgraded to a2 from a3

Baseline Credit Assessment , Upgraded to a2 from a3

Long-Term Bank Deposit Ratings, Upgraded to Aa2 Stable from Aa3
Ratings Under Review

Short-Term Bank Deposit Ratings, Affirmed P-1

Long-term Issuer Rating, Upgraded to Aa2 Stable from Aa3 Ratings
Under Review

Senior Unsecured Regular Bond/Debenture, Upgraded to Aa2 Stable
from Aa3 Ratings Under Review

Backed Senior Unsecured Regular Bond/Debenture, Upgraded to Aa2
Stable from Aa3 Ratings Under Review

Subordinate Regular Bond/Debenture, Upgraded to A3 from Baa1
Ratings Under Review

Pref. Stock Non-cumulative, Upgraded to Baa2(hyb) from Baa3(hyb)
Ratings Under Review

Pref. Stock Non-cumulative, Upgraded to Baa2(hyb) from Baa3(hyb)
Stable

Short-Term Commercial Paper, Affirmed P-1

Short-Term Deposit Program, Affirmed P-1

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Aa2
from (P)Aa3

Backed Senior Unsecured Medium-Term Note Program, Upgraded to
(P)Aa2 from (P)Aa3

Subordinate Medium-Term Note Program, Upgraded to (P)A3 from
(P)Baa1

Backed Subordinate Medium-Term Note Program, Upgraded to (P)A3
from (P)Baa1

Junior Subordinated Medium-Term Note Program, Upgraded to
(P)Baa1
from (P)Baa2

Backed Junior Subordinated Medium-Term Note Program, Upgraded to
(P)Baa1 from (P)Baa2

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Backed Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa1(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Stadshypotek AB

Backed Short-Term Commercial Paper, Affirmed P-1

Counterparty Risk Assessment , Assigned Aa1(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Issuer: Svenska Handelsbanken, Inc.

Backed Short-Term Commercial Paper, Affirmed P-1

Issuer: Svenska Handelsbanken, New York Branch

Long-Term Bank Deposit Rating, Upgraded to Aa2 Stable from Aa3
Ratings Under Review

Senior Unsecured Deposit Note/Takedown, Upgraded to Aa2 Stable
from Aa3 Ratings Under Review

Counterparty Risk Assessment , Assigned Aa1(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Swedbank AB

Adjusted Baseline Credit Assessment , Upgraded to a3 from baa1

Baseline Credit Assessment , Upgraded to a3 from baa1

Long-Term Bank Deposit Rating, Upgraded to Aa3 Stable from A1
Ratings Under Review

Short-Term Bank Deposit Rating, Affirmed P-1

Long-term Issuer Rating , Upgraded to Aa3 Stable from A1 Ratings
Under Review

Senior Unsecured Regular Bond/Debenture, Upgraded to Aa3 Stable
from A1 Ratings Under Review

Subordinate Regular Bond/Debenture, Upgraded to Baa1 from Baa2
Ratings Under Review

Pref. Stock Non-cumulative , Upgraded to Baa3(hyb) from Ba1(hyb)
Ratings Under Review

Backed Pref. Stock Non-cumulative , Upgraded to Baa3(hyb) from
Ba1(hyb) Ratings Under Review

Short-Term Commercial Paper, Affirmed P-1

Short-Term Deposit Program, Affirmed P-1

Senior Unsecured Medium-Term Note Program , Upgraded to (P)Aa3
from (P)A1

Senior Unsecured Deposit Program , Upgraded to (P)Aa3 from (P)A1

Subordinate Medium-Term Note Program, Upgraded to (P)Baa1 from
(P)Baa2

Junior Subordinated Medium-Term Note Program, Upgraded to
(P)Baa2
from (P)Baa3

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

Issuer: Swedbank Mortgage AB

Long-Term Issuer Rating , Upgraded to Aa3 Stable from A1 Ratings
Under Review

Short-Term Commercial Paper, Affirmed P-1

Backed Short-Term Commercial Paper, Affirmed P-1

Senior Unsecured Medium-Term Note Program , Upgraded to (P)Aa3
from (P)A1

Backed Senior Unsecured Medium-Term Note Program , Upgraded to
(P)Aa3 from (P)A1

Short-Term Medium-Term Note Program, Affirmed (P)P-1

Backed Short-Term Medium-Term Note Program, Affirmed (P)P-1

Counterparty Risk Assessment , Assigned Aa2(cr)

Counterparty Risk Assessment , Assigned P-1(cr)

Outlook, Stable

PRINCIPAL METHODOLOGY

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



=============
F I N L A N D
=============


TALVIVAARA MINING: Finnish Gov't to Inject EUR112MM Into Business
-----------------------------------------------------------------
Reuters reports that the Finnish government plans to inject a
further EUR112 million (US$126 million) into restructuring
troubled nickel mine Talvivaara Mining after a potential buyer
failed to arrange financing.

Talvivaara's listed parent company is going through debt
restructuring while its key subsidiary, which owns the mining
assets, last year applied for bankruptcy protection following a
drop in nickel prices, repeated production disruptions and
environmental damage, Reuters recounts.

It said it was continuing negotiations with British investment
firm Audley Capital Advisors, which in March signed a conditional
agreement to buy the key assets of the mine, as well as other
parties, Reuters relays.

"To secure binding financing has so far proved very difficult due
to many reasons, including the mining sector's tough market
situation," Reuters quotes Minister of Economic Affairs Olli Rehn
as saying.

He added that the government was also preparing to close down the
mine in the north of the country if a commercially viable
solution cannot be found, Reuters relates.  If that happened, the
funding would be used to cover the costs, Reuters states.

According to the initial plan, a consortium led by Audley was
aiming to take a 85% stake in the mine while the Finnish
government would have taken 15%, Reuters notes.

                   About Talvivaara Mining

Talvivaara Mining Co. Ltd. is a Finnish nickel producer.  It
filed for a corporate reorganization on Nov. 15, 2013, to raise
funds and avoid bankruptcy.  The company suffered from falling
nickel prices and a slow ramp-up at its mine in northern Finland,
forcing it to seek fundraising help from investors and creditors.



===========
F R A N C E
===========


CFHL-2 2015: Moody's Assigns 'Ba3' Rating on Class E Notes
----------------------------------------------------------
Moody's Investors Service has assigned provisional long-term
credit ratings to notes to be issued by CFHL-2 2015:

  EUR [.] Class A1 Asset-Backed Floating Rate Notes due June
  2055, Assigned (P)Aaa (sf)

  EUR [.] Class A2-A Asset-Backed Floating Rate Notes due June
  2055, Assigned (P)Aaa (sf)

  EUR [.] Class B Asset-Backed Floating Rate Notes due June 2055,
  Assigned (P)Aa2 (sf)

  EUR [.] Class C Asset-Backed Floating Rate Notes due June 2055,
  Assigned (P)A2 (sf)

  EUR [.] Class D Asset-Backed Floating Rate Notes due June 2055,
  Assigned (P)Baa2 (sf)

  EUR [.] Class E Asset-Backed Floating Rate Notes due June 2055,
  Assigned (P)Ba3 (sf)

Moody's has not assigned any rating to the EUR [.] Subordinated
Units or the EUR [300] Residual Units.

This transaction is the second public securitization by Credit
Foncier de France ("CFF", A2/P-1) since 2008 following the CFHL-1
2014 securitization last year.  The portfolio consists of French
prime residential home loans backed by first economic lien
mortgages or equivalent third-party eligible guarantees ("prets
cautionnes"), which are well-known products by Moody's.

RATINGS RATIONALE

The rating of the notes take into account the credit quality of
the underlying mortgage or guaranteed loan pool, from which
Moody's determined the MILAN Credit Enhancement and the portfolio
expected loss, as well as the transaction structure and legal
considerations.

The expected portfolio loss of [2.0]% of the original balance of
the portfolio at closing and the MILAN CE of [8.8]% served as
input parameters for Moody's cash flow model, which is based on a
probabilistic lognormal distribution as described in the report
"The Lognormal Method Applied to ABS Analysis", published in July
2000.

The key drivers for the portfolio expected loss, which is in line
with the French prime RMBS sector average, are: (i) the
collateral performance of CFF; (ii) the performance of CFF's
previous transactions; (iii) the current macroeconomic
environment and our view of the future macroeconomic environment
in France; and (iv) benchmarking with similar transactions in the
French market.

The key drivers for the MILAN CE, which is lower than the French
prime RMBS sector average, are: (i) the relatively high weighted
average (WA) current loan-to-value ratio of [81.0]% of the pool;
(ii) the presence of [25.5]% of loans in the portfolio guaranteed
by Credit Logement (Aa3) ("prets cautionnes") and to which we
have given benefit in the scenarios where Credit Logement is
expected to honor the guarantee, which consequently reduces the
MILAN CE; whilst in the remaining scenarios we have applied a
haircut to property values and increased the foreclosure lag and
foreclosure costs, which consequently results in an increase in
the MILAN CE in those scenarios; (iii) positive features such as
a WA seasoning of [2.8] years and months Current data showing
that around [88]% of loans in the pool have never been in
arrears; (iv) the absence of riskier products such as interest
only loans, buy-to-let loans, floating rate loans or loans
extended to non-residents; (v) the high proportion of loans
originated through brokers and intermediaries ([77.1]%), which
Moody's sees as a negative feature.

Interest Rate Risk Analysis: The transaction benefits from an
interest rate swap with CFF (A2/P-1) as swap counterparty.  Under
the interest rate swap the Issuer will pay or receive the
difference between (i) the scheduled interest payments under the
loans and (ii) the sum of (a) the senior expenses of the issuer,
(b) the product of the portfolio balance as at the prior payment
period and a guaranteed excess spread of [0.50]% per annum and
(c) an amount equal to [1.41]% of prepayments received over the
preceding collection period.  The swap counterparty will pay the
interest payable on the Class A to E notes over a notional equal
to the difference between the balance of Class A to E notes and
any unpaid PDL.  The swap documentation is expected to be
substantially compliant with Moody's swap framework, however the
collateral and replacement triggers will be set at loss of A3 and
Baa1, respectively, which does not fully de-link the notes
ratings from the rating of the swap counterparty.  Moody's has
therefore incorporated the increased linkage to the swap
counterparty in the provisional credit ratings of the notes.

Transaction structure: The transaction benefits from a non-
amortizing reserve fund equal to [0.50%] of the original balance
of Class A to E Notes.  The general reserve fund is fully funded
at closing through the proceeds of the issuance of the notes and
units and will be replenished before the OC PDL (PDL on the
overcollateralization).  This means that the reserve fund is
acting both as credit enhancement and source of liquidity for the
Class A to E Notes.  The transaction also benefits from an
amortizing liquidity reserve equal to [3.0]% of the outstanding
balance of Class A to E Notes.  The liquidity reserve is funded
through principal collections and can be used to cover the senior
expenses of the issuer and interest payments on the Class A to E
Notes.

Reverse Turbo: on each quarterly payment date and as long as
Class B, C, D and E notes are outstanding, an amount equal to the
lower of (i) [19] bps per annum of the outstanding portfolio
balance and (ii) the aggregate outstanding balance of Class B to
E notes will be allocated to repay Class B to E notes in reverse
order of seniority.  The reverse turbo amount allocated will be
deeply subordinated in the revenue waterfall and applied after
cure of the OC PDL.  Moody's has taken the reverse turbo feature
into account in its cashflow modelling and incorporated it in the
provisional credit ratings of the notes.

Operational Risk Analysis: The loans will be serviced by CFF
(A2/P-1).  There will be no back-up servicer appointed at closing
and no rating trigger for appointing a back-up servicer.  In
mitigation, the management company, Eurotitrisation (not rated),
will facilitate the search for a substitute servicer if needed.
To help ensure continuity of payments both the terms and
conditions of the notes and the swap documents contain estimation
language whereby Eurotitrisation will estimate the cashflows
based on the most recent servicer reports should no servicer
report be available.  The transaction also benefits from the
equivalent of slightly more than two quarters of liquidity
through the liquidity reserve and the general reserve fund.

The provisional ratings address the expected loss posed to
investors by the legal final maturity of the notes.  In Moody's
opinion, the structure allows for timely payment of interest and
ultimate payment of principal with respect to the Class A to E
Notes by legal final maturity.  Moody's issues provisional
ratings in advance of the final sale of securities, but these
ratings represent only Moody's preliminary credit opinions.  Upon
a conclusive review of the transaction and associated
documentation, Moody's will endeavor to assign definitive ratings
to the Notes. A definitive rating may differ from a provisional
rating.  Moody's provisional ratings address only the credit risk
associated with the transaction. Other non-credit risks have not
been addressed, but may have significant effect on yield to
investors.

Moody's Parameter Sensitivities: If the portfolio expected loss
was increased to [6.0]% from [2.0]% and the MILAN CE was
increased to [12.3]% from [8.8]% the model output indicates that
the Class A1 and Class A2-A notes would still achieve Aaa
assuming that all other factors remained unchanged.  Moody's
Parameter Sensitivities provide a quantitative/model-indicated
calculation of the number of rating notches that a Moody's
structured finance security may vary if certain input parameters
used in the initial rating process differed.  The analysis
assumes that the deal has not aged and is not intended to measure
how the rating of the security might migrate over time, but
rather how the initial rating of the security might have differed
if key rating input parameters were varied.  Parameter
Sensitivities for the typical EMEA RMBS transaction are
calculated by stressing key variable inputs in Moody's primary
rating model.

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

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

Significantly different loss assumptions compared with our
expectations at close due to either a change in economic
conditions from our central scenario forecast or idiosyncratic
performance factors would lead to rating actions.  For instance,
should economic conditions be worse than forecast, the higher
defaults and loss severities resulting from greater unemployment,
worsening household affordability and a weaker housing market
could result in downgrade of the rating or an upgrade in case the
economic conditions were significantly better than forecasted.
Deleveraging of the capital structure or conversely a
deterioration in the notes available credit enhancement could
result in an upgrade or a downgrade of the rating, respectively.
Additionally counterparty risk could cause a downgrade of the
rating due to a weakening of the credit profile of a transaction
counterparty.  Finally, unforeseen regulatory changes or
significant changes in the legal environment may also result in
changes of the rating.


CMA CGM: Moody's Alters Outlook on 'B1' CFR to Positive
-------------------------------------------------------
Moody's Investors Service has changes to positive from stable the
outlook on the B1 corporate family rating (CFR), the B1-PD
probability of default rating (PDR) and the B3 senior unsecured
rating of CMA CGM S.A. Concurrently, Moody's has affirmed the
ratings assigned to the company including its B1 CFR, B1-PD PDR
and B3 senior unsecured ratings.

The change in outlook to positive from stable reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the announcement
"Moody's updates its global methodology for financial statement
adjustments", published on June 15, 2015.

RATINGS RATIONALE

The positive outlook reflects the improvement in CMA CGM's
financial metrics due to the material reduction in the debt
adjustment related to operating leases. Indeed, based on 2014
financial statements, Moody's debt adjustment related to
operating leases declines to US$6.0 billion from US$10.2 billion,
resulting in an improvement in leverage (i.e. debt/EBITDA) to
4.8x from 6.4x.

At the same time, CMA CGM has continued to have a robust
operating performance, which has resulted in the company
improving its financial metrics in recent quarters. In
particular, CMA CGM has maintained profitability levels, which
are among the highest in its industry, with a core EBIT margin in
2014 at 5.8%. Moody's expects these improvements to persist in
2015 in spite of ongoing challenging market conditions in the
container shipping segment.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's said, "Upward rating pressure could materialize if we
have evidence that CMA CGM can sustain its solid operating
performance and report the following metrics over an extended
period of time: (1) leverage (debt/EBITDA) moving towards 4x; and
(2) funds from operations (FFO) interest expense coverage above
4x (ratios include Moody's adjustments). At the same time, the
company should maintain an adequate liquidity profile."

Downward rating pressure could develop if challenging market
conditions lead to (1) leverage above 5x for an extended period
of time; (2) FFO interest expense coverage below 3x (ratios
include Moody's adjustments); or (3) a material weakening of the
company's liquidity profile.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Shipping Industry published in February 2014.

Headquartered in Marseilles, France, CMA CGM is the third-largest
container shipping company in the world measured in TEU. CMA CGM
generated revenues of US$16.7 billion in 2014.


DECOMEUBLES PARTNERS: Moody's Alters B2 Rating Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on the B2 corporate family rating (CFR) and the B2-PD
probability of default rating (PDR) of Decomeubles Partners SAS,
the holding company of BUT SAS (BUT), as well as on the B3 senior
secured rating of BUT SAS. Concurrently, Moody's has affirmed the
B2 CFR, B2-PD PDR and B3 senior secured rating.

The change in outlook to stable from negative reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the announcement
"Moody's updates its global methodology for financial statement
adjustments", published on June 15, 2015. The change in outlook
also considers the company's recent operating performance which
has been in line with Moody's expectations for a stabilization of
the outlook.

RATINGS RATIONALE

The stable outlook reflects the improvement in BUT's financial
metrics due to the material reduction in the debt adjustment
related to operating leases. Indeed, based on fiscal year ending
June 2014 financial statements, Moody's debt adjustment related
to operating leases declines to EUR398 million from EUR637
million, resulting in an improvement in leverage (i.e.
debt/EBITDA) to 4.7x from 6.6x.

At the same time, BUT has generated positive like-for-like sales
in recent quarters, in a French furniture market which has
continued to decline, and improved its profitability levels. In
the nine months to March 2015, BUT's like-for-like sales grew by
1.8% and the company improved its reported EBITDA margin to 6.2%
from 5.0%.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's said, "We could upgrade the rating if BUT demonstrates
its ability to (1) sustainably enhance its profitability, while
(2) maintaining its market shares and (3) sustaining positive
free cash flow post acquisition. Quantitatively, stronger credit
metrics, such as a gross debt/EBITDA ratio below 4.5x on a
sustainable basis, could trigger an upgrade.

"We could downgrade the ratings if BUT's cash consumption in
capex and acquisitions were to exceed the company's cash from
operations for a sustained period of time as a result of a
weakened operating performance or higher-than-expected
investments. Quantitatively, a gross debt/EBITDA ratio moving
towards 6x could trigger a downgrade. Any weakening of the
liquidity profile would also exert immediate downward pressure on
the rating."

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Global Retail
Industry published in June 2011. 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 Emerainville, France, BUT is one of France's
largest home equipment retailers, offering furniture,
electrical/home appliances and home decoration products. BUT
generated revenues of EUR1.3 billion in FYE June 2014.


TYROL ACQUISITION 1: Moody's Withdraw 'B2' Corp. Family Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn the B2 corporate family
rating and the B2-PD probability of default rating of Tyrol
Acquisition 1 SAS ("TDF") at the request of the company.

Moody's last rating action on TDF dates to August 2011 at the
time of the initial rating assignment. The company has no
outstanding rated debt.

RATINGS RATIONALE

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

Headquartered in Paris, TDF is incumbent terrestrial TV and radio
transmission business and leading tower infrastructure provider
in France.



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


DOUGLAS HOLDING: S&P Affirms 'B' CCR, Then Withdraws Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed and withdrew its 'B'
long-term corporate credit rating on Germany-based Douglas
Holding AG and assigned its 'B' long-term corporate credit rating
to Kirk Beauty One GmbH.  Both entities are holding companies of
Germany-based perfume retailer Douglas.  The outlook is stable.

At the same time, S&P assigned its 'B' issue ratings to proposed
revolving credit facility (RCF), the proposed senior secured
notes, and the proposed term loan.  The instruments have a
recovery rating of '3' (in the higher half of the 50%-70% range).
S&P also assigned a 'CCC+' issue rating to Kirk Beauty One GmbH's
proposed senior unsecured notes, with a recovery rating of '6'.

S&P affirmed its 'B+' issue rating on the existing senior secured
debt facilities.  The recovery rating on these facilities remains
at '2' (in the lower half of the 70%-90% range).  S&P expects to
withdraw the ratings on these facilities upon successful issuance
of the proposed instruments.

The ratings on the proposed instruments are subject to their
successful issuance and S&P's review of the final documentation.
If Standard & Poor's does not receive the final documentation
within a reasonable time frame, or if the final documentation
differs from the materials S&P has already reviewed, it reserves
the right to withdraw or change its ratings.

The affirmation of S&P's rating on Douglas Holding follows the
announced acquisition of Douglas AG by funds advised by CVC
Capital Partners from Advent International and the Kreke family.
S&P understands the family will reinvest in Douglas, remaining a
minority shareholder with a stake of about 15%.  The transaction
will likely close in August 2015 and is subject to EU regulatory
approval.

As part of the transaction, all existing net debt will be
redeemed, and additional debt will be taken up to finance both
the purchase price and transaction costs.  Out of the total
transaction value of roughly EUR2.95 billion, about
EUR1.85 billion will be financed with debt and approximately
EUR1.1 billion with equity.

The rating actions reflect a change in Douglas' corporate
structure after the CVC acquisition.  The group will publish its
accounts at another holding company, Kirk Beauty One GmbH,
instead of Douglas Holding AG.  Consequently, S&P has withdrawn
its 'B' rating on Douglas Holding and assigned it to Kirk Beauty
One (hereinafter Douglas).  The rating continues to be based on
S&P's assessment of the group's business risk profile as "fair"
and its financial risk profile as "highly leveraged."

S&P's business risk assessment reflects the beauty and perfume
industry's high degree of fragmentation and its competitive
nature.  Douglas is a leading retailer in this segment in
Germany. Since closing the Nocibe acquisition in June 2014, it
has also become France's second-largest cosmetics retailer.
Despite this, S&P thinks that there's only limited room to
negotiate with suppliers to bolster gross margins.

In addition, European markets are fairly saturated and
competition from online retailing keeps increasing.  Although
Douglas is well placed in online distribution, the improved
comparability of prices for standardized products, such as
perfumes, are likely to prevent margin improvements through price
hikes.  Douglas faces less of a threat from competition because
of its access to exclusive offerings.

S&P lacks visibility on future acquisitions.  Such transactions
could have a pronounced effect on S&P's business risk assessment
and may prompt noticeable disruptions in terms of profitability,
cash flows, leverage, and liquidity.  S&P understands management
intends to pursue acquisition-led growth opportunities if they
arise.

Douglas' reasonably differentiated product assortment and the
fact that its stores are in prime retail locations where
customers usually have above-average purchasing power are
mitigating factors, in S&P's view.  In addition, Douglas and
Nocibe are strong, well-known brands.

According to S&P's estimates, the transaction should lift its
average Standard & Poor's adjusted debt-to-EBITDA ratio for the
years 2015 and 2016 to about 6.0x, from 4.0x-4.5x before the
transaction.  On a gross financial debt-to-reported EBITDA ratio,
leverage would rise to 8.0x-8.5x from about 5.5x.  Furthermore,
S&P's adjusted funds from operations (FFO) to debt would decline
to 10%-12% from 15%-17%. Both core ratios are in the "highly
leveraged" financial risk category.

On a Standard & Poor's adjusted basis, it now expects EBITDA
interest coverage to fall to 3.0x-3.5x from about 4.0x prior to
the transaction.  Reported EBITDA to cash interest coverage will
likely fall to 2.0x-2.5x from 4.5x-5.0x.  The latter ratio is
equivalent to S&P's estimate of EBITDAR interest plus rent
coverage of about 1.4x.  S&P caps its financial risk assessment
at highly leveraged," owing to the application of its financial
sponsor (FS)-6 modifier.

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

   -- S&P's forecast real GDP growth in 2015 and 2016 of 2.2% and
      2.0%, respectively, in Germany, and 1.1% and 1.5% in
      France.

   -- An underlying growth rate of about 2.0% in 2015, followed
      by 2.0%-2.5% in 2016.  The acquisition of Nocibe in 2014
      should boost revenue growth to above 20% in 2015.

   -- S&P forecasts a reported EBITDA margin of 8%-10%,
      translating into a Standard & Poor's adjusted EBITDA margin
      of 15%-16%.

   -- S&P anticipates additional working capital needs of about
      EUR15 million and capital expenditures of approximately
      EUR90 million.

   -- S&P expects free operating cash flow (after interest
      expenses) will total about EUR10 million-EUR20 million per
      year.

Based on these assumptions, S&P forecasts these average credit
measures for Douglas for the years ending Sept. 30, 2015, and
Sept. 30, 2016:

   -- Standard & Poor's adjusted FFO to debt of 10%-12%.
   -- Standard & Poor's adjusted debt to EBITDA at about 6.0x,
      with gross financial debt to reported EBITDA of 8.0x-8.5x.
   -- EBITDAR interest plus rent coverage of approximately 1.4x,
      equating to reported EBITDA to cash interest coverage of
      2.0x-2.5x.

The stable outlook on Douglas reflects S&P's view that the group
will increment like-for-like revenues by about 2% per year and
generate a reported EBITDA margin of 8%-10%.  This equates to a
Standard & Poor's adjusted EBITDA margin of 15%-16%.  At this
stage, S&P do not explicitly assume any further merger and
acquisition activities, although S&P acknowledges management's
stated intention that it will consider external growth
opportunities.  Moreover, S&P does not expect any sizable
shareholder remunerations.

S&P could lower its rating if Douglas' profitability is lower
than S&P currently anticipates.  This could occur, for example,
if there is a market-driven decrease in demand for cosmetics and
perfumes or competitors in e-commerce land a higher share of the
market.  S&P's rating could also come under pressure if the group
pursues either a large debt-financed acquisition or significant
remuneration to its shareholders.  Specifically, S&P could lower
its rating if EBITDAR interest plus rent coverage approaches
about 1.2x, which would equate to reported EBITDA cash interest
coverage falling below 2.0x.

S&P regards rating upside in the near term as unlikely.  However,
S&P could consider raising the rating if management commits to a
more conservative financial policy and Douglas' leverage ratios
improve to and stay in S&P's "aggressive" financial risk category
on a sustainable basis, with only a low risk of releveraging.
For leverage ratios to fall into the "aggressive" category, FFO
to debt should stay above 12%, debt to EBITDA should be below 5x,
and adjusted EBITDA interest coverage should be at least 2x.


HAPAG-LLOYD AG: Moody's Changes Outlook on B2 Rating to Stable
--------------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on the B2 corporate family rating (CFR), the B2-PD
probability of default rating (PDR) and the Caa1 senior unsecured
rating of Hapag-Lloyd AG. Concurrently, Moody's has affirmed the
ratings assigned to the company including its B2 CFR, B2-PD PDR
and Caa1 senior unsecured rating.

The change in outlook to stable from negative reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the announcement
"Moody's updates its global methodology for financial statement
adjustments", published on June 15, 2015.

RATINGS RATIONALE

The change in outlook to stable from negative reflects the
improvement in Hapag-Lloyd's financial metrics due to the
material reduction in the debt adjustment related to operating
leases. Indeed, based on 2014 financial statements, Moody's debt
adjustment related to operating leases declines to EUR1.5 billion
from EUR3.9 billion. Even though the decline is material, Hapag-
Lloyd's leverage at year-end 2014 remains very high for the B2
category at 9.6x (13.8x before the change in operating lease
adjustment) due to the company's weak operating performance
during the year.

Looking forward, Moody's expects that Hapag-Lloyd will improve
its credit profile thanks to (1) its ongoing efforts to boost its
operating efficiency (Hapag-Lloyd launched a new cost-cutting
programme which it projects will reduce costs by a low three-
digit million figure in US dollars in 2015); (2) its increased
scale from the integration of the recently-acquired container
shipping activities of the Chilean company Compania Sud Americana
de Vapores (CSAV, unrated); and (3) cost savings derived from the
integration of CSAV (estimated at $300 million).

Overall, Moody's projects that Hapag-Lloyd's leverage will be
materially improving and moving towards 5x in the 12-18 months
following the acquisition of CSAV, which closed in December 2014.
However, the rating agency cautions that market conditions remain
challenging in the container shipping market with freight rates
continuing to be under pressure and volatile.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive rating pressure could arise if Hapag-Lloyd were to
demonstrate progress towards (1) a reduction in leverage below 5x
on a sustainable basis; and (2) an increase in its (funds from
operations (FFO) + interest expense)/interest expense to above 3x
on a sustainable basis.

The ratings presently incorporate Moody's expectation that Hapag-
Lloyd's currently weak credit metrics for the rating category
will improve within the next 12 to 18 months to levels in line
with the B2 rating, helped by the combination with CSAV's
container activities. Further weakening in the group's operating
performance in the next few quarters or an integration of CSAV's
activities which were not as smooth as expected could result in a
downgrade of the company's rating. For instance, leverage
remaining above 6x on a sustained basis or (FFO + interest
expense)/interest expense of below 2x could exert pressure on the
ratings. A rating downgrade could also result from any pressure
on Hapag-Lloyd's liquidity profile.

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Global
Shipping Industry published in February 2014. Other methodologies
used include Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Headquartered in Hamburg, Germany, Hapag-Lloyd AG is the fourth-
largest container shipping company in the world measured in TEU.
During 2014, Hapag-Lloyd reported revenues EUR6.8 billion.


KUKA AG: S&P Hikes Corp. Credit Rating to BB+, Outlook Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on Germany-based industrial automation and robotics
manufacturer KUKA AG to 'BB+' from 'BB'.  The outlook is stable.

The upgrade reflects S&P's view that KUKA will continue to show
relatively stable profitability in 2015, which should result in
further improved credit ratios.  S&P raised the rating by one
notch, due to its "positive" comparable ratings analysis.  S&P
believes KUKA's business risk position is stronger than many
peers' that S&P also considers to have "weak" business risk
profiles.  In addition, S&P expects that KUKA's ratio of funds
from operations (FFO) to debt, one of the key metrics in S&P's
analysis, will likely strengthen toward the higher end of S&P's
"intermediate" financial risk category by the end of 2015.

S&P could consider reassessing the company's business risk
profile upward to "fair" over the coming 12 months if
profitability remains at a similar level compared with the past
couple of years when KUKA generated Standard & Poor's-adjusted
EBITDA margins of 8%-10%.

KUKA acquired Switzerland-based automation solution provider
Swisslog Holding AG in December 2014, and S&P continues to assess
KUKA's business risk profile as "weak" even though the
acquisition has strengthened the group's end-market and customer
diversification.  This is mainly because group profitability
remains volatile, due to its still-high dependency on the
cyclical automotive industry (50% versus 70% before the
transaction) for production scale necessary to maintain
operational efficiency. Historically, KUKA's profitability has
been relatively volatile, with adjusted EBITDA margins
deteriorating to negative 3% in 2009. However, cost savings and
restructuring over the past few years, combined with volume
recovery, have supported the group's profitability, as
demonstrated by an adjusted EBITDA margin of 9.7% at year-end
2014.  The business risk profile is supported by the group's
strong and leading market position in its niche markets and
longstanding relationships with its customers, which provide high
barriers to entry for competitors.

"We continue to assess KUKA's financial risk profile as
"intermediate."  We expect that KUKA will continue to pursue
moderate financial policies, with small bolt-on acquisitions to
strengthen its product portfolio.  We anticipate that any
potentially larger acquisition will be partly funded with equity,
as the group did with Swisslog.  We also believe that KUKA will
generate positive free operating cash flow (FOCF).  However, cash
generation will be tempered as KUKA expands to meet increasing
demand.  The financial risk profile remains constrained by KUKA's
reliance on material amounts of guarantee lines to operate its
business," S&P said.

The stable outlook reflects S&P's expectation that KUKA will
stabilize its operating performance in 2015-2016 and integrate
Swisslog successfully.  S&P expects that the group's credit
metrics will remain strong in 2015-2016 and provide some headroom
to accommodate expansionary investments in working capital,
capex, and selected bolt-on acquisitions.  S&P considers an
adjusted ratio of FFO to debt of 35%-40% as commensurate with the
current rating.

S&P could lower the rating if KUKA's earnings do not develop
according to S&P's expectations and if its credit measures were
to weaken significantly or if the company were to report
materially negative FOCF for a prolonged period.  This could
happen if earnings suffer from a sales decline caused by weak end
markets, combined with an EBITDA margin materially lower than the
about 9% S&P currently forecasts.  The rating could also come
under pressure if the group's liquidity deteriorated because of
reduced customer prepayments.

S&P could consider raising the rating if KUKA's business risk
profile further strengthened toward S&P's "fair" category.  This
would likely depend on a continued stable operating trend and
successful integration of Swisslog.  An upgrade would also depend
on a continued cautious financial policy, which would allow the
group to maintain credit metrics in line with a higher rating.


TELE COLUMBUS: Moody's Changes Outlook on 'B2' CFR to Positive
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Tele Columbus
AG, including the B2 corporate family rating (CFR), the B3-PD
probability of default rating (PDR) and the company's B2 bank
loan ratings. At the same time, Moody's changed the rating
outlook to positive (from stable).

Ratings Rationale

The change in outlook from stable to positive reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the cross-sector
rating methodology Financial Statement Adjustments in the
Analysis of Non-Financial Corporations, published on June 15,
2015. The change in outlook also considers Tele Columbus's
satisfactory operating performance during the first quarter of
2015 with 2.2% revenue growth as well as Moody's expectation that
the company's revenue growth guidance of 4-6% for the full fiscal
year 2015 with some EBITDA margin expansion is broadly
achievable.

Tele Columbus's B2 CFR continues to acknowledge: (i) the
company's significantly increased financial and operational
flexibility post IPO, (ii) its credible and clearly defined
strategy; (iii) Tele Columbus's solid and entrenched market
position, especially in its core Eastern Germany territories;
(iv) the favorable operating conditions for cable companies in
Germany based on the technological advantages of HFC networks in
the provision of broadband services; (v) the state-of-the-art
quality of the fully-owned and upgraded portion of the company's
network; and (vi) good cost control which has allowed for
increased EBITDA generation over the last couple of years,
notwithstanding lackluster top-line growth.

However, the rating remains also cognizant of (i) the relatively
small scale and scope of the company's operations; (ii) the
challenge to reignite growth in its "homes connected" base after
years of decline; (iii) dependence on third-party network
provision, in particular for signal provision in the portion of
Tele Columbus's network where the company is only a Level 4
provider; (iv) pricing pressure and competition from larger
telecoms players (Kabel Deutschland, Deutsche Telekom AG)
especially for larger housing association contracts and (v)
increased competition in the provision of premium TV programming
from both established (Sky Deutschland) and new (OTT providers
like Maxdome or Netflix, Inc.) operators.

The reduction in adjusted debt lowers leverage as measured by the
debt/EBITDA ratio on a Moody's adjusted basis for the last twelve
months ending March 31, 2015 to around 4.3x. Evidence of
continued operating progress including a return to growth in the
"homes connected" base together with a debt/EBITDA ratio
maintained sustainably below 4.5x is likely to result in upgrade
pressure. Downward pressure for the rating or outlook could ensue
in case of (i) a more than temporary deterioration of Tele
Columbus's debt/EBITDA leverage ratio to a level above 5.5x; (ii)
a failure in strategy execution e.g. RGU per subscriber and ARPU
growth stall or (iii) the company experiences a continued
deterioration in the "homes connected" base.

The principal methodology used in these ratings was Global Pay
Television - Cable and Direct-to-Home Satellite Operators
published in April 2013. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in
the U.S., Canada and EMEA published in June 2009.

Tele Columbus AG is a holding company, which through its
subsidiaries offers basic cable television services (CATV),
premium TV services and, where the network is migrated and
upgraded, Internet and telephony services in Germany where it is
the third largest cable operator. The company is based in Berlin,
Germany and reported revenue of Euro 214.3 million for the last
twelve months period to March 31, 2015.



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


GREECE: "No Grace Period" for Debt Repayment, IMF Chief Says
------------------------------------------------------------
BBC News reports that International Money Fund boss Christine
Lagarde has warned there is "no period of grace" for Greece over
a debt repayment deadline.

According to BBC, Ms. Lagarde said Greece would be in default on
its loans from the IMF if it failed to make a EUR1.6 billion
(GBP1.1 billion; US$1.8 billion) payment on June 30.

German Chancellor Angela Merkel said earlier she was "still
convinced" that a Greek debt deal was possible, BBC relays.

Cash-strapped Greece now has less than two weeks left to reach a
debt deal, having already rolled a EUR300 million payment into
those due on June 30, BBC notes.

If it fails to make the payment, it risks having to leave the
eurozone and possibly also the EU, BBC states.

But the European Commission, the IMF and the European Central
Bank (ECB) are unwilling to unlock bailout funds until Greece
agrees to reforms, BBC says.

According to BBC, they want Greece to implement a series of
economic changes in areas such as pensions, VAT and on the budget
surplus before releasing EUR7.2 billion of funds, which have been
delayed since February.



=========
I T A L Y
=========


AUSELDA GROUP: June 25 Expression of Interest Deadline Set
----------------------------------------------------------
The Extraordinary Commissioner of Auselda AED Group S.p.A., which
is in receivership, invites any interested party to submit an
expression of interest to purchase Auselda's Business Complex
until 6:00 p.m. (Italian time) on June 25, 2015, pursuant to the
conditions and terms provided under the invitation to express
interest published in its entirety on the website www.auselda.it
and attached to the plan for the sale of the business complex of
Auselda, authorized by the Ministry of Economic Development on
December 23, 2014.

Auselda has registered offices in Rome, Via dell'Imbrecciato 136.

All communications relating to this invitation may be sent at the
following address:

     Prof. Avv. Vincenzo Donativi
     Commissario Straordinario
     Auselda AED Group S.p.A. in A.S.
     Via Pinciana, 25, 00198 Roma
     Fax: 06 4520630
     PEC: vincenzodonativi@ordineavvocatiroma.org



===========
L A T V I A
===========


CITADELE BANKA: Moody's Hikes Long Term Deposit Ratings to B1
-------------------------------------------------------------
Moody's Investors Service has concluded its rating reviews on SC
Citadele Banka (Citadele) and Siauliu Bankas, AB (Siauliu). These
reviews were initiated on March 17, 2015 following the
publication of Moody's new bank rating methodology and include
revisions in Moody's government support assumptions for Citadele
Banka only.

Moody's has affirmed SC Citadele Banka's b3 baseline credit
assessment (BCA), its b3 adjusted BCA and the Not-Prime short-
term deposit ratings and upgraded its long-term deposit ratings
to B1 from B2. The outlook on the long term rating has been
changed to positive. Moody's has also assigned Ba3(cr)/NP(cr)
long- and short-term Counterparty Risk Assessments (CR
Assessments) to the bank.

Moody's has affirmed Siauliu Banka's b1 BCA, its b1 adjusted BCA,
and the Not-Prime short-term deposit ratings and upgraded its
long-term deposit ratings to Ba2 from B1. The outlook on the
long-term rating is stable. Moody's has also assigned
Ba1(cr)/NP(cr) long- and short-term CR Assessments to Siauliu
Bankas.

RATINGS RATIONALE

The new methodology includes a number of elements that Moody's
has developed to help accurately predict bank failures and
determine how each creditor class is likely to be treated when a
bank fails and enters resolution. These new elements capture
insights gained from the crisis and the fundamental shift in the
banking industry and its regulation.

In terms of the application of the new methodology to these two
Baltic banks, Moody's rating actions reflect (1) Moody's view of
Citadele's "Moderate" and Siauliu's "Strong-" macro profiles; (2)
the banks' improving financial fundamentals, mainly strengthening
profitability and decreasing problem loans, balanced against weak
capitalisation and a limited track-record of good profitability;
(3) the protection offered to senior creditors by substantial
volumes of bail-in-able securities, as captured by Moody's
Advanced Loss Given Failure (LGF) liability analysis; and (4) a
reduction in Moody's view of the likelihood of government
support, which only impacts Citadele as Siauliu's ratings had not
previously incorporated government support uplift.

1) Macro profiles

Siauliu Bankas "Strong-" macro profile is based on the macro
conditions within Lithuania (A3 stable), as all the bank's
lending is to customers in that country.

Citadele Banka's "Moderate" macro profile reflects the bank's
much broader geographical coverage, as it collects deposits from
multiple countries. In determining the macro profile, Moody's
bases its analysis on Citadele's liabilities, around half of
which are in Latvia to which Moody's assigns a country macro
profile of "Moderate". A quarter of the liabilities (mainly
deposits) are from other European Union member-countries. The
remaining liabilities are from Commonwealth of Independent States
(CIS) countries.

2) Improving financial performance

-- Siauliu

Siauliu has gradually strengthened its profitability since the
2008/09 financial crisis. Moody's calculates that higher net
interest income (NII) has driven a return on equity (ROE) of 7.3%
for 2014 compared with 4.8% ROE three years earlier. NII
increased to $54.6 million in 2014 compared with $22.1 million in
2011, according to Moody's calculations. High impairment charges
of $22.8 million in 2014, as per Moody's calculations, mean that
Siauliu's profitability is constrained. However, Siauliu's
impairment charges decreased by around half in Q1 2015 compared
with the same period a year earlier.

Capitalisation is a key weakness for Siauliu, with a reported
12.7% capital adequacy ratio at 31 March 2015. Weak
capitalisation stems from the 2008-09 financial crisis that
resulted in a severe economic downturn in all Baltic countries.
However, economic growth has since been strong in Lithuania and
Moody's forecasts 3.4% real GDP growth for 2016. This is likely
to result in a gradual lowering of problem loan levels. Total
reported past-due loans decreased to EUR64.0 million at 31 March
2015 compared with EUR84.3 million at year end-2014.

-- Citadele

Citadele has also consistently strengthened its financial
performance since it was founded five years ago (as a "good bank"
following the failure of Parex Banka). Stronger net interest
income ($83.0 million for 2014 compared with $60.8 million in
2011) and slightly higher fee income meant that reported ROE
reached 16.8% at 31 March 2015, compared with a loss of 21.6% in
2010. In addition, over the next five years, Moody's believes
that the bank's profitability will be supported by gradually
lower impairment charges as the proportion of problem loans
slowly decreases on the back of Moody's 3.2% real GDP forecast
for Latvia in 2016. Moody's calculates that problem loans, as a
proportion of gross loans, gradually decreased to 12.3% at year
end-2014 from 15.1% four years earlier.

Capitalisation is a key weakness for Citadele, which reported a
capital adequacy ratio of 12.0% at 31 March 2015. The bank was
majority owned by the Latvian government until 20 April 2015 (the
EBRD still hold 25% minus one share of Citadele), and public
ownership meant that Citadele was prohibited from building
capital in excess of 50 basis points above the regulatory
minimum. However, that restriction no longer applies, owing to
the recent privatisation (the government's stake was bought by a
group of investors led by the private equity company Ripplewood
Advisors LLC, based in the US (Aaa stable)). In addition, in
association with the privatisation, the owners injected EUR10
million into the bank in addition to re-organising Citadele's
subordinated debt. These measures strengthened the bank's
regulatory capital by almost EUR19 million, thus strengthening
the capital adequacy ratio by approximately one percentage point,
according to Citadele.

3) Advanced LGF analysis

Both Latvia and Lithuania are members of the EU and, given the
implementation of the Bank Recovery and Resolution Directive
(BRRD), Moody's applies its Advanced LGF analysis to banks'
liability structures in both of these countries. This analysis
results in a "Very Low" loss given failure for long-term deposits
of both Siauliu and Citadele, taking into account the protection
offered by the banks' sizeable volumes of junior deposits
combined with some bail-in-able subordinated debt, thus more than
offsetting the negative impact of less likely government support
for Citadele.

4) Lower likelihood of government support

Moody's has lowered its expectations about the degree of support
that a government might provide to banks in Latvia and Lithuania.
The main trigger for this reassessment is the introduction of the
BRRD. However, a decline in expected loss assumptions under the
new LGF framework offsets the impact of less likely government
support.

Following the introduction of the BRRD, Citadele is less likely
to benefit from government support. Hence, Moody's has removed
the one notch of government support from Citadele's deposit
ratings. The ratings assigned to Siauliu do not benefit from
government support.

RATIONALE FOR OUTLOOKS

Moody's has assigned a positive outlook to Citadele. Following
its privatisation the bank is no longer prohibited from
accumulating capital in excess of 50 basis points above the
regulatory minimum. The bank's owners have already signalled
their willingness to strengthen Citadele's capitalisation by
injecting EUR10 million into the bank. In addition, Moody's has
calculated that the bank's problem loans have gradually decreased
to 12.3% at year end-2014 from 15.1% at year end-2011, and expect
this trend to continue as Latvian real GDP is likely to grow by
3.2% in 2016.

Moody's has assigned a stable outlook to Siauliu owing to the
stable operating environment in Lithuania which is the underlying
driving force for why Moody's expects the bank's financial
performance to be stable over the coming one to three years.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Citadele's deposit ratings could come under upward pressure if
(1) capitalisation strengthens, (2) problem loan levels decrease,
(3) profitability remains at current adequate levels, and (4) the
bank is able to defend its franchise given the competition from
Baltic subsidiaries of Nordic banks. A weakening of any of the
above measures and/or a smaller cushion of outstanding bail-in-
eligible debt could result in a downgrade of Citadele's ratings.

Siauliu's deposit ratings could also come under upward pressure
if (1) capitalisation strengthens, (2) problem loan levels
decrease, (3) profitability continues to strengthen, and (4) the
bank is able to defend its franchise given the competition from
Baltic subsidiaries of Nordic banks. A weakening of any of the
above measures and/or a smaller cushion of bail-in-eligible debt
could result in a downgrade of Siauliu's ratings.

ASSIGNMENT OF COUNTERPARTY RISK ASSESSMENTS

Moody's has assigned Ba3(cr)/NP(cr) long and short-term CR
Assessments to Citadele and Ba1(cr)/NP(cr) long- and short-term
Counterparty Risk Assessments (CR Assessments) to Siauliu.

CR Assessments are opinions of how counterparty obligations are
likely to be treated if a bank fails, and are distinct from debt
and deposit ratings in that they (1) consider only the risk of
default rather than expected loss and (2) apply to counterparty
obligations and contractual commitments rather than debt or
deposit instruments. The CR Assessment is an opinion of the
counterparty risk related to a bank's covered bonds, contractual
performance obligations (servicing), derivatives (e.g., swaps),
letters of credit, guarantees and liquidity facilities.

The CR Assessment takes into account the issuer's standalone
strength as well as the likelihood of affiliate and government
support in the event of need, reflecting the anticipated
seniority of these obligations in the liabilities hierarchy. The
CR Assessment also incorporates other steps authorities can take
to preserve the key operations of a bank should it enter a
resolution.

The CR Assessments of Citadele and Siauliu are positioned, prior
to government support, three notches above the banks' Adjusted
BCAs, based on the cushion against default provided to the senior
obligations represented by the CR Assessment by subordinated
instruments. The main difference with Moody's Advanced LGF
approach used to determine instrument ratings is that the CR
Assessment captures the probability of default on certain senior
obligations, rather than expected loss, therefore Moody's focus
purely on subordination and take no account of the volume of the
instrument class.

The CR Assessments do not benefit from any government support, in
line with our support assumptions on deposits and senior
unsecured debt for these banks. This reflects our view that
operating activities and obligations reflected by the CR
Assessment are unlikely to benefit from any support provisions
from resolution authorities to senior unsecured debt or deposits.

LIST OF AFFECTED RATINGS

Issuer: SC Citadele Banka

  LT Deposit Rating, Upgraded to B1 Positive from B2 Ratings
  Under Review

  ST Deposit Rating, Affirmed NP

  Adjusted Baseline Credit Assessment, Affirmed b3

  Baseline Credit Assessment, Affirmed b3

  Counterparty Risk Assessment, Assigned Ba3(cr)

  Counterparty Risk Assessment, Assigned NP(cr)

  Outlook, Changed To Positive From Rating Under Review

Issuer: Siauliu Bankas, AB

  LT Deposit Rating, Upgraded to Ba2 Stable from B1 Ratings Under
  Review

  ST Deposit Rating, Affirmed NP

  Adjusted Baseline Credit Assessment, Affirmed b1

  Baseline Credit Assessment, Affirmed b1

  Counterparty Risk Assessment, Assigned Ba1(cr)

  Counterparty Risk Assessment, Assigned NP(cr)

  Outlook, Changed To Stable From Rating Under Review


  LT Deposit Rating, Upgraded to Ba2 Stable from B1 Ratings Under


SIAULIU BANKAS: Moody's Hikes Long Term Deposit Ratings to Ba2
--------------------------------------------------------------

Moody's Investors Service has concluded its rating reviews on SC
Citadele Banka (Citadele) and Siauliu Bankas, AB (Siauliu). These
reviews were initiated on March 17, 2015 following the
publication of Moody's new bank rating methodology and include
revisions in Moody's government support assumptions for Citadele
Banka only.

Moody's has affirmed SC Citadele Banka's b3 baseline credit
assessment (BCA), its b3 adjusted BCA and the Not-Prime short-
term deposit ratings and upgraded its long-term deposit ratings
to B1 from B2. The outlook on the long term rating has been
changed to positive. Moody's has also assigned Ba3(cr)/NP(cr)
long- and short-term Counterparty Risk Assessments (CR
Assessments) to the bank.

Moody's has affirmed Siauliu Banka's b1 BCA, its b1 adjusted BCA,
and the Not-Prime short-term deposit ratings and upgraded its
long-term deposit ratings to Ba2 from B1. The outlook on the
long-term rating is stable. Moody's has also assigned
Ba1(cr)/NP(cr) long- and short-term CR Assessments to Siauliu
Bankas.

RATINGS RATIONALE

The new methodology includes a number of elements that Moody's
has developed to help accurately predict bank failures and
determine how each creditor class is likely to be treated when a
bank fails and enters resolution. These new elements capture
insights gained from the crisis and the fundamental shift in the
banking industry and its regulation.

In terms of the application of the new methodology to these two
Baltic banks, Moody's rating actions reflect (1) Moody's view of
Citadele's "Moderate" and Siauliu's "Strong-" macro profiles; (2)
the banks' improving financial fundamentals, mainly strengthening
profitability and decreasing problem loans, balanced against weak
capitalisation and a limited track-record of good profitability;
(3) the protection offered to senior creditors by substantial
volumes of bail-in-able securities, as captured by Moody's
Advanced Loss Given Failure (LGF) liability analysis; and (4) a
reduction in Moody's view of the likelihood of government
support, which only impacts Citadele as Siauliu's ratings had not
previously incorporated government support uplift.

1) Macro profiles

Siauliu Bankas "Strong-" macro profile is based on the macro
conditions within Lithuania (A3 stable), as all the bank's
lending is to customers in that country.

Citadele Banka's "Moderate" macro profile reflects the bank's
much broader geographical coverage, as it collects deposits from
multiple countries. In determining the macro profile, Moody's
bases its analysis on Citadele's liabilities, around half of
which are in Latvia to which Moody's assigns a country macro
profile of "Moderate". A quarter of the liabilities (mainly
deposits) are from other European Union member-countries. The
remaining liabilities are from Commonwealth of Independent States
(CIS) countries.

2) Improving financial performance

-- Siauliu

Siauliu has gradually strengthened its profitability since the
2008/09 financial crisis. Moody's calculates that higher net
interest income (NII) has driven a return on equity (ROE) of 7.3%
for 2014 compared with 4.8% ROE three years earlier. NII
increased to $54.6 million in 2014 compared with $22.1 million in
2011, according to Moody's calculations. High impairment charges
of $22.8 million in 2014, as per Moody's calculations, mean that
Siauliu's profitability is constrained. However, Siauliu's
impairment charges decreased by around half in Q1 2015 compared
with the same period a year earlier.

Capitalisation is a key weakness for Siauliu, with a reported
12.7% capital adequacy ratio at March 31, 2015. Weak
capitalisation stems from the 2008-09 financial crisis that
resulted in a severe economic downturn in all Baltic countries.
However, economic growth has since been strong in Lithuania and
Moody's forecasts 3.4% real GDP growth for 2016. This is likely
to result in a gradual lowering of problem loan levels. Total
reported past-due loans decreased to EUR64.0 million at March 31,
2015 compared with EUR84.3 million at year end-2014.

-- Citadele

Citadele has also consistently strengthened its financial
performance since it was founded five years ago (as a "good bank"
following the failure of Parex Banka). Stronger net interest
income ($83.0 million for 2014 compared with $60.8 million in
2011) and slightly higher fee income meant that reported ROE
reached 16.8% at 31 March 2015, compared with a loss of 21.6% in
2010. In addition, over the next five years, Moody's believes
that the bank's profitability will be supported by gradually
lower impairment charges as the proportion of problem loans
slowly decreases on the back of Moody's 3.2% real GDP forecast
for Latvia in 2016. Moody's calculates that problem loans, as a
proportion of gross loans, gradually decreased to 12.3% at year
end-2014 from 15.1% four years earlier.

Capitalisation is a key weakness for Citadele, which reported a
capital adequacy ratio of 12.0% at 31 March 2015. The bank was
majority owned by the Latvian government until 20 April 2015 (the
EBRD still hold 25% minus one share of Citadele), and public
ownership meant that Citadele was prohibited from building
capital in excess of 50 basis points above the regulatory
minimum. However, that restriction no longer applies, owing to
the recent privatisation (the government's stake was bought by a
group of investors led by the private equity company Ripplewood
Advisors LLC, based in the US (Aaa stable)). In addition, in
association with the privatisation, the owners injected EUR10
million into the bank in addition to re-organising Citadele's
subordinated debt. These measures strengthened the bank's
regulatory capital by almost EUR19 million, thus strengthening
the capital adequacy ratio by approximately one percentage point,
according to Citadele.

3) Advanced LGF analysis

Both Latvia and Lithuania are members of the EU and, given the
implementation of the Bank Recovery and Resolution Directive
(BRRD), Moody's applies its Advanced LGF analysis to banks'
liability structures in both of these countries. This analysis
results in a "Very Low" loss given failure for long-term deposits
of both Siauliu and Citadele, taking into account the protection
offered by the banks' sizeable volumes of junior deposits
combined with some bail-in-able subordinated debt, thus more than
offsetting the negative impact of less likely government support
for Citadele.

4) Lower likelihood of government support

Moody's has lowered its expectations about the degree of support
that a government might provide to banks in Latvia and Lithuania.
The main trigger for this reassessment is the introduction of the
BRRD. However, a decline in expected loss assumptions under the
new LGF framework offsets the impact of less likely government
support.

Following the introduction of the BRRD, Citadele is less likely
to benefit from government support. Hence, Moody's has removed
the one notch of government support from Citadele's deposit
ratings. The ratings assigned to Siauliu do not benefit from
government support.

RATIONALE FOR OUTLOOKS

Moody's has assigned a positive outlook to Citadele. Following
its privatisation the bank is no longer prohibited from
accumulating capital in excess of 50 basis points above the
regulatory minimum. The bank's owners have already signalled
their willingness to strengthen Citadele's capitalisation by
injecting EUR10 million into the bank. In addition, Moody's has
calculated that the bank's problem loans have gradually decreased
to 12.3% at year end-2014 from 15.1% at year end-2011, and expect
this trend to continue as Latvian real GDP is likely to grow by
3.2% in 2016.

Moody's has assigned a stable outlook to Siauliu owing to the
stable operating environment in Lithuania which is the underlying
driving force for why Moody's expects the bank's financial
performance to be stable over the coming one to three years.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Citadele's deposit ratings could come under upward pressure if
(1) capitalisation strengthens, (2) problem loan levels decrease,
(3) profitability remains at current adequate levels, and (4) the
bank is able to defend its franchise given the competition from
Baltic subsidiaries of Nordic banks. A weakening of any of the
above measures and/or a smaller cushion of outstanding bail-in-
eligible debt could result in a downgrade of Citadele's ratings.

Siauliu's deposit ratings could also come under upward pressure
if (1) capitalisation strengthens, (2) problem loan levels
decrease, (3) profitability continues to strengthen, and (4) the
bank is able to defend its franchise given the competition from
Baltic subsidiaries of Nordic banks. A weakening of any of the
above measures and/or a smaller cushion of bail-in-eligible debt
could result in a downgrade of Siauliu's ratings.

ASSIGNMENT OF COUNTERPARTY RISK ASSESSMENTS

Moody's has assigned Ba3(cr)/NP(cr) long and short-term CR
Assessments to Citadele and Ba1(cr)/NP(cr) long- and short-term
Counterparty Risk Assessments (CR Assessments) to Siauliu.

CR Assessments are opinions of how counterparty obligations are
likely to be treated if a bank fails, and are distinct from debt
and deposit ratings in that they (1) consider only the risk of
default rather than expected loss and (2) apply to counterparty
obligations and contractual commitments rather than debt or
deposit instruments. The CR Assessment is an opinion of the
counterparty risk related to a bank's covered bonds, contractual
performance obligations (servicing), derivatives (e.g., swaps),
letters of credit, guarantees and liquidity facilities.

The CR Assessment takes into account the issuer's standalone
strength as well as the likelihood of affiliate and government
support in the event of need, reflecting the anticipated
seniority of these obligations in the liabilities hierarchy. The
CR Assessment also incorporates other steps authorities can take
to preserve the key operations of a bank should it enter a
resolution.

The CR Assessments of Citadele and Siauliu are positioned, prior
to government support, three notches above the banks' Adjusted
BCAs, based on the cushion against default provided to the senior
obligations represented by the CR Assessment by subordinated
instruments. The main difference with Moody's Advanced LGF
approach used to determine instrument ratings is that the CR
Assessment captures the probability of default on certain senior
obligations, rather than expected loss, therefore Moody's focus
purely on subordination and take no account of the volume of the
instrument class.

The CR Assessments do not benefit from any government support, in
line with our support assumptions on deposits and senior
unsecured debt for these banks. This reflects our view that
operating activities and obligations reflected by the CR
Assessment are unlikely to benefit from any support provisions
from resolution authorities to senior unsecured debt or deposits.

LIST OF AFFECTED RATINGS

Issuer: SC Citadele Banka

  LT Deposit Rating, Upgraded to B1 Positive from B2 Ratings
  Under Review

  ST Deposit Rating, Affirmed NP

  Adjusted Baseline Credit Assessment, Affirmed b3

  Baseline Credit Assessment, Affirmed b3

  Counterparty Risk Assessment, Assigned Ba3(cr)

  Counterparty Risk Assessment, Assigned NP(cr)

  Outlook, Changed To Positive From Rating Under Review

Issuer: Siauliu Bankas, AB

  LT Deposit Rating, Upgraded to Ba2 Stable from B1 Ratings Under
  Review

  ST Deposit Rating, Affirmed NP

  Adjusted Baseline Credit Assessment, Affirmed b1

  Baseline Credit Assessment, Affirmed b1

  Counterparty Risk Assessment, Assigned Ba1(cr)

  Counterparty Risk Assessment, Assigned NP(cr)

  Outlook, Changed To Stable From Rating Under Review



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


BRAAS MONIER: Moody's Raises Corp. Family Rating to 'B1'
--------------------------------------------------------
Moody's Investors Service has upgraded Braas Monier Building
Group S.A.'s corporate family rating (CFR) to B1 from B2, and the
probability of default rating (PDR) to B1-PD from B2-PD.
Concurrently, the rating agency has upgraded the instrument
rating to Ba3 from B1 on the senior secured facilities,
consisting of (1) EUR315 million senior secured notes issued by
BMBG Bond Finance S.C.A., (2) EUR200 million senior secured term
loan B facility borrowed by Monier Finance S.a r.l., and (3)
EUR100 million revolving credit facility borrowed by Braas Monier
Building Group Holding S.a r.l. and other group companies. The
ratings outlook is stable.

RATINGS RATIONALE

The upgrade of Braas Monier's CFR to B1 is triggered by (1) the
company's track record of gross deleveraging with a Moody's
adjusted Debt/EBITDA of 4.8x at the end of 2014, down from 17.8x
in FY2013 (including restructuring costs); (2) strong improvement
in profitability as a results of considerable reduction of its
fixed cost base following the completion of large restructuring
efforts; (3) recent acquisitive growth in Spain, Portugal, and
Malaysia, better positioning the company for future growth; and
(4) signs of recovery in large part of the European construction
industry, especially in the UK (representing 11.5% of Braas
Monier's FY2014 revenues).

In addition, Braas Monier's B1 CFR reflects the company's (1)
leading market position in concrete roof tiles in many markets,
protected by high barriers to entry; (2) geographical
diversification with relatively limited exposure to
underperforming European peripheral countries; (3) c. 50% of
FY2014 revenues derived from the more stable renovation markets,
which partly mitigates the company's exposure to new build
markets, comparing favorably to some of Braas Monier's direct
peers.

The B1 CFR rating also considers the company's (1) significant
exposure to the cyclical building industry; (2) reliance on
specific markets with structurally weaker growth expectations
such as France and Italy (17.7% of FY2014 revenues); (3)
relatively high LTM Mar 2015 debt/EBITDA ratio of 5.1x (as
adjusted by Moody's mainly for pension deficit and operating
leases); and (4) high cash flow consumption in the first three
months of FY2015 as a result of seasonal working capital
requirements, and one-off acquisition costs.

Revenues in the first three months of 2015 were flat at EUR 251
million (+0.4%) compared to last period. However, on a LFL basis
(excluding Cobert contribution and at constant currency),
revenues declined by 4.4% compared to the first quarter of 2014
that benefited from an exceptionally mild winter in Europe, with
pulled-forward demand. Management EBITDA margin stood at 6.3% in
Q1 2015, mainly due to lower volumes and margin dilution from the
first time inclusion of Cobert (80 bps) somewhat offset by
positive pricing and continued cost control.

The first quarter typically accounts for less than 20% of annual
revenues, and Moody's remains cautiously optimistic for the rest
of the year as Braas Monier operates in an industry displaying
limited visibility. Moody's expect the company to be in a
position to deliver volumes growth in FY2015, driven by
acquisitive growth, continued strong growth in the UK, and
recovery in large part of the European construction industry.
However, soft demand in France and Italy (17.7% of FY2014
revenues) would mitigate growth prospects. Moody's expect Braas
Monier's management to remain focused on production efficiency,
cost control and cash flow management to maintain margin
improvements and benefit from operational leverage.

Moody's said, "We consider the company's leverage ratio of 5.1x
at March 2015 high for the B1 rating category. However, Moody's
adjusts the debt amount for the pension deficit, which is
reflected in Braas Monier's adjusted leverage ratio. Over the
FY2011-Q1 2015 period the pension deficit increased by 74% to
EUR441 million (representing 2.2x of the 5.1x leverage at March
2015), from EUR256 million in FY2011, mainly driven by the
reduction in discount rate from 5.2% in December 2011 to approx.
1.5% in March 2015. Despite the increase in deficit, the annual
pension cash payments of the group have remained stable over the
period at around EUR15 million."

Moody's consider Braas Monier's near-term liquidity position to
be adequate, despite higher seasonal working capital consumption
in the first three months of FY2015 (EUR81 million vs. EUR57
million in Q1 2014), as Q1 2014 typical working capital build up
was mitigated by stronger volumes related to exceptionally mild
weather across Europe. However, Moody's expects cash flow
generation to be stronger in FY2015, given the absence of one-off
finance fees related to the debt refinancing and the IPO process
(vs. EUR33 million in FY2014), lower cost of debt following its
refinancing and voluntary debt repayments in FY2014, and legacy
restructuring related cash outs of only approx. EUR10 million
(vs. EUR30 million in FY2014). Moody's takes additional comfort
from the company's fully undrawn EUR100 million RCF as of Q1
2015. Moody's expect the company to remain reliant on its RCF
especially for seasonal requirements and project capital
expenditure which form an integral part of the business plan.

OUTLOOK

The stable outlook reflects Moody's view that the company's
operating profitability will continue to improve through
operational leverage following the material restructuring program
undertaken and benefit from strategic growth initiatives in
Iberia, Malaysia and India.

WHAT COULD CHANGE THE RATINGS UP

Moody's would consider upgrading Braas Monier if Debt/EBITDA
trends sustainably below 4.0x, EBIT/interest expense stays
consistently above 1.5x and the company maintains a conservative
financial policy and shows improving free cash flow and
liquidity.

WHAT COULD CHANGE THE RATINGS DOWN

Moody's would consider downgrading Braas Monier if Debt/EBITDA
moves consistently above 5.0x (taking into consideration the
impact of the pension adjustments), EBIT/Interest falls well
below 1.5x or if the company shows strongly deteriorating cash
flow and liquidity.

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Building
Materials 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 Luxembourg, Braas Monier is a leading global
supplier of concrete and clay tiles and building materials for
pitched roofs operating in 50 countries through 109 production
plants as of December 2014. The company offers a wide range of
products including roof, chimney and energy systems. Braas Monier
mainly competes with Wienerberger AG(Ba3 stable), Etex (unrated),
Imerys S.A. (Baa2 stable) and Terreal (unrated). The group
reported consolidated revenues of EUR1.2 billion and an operating
EBITDA of EUR192 million respectively for the last 12 months
(LTM) ended March 2015 and employed on average 7,300 full-time
employees.


HOUSE OF EUROPE V: Moody's Hikes Class A2 Notes Rating to Caa1
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on notes
issued by House of Europe Funding V PLC:

EUR580,000,000 Class A1 House of Europe Funding V PLC Floating
Rate Notes due 2090 (current outstanding balance of
EUR158,583,164.29), Upgraded to A2 (sf); previously on May 5,
2014 Upgraded to Ba3 (sf)

EUR70,000,000 Class A2 House of Europe Funding V PLC Floating
Rate Notes due 2090, Upgraded to Caa1 (sf); previously on May 5,
2014 Upgraded to Caa3 (sf)

RATINGS RATIONALE

These rating actions are due primarily to the deleveraging of the
senior notes and an increase in the transaction's over-
collateralization ratios since March 2015. The Class A1 notes
have paid down by approximately 41.14%, or EUR110.86 million,
since that time. Based on the Moody's calculations, the over-
collateralization ratios of the Class A1 and A2 notes are 181.83%
and 126.15% respectively, versus 143.08% and 113.57% in March
2015. The principal proceeds used for recent paydown of Class A1
notes originated in large part from seven collateralized
synthetic obligations (CSOs) that paid down approximately EUR88.5
million in April 2015. All seven CSOs redeemed in full without
incurring any further losses since the last rating action.

Methodology Underlying the Rating Action

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs," published in March 2014.

Factors That Would Lead To an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade
of the ratings, as described below:

1) Macroeconomic uncertainty: Primary causes of uncertainty about
assumptions are the extent of any slowdown in growth in the
current macroeconomic environment and in the commercial and
residential real estate property markets. Although the commercial
real estate property markets are gaining momentum, consistent
growth will be unlikely until the volume of transactions
increases, distressed properties are cleared from the pipeline
and job creation rebounds. The residential real estate property
market is subject to uncertainty about housing prices; the pace
of residential mortgage foreclosures, loan modifications and
refinancing; the unemployment rate; and interest rates.

2) Deleveraging: One source of uncertainty in this transaction is
whether deleveraging from unscheduled principal proceeds,
recoveries from defaulted assets, and excess interest proceeds
will continue and at what pace. Faster deleveraging than Moody's
expects could have a significant impact on the notes' ratings.

3) Recovery of defaulted assets: The amount of recoveries
received from defaulted assets reported by the trustee and those
that Moody's assumes as having defaulted as well as the timing of
these recoveries create additional uncertainty. Moody's analyzed
defaulted assets assuming limited recoveries, and therefore,
realization of any recoveries exceeding Moody's expectation in
the future would positively impact the notes' ratings.

Loss and Cash Flow Analysis:

Moody's applies a Monte Carlo simulation framework in Moody's
CDOROM(TM) to model the loss distribution for SF CDOs. The
simulated defaults and recoveries for each of the Monte Carlo
scenarios define the reference pool's loss distribution. Moody's
then uses the loss distribution as an input in the CDOEdge(TM)
cash flow model.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes. Below is a summary of the
impact of different default probabilities (expressed in terms of
WARF) on all of the rated notes (by the difference in the number
of notches versus the current model output, for which a positive
difference corresponds to lower expected loss):

Ba1 and below ratings notched up by two rating notches (691):

Class A1: +2

Class A2: +4

Class A3-a: 0

Class A3-b: 0

Class B: 0

Class C: 0

Class D: 0

Class E1: 0

Class E2: 0

Ba1 and below ratings notched down by two notches (1578):

Class A1: -3

Class A2: -2

Class A3-a: 0

Class A3-b: -1

Class B: 0

Class C: 0

Class D: 0

Class E1: 0

Class E2: 0



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


CLARE ISLAND: S&P Affirms CCC+ Ratings on Two Note Classes
----------------------------------------------------------
Standard & Poor's Rating Services raised its credit ratings on
Clare Island B.V.'s class II, III-A, and III-B notes.  At the
same time, S&P has affirmed its ratings on the class IV-A and IV-
B notes.

The rating actions follow S&P's assessment of the transaction's
performance by applying its relevant criteria and conducting its
credit and cash flow analysis.  In S&P's analysis, it took into
account recent developments and used March 2015 trustee report
data.

Following S&P's analysis, it has observed that the proportion of
assets that it considers to be rated in the 'CCC' category (i.e.,
rated 'CCC+', 'CCC', or 'CCC-') have decreased to EUR7.72 million
from EUR17.54 million since our June 11, 2013 review.  According
to S&P's analysis there are no defaulted assets in the portfolio.

Since S&P's previous review, the rated liabilities have
experienced significant deleveraging.  The balance of the class I
notes have fully repaid and the class II liabilities have reduced
by more than EUR52 million, which represents slightly more than a
47% reduction in the principal amount outstanding of the class II
notes since S&P's previous review.  Consequently, the available
credit enhancement for each class of rated notes has increased.

S&P subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated class at
each rating level.  In S&P's analysis, it used the reported
portfolio balance that it considers to be performing, the current
weighted-average spread, and the weighted-average recovery rates
that S&P considered appropriate.  S&P incorporated various cash
flow stress scenarios using alternative default patterns and
levels, in conjunction with different interest and currency
stress scenarios.

S&P has raised to 'AAA (sf)' from 'AA- (sf)' its rating on the
class II notes as S&P's credit and cash flow analysis suggests
that this class of notes can support a higher rating than that
previously assigned.

S&P's ratings on the class III-A and III-B notes are constrained
by the application of the largest obligor test.  Although S&P's
credit and cash flow analysis indicates higher ratings, it has
raised to 'BBB+ (sf)' from 'BB+ (sf)' its ratings on these
classes of notes as they are constrained at this level by the
largest obligor default test, mainly due to increased
concentration risk in the portfolio since S&P's previous review.

Similarly, results from our credit and cash flow analysis
indicate higher ratings for the class IV-A and IV-B notes, mainly
as a result of increased credit enhancement.  However, the
application of S&P's largest obligor default test constrains the
ratings at their current levels.  S&P has therefore affirmed its
'CCC+ (sf)' ratings on these classes of notes.

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

The transaction closed in March 2002 and its reinvestment period
ended in March 2010.

RATINGS LIST

Clare Island B.V.
EUR462.2 mil senior, mezzanine, and subordinated notes

                             Rating        Rating
Class      Identifier        To            From
II         XS0143891645      AAA (sf)      AA- (sf)
III-A      XS0143892452      BBB+ (sf)     BB+ (sf)
IV-A       XS0143895984      CCC+ (sf)     CCC+ (sf)
III-B      XS0143894664      BBB+ (sf)     BB+ (sf)
IV-B       XS0143897097      CCC+ (sf)     CCC+ (sf)


HEMA BV: S&P Lowers CCR to 'B', Outlook Stable
----------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on the Netherlands-based general
merchandise and food retailer Hema B.V. to 'B' from 'B+'.  The
outlook is stable.

"Concurrently, we lowered our issue-level ratings on the
company's EUR80 million super senior revolving credit facility
(RCF) due 2018 to 'BB' from 'BB+' and left the recovery rating
unchanged at '1+'.  We also lowered to 'B' from 'B+' our issue
ratings on the EUR250 million senior secured floating-rate notes
and EUR315 million senior secured fixed-rate notes (both due
2019).  The recovery ratings on these notes are unchanged at '3',
with recovery expectations in the lower half of the range.  We
lowered to 'CCC+' from 'B-' our issue rating on the EUR150
million senior unsecured notes due 2019 and left the recovery
rating unchanged at '6'.  The notes were issued by special-
purpose vehicles HEMA Bondco I B.V. and HEMA Bondco II B.V., both
owned by Dutch Lion B.V., Hema's parent company.  The proceeds of
the notes were lent on to Hema," S&P said.

The downgrade reflects Hema's weaker-than-expected operating
performance during the previous year as the Dutch economy
remained challenging and competition from discount retailers
continued to strengthen.  Even though sales in its core market,
The Netherlands, are declining more slowly, they continue to
shrink (-4.1% in 2014, compared with -5.9% in 2013 on a 52 weeks
basis). This has affected the company's EBITDA margins and cash
flow generation over the past year.  Lagging effect from the
management's cost-reduction initiatives and the store remodeling
process it started in the third quarter of 2014 also affected
margins -- Standard & Poor's-adjusted EBITDA margin declined to
16.9% in 2014 from 19.1% a year before.

S&P expects that a gradual economic recovery in the core Dutch
market, where the company has a solid market position and has
taken various measures to protect its sales and profitability --
including various changes in its management team to focus on cost
reductions and stabilizing revenue -- will somewhat support the
company's performance.  Although S&P expects the cost reductions
and lower restructuring costs to cause operating margins to
modestly improve in 2015-2016, S&P anticipates that financial
leverage will remain very high.  As a result, S&P expects Hema's
adjusted debt-to-EBITDA ratio will be around 12x (including S&P's
operating-lease adjustment, shareholder loan, and a payment-in-
kind [PIK] facility) in 2015-2016.

The rating on Hema is primarily constrained by S&P's view of the
company's highly leveraged financial risk profile and S&P's
assessment of the company's financial policy as "financial
sponsor-6," based on Hema's private equity ownership.  S&P
includes in its debt adjustments the loans provided by the
shareholder, Lion Capital, which have a principal amount of
EUR269.6 million.  In addition, senior PIK notes due 2020 with a
principal amount of EUR85 million, issued by Dutch Lion B.V., are
also included on S&P's adjusted debt calculation.  Although S&P
considers that these facilities have certain equity
characteristics, are non-cash-paying, and subordinated, it treats
them as debt-like, according to S&P's criteria.  However,
although S&P views the shareholder loan and the PIK facility as
debt-like, it recognizes their cash-preserving function,
especially supported by the company's prudent financial policy
regarding shareholder returns.  Excluding these debt-like
instruments, Hema's leverage would be in the upper range of 6x-7x
over the next three years.

In the absence of acquisitions and if Hema continues to follow a
prudent financial policy in terms of distributions to the
shareholder, S&P forecasts that Hema will be generating neutral-
to-slightly-positive free operating cash flow (FOCF) over the
next two years.

S&P's assessment of Hema's business risk profile as "fair"
incorporates S&P's view that the company is well-positioned as
the leading general merchandise retailer in its core markets in
The Netherlands, Belgium, and Luxembourg.  In addition, given its
strong brand recognition, leading niche positions, and strong
track record of operations over many decades, Hema should be able
to maintain its market position, even under intensifying
competition from local and international retail chains.

The company sells almost all products under the Hema brand.  On
the one hand, this supports Hema's bargaining power with
suppliers, resulting in a solid gross margin even in difficult
economic times.  On the other hand, it exposes Hema's gross
margin to adverse currency or raw materials price trends.

The major factors constraining Hema's business risk profile are
its operations in highly fragmented and competitive markets and
still-limited geographic diversification, as it generates over
70% of adjusted store EBITDA in The Netherlands, which is only
starting to show some signs of recovery.  In addition, S&P
considers that the nonfood retail segment faces strong price
competition, high seasonality, and volatility based on the
discretionary nature of purchases.  However, Hema's focus on
basic low-cost clothing somewhat mitigates these risks.

S&P is removing its positive comparable ratings analysis modifier
and aligning its corporate credit rating with the anchor of 'b'.
The removal of this modifier is based on the company's
deteriorating free cash flow generation, weakening operating
margins, and declining sales growth.

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

   -- An overall improving economic environment in The
      Netherlands (real GDP to rise by 1.6% in 2015 and 1.7% in
      2016) and Belgium (real GDP to rise by 1.3% in 2015 and
      1.7% in 2016).

   -- Slightly negative to flat revenue growth in financial years
      2015 and 2016, primarily based on new management
      initiatives and new store openings and effects from last
      year's initiatives to refurbish and remodel stores.
      Relatively stable margins, due to management's turnaround
      and cost-reduction initiatives.  Operating-lease
      commitments, which represent S&P's largest adjustment to
      reported debt, apart from the shareholder loan and PIK
      notes, will continue to increase, in line with business
      growth.

   -- Neutral free cash flow generation for the next financial
      year, due to smaller capital expenditure of about
      EUR30 million.

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

   -- Adjusted debt to EBITDA (including shareholder loans, PIK
      notes, and operating-lease adjustments) remaining around
      12x (6x-7x excluding the shareholder loan and PIK notes).

   -- If management commits to a prudent financial policy, some
      credit ratios in line with a better financial risk profile
      category than "highly leveraged," for example, funds from
      operations (FFO) cash interest coverage and reported EBITDA
      cash interest coverage about 2x (about 1x adjusted EBITDA
      interest coverage) in 2015-2016.

The stable outlook reflects S&P's view that, although the
operating performance will remain weak, the revenue decline
should moderate.  S&P expects Hema to maintain its market
position and pursue a prudent diversification strategy to expand
its stores. Furthermore, S&P considers that profitability is
likely to be flat thanks to various management initiatives taken
during the past year.  S&P thinks Hema should be able to return
to generating at least neutral FOCF over the next 12 months and
maintain adequate coverage of debt service costs.  Hema's
"adequate" liquidity, as well as its headroom under its financial
covenant, should, in S&P's opinion, enable it to withstand
potential temporary operating setbacks.

S&P doesn't think it likely that Hema will meaningfully reduce
its total adjusted leverage, owing to the PIK nature of the
shareholder loan.

S&P could lower the rating if the management cannot successfully
turn around its operations or if the group does not maintain its
profitability levels, as this could affect not only on its credit
metrics, but also the business risk profile.  S&P could downgrade
Hema if the group's business risk profile comes under strain due
to sustained weak trading, accompanied by a significant drop in
sales, margins, or market share.

S&P could also lower the rating because of lower EBITDA and cash
generation, resulting in reported EBITDA cash interest coverage
falling significantly below 2x or free cash flow remaining
strongly negative.

If Hema's financial policy toward shareholder remuneration became
more aggressive, S&P could consider a downgrade.

S&P could raise the rating if Hema's business operations grew
more strongly than S&P forecasts, on the back of a successful
expansion strategy in other countries, and this translated into a
higher business risk profile assessment.

S&P could also consider raising the rating if Hema's core
leverage ratios improved toward the "aggressive" category.  This
would occur if adjusted FFO to debt increased to more than 12%
and adjusted debt to EBITDA fell below 5x.


HIGHLANDER EURO II: S&P Hikes Rating on Cl. E Notes to B-(sf)
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
all classes of notes in Highlander Euro CDO II B.V.'s (primary
issuer) and Highlander Euro CDO II (Cayman) Ltd.'s (secondary
issuer).

The upgrades follow S&P's credit and cash flow analysis of the
transaction using data from the latest available trustee report
at the time of S&P's analysis (dated April 20, 2015).

The class A notes, the senior classes of notes in the structure,
have partially amortized since the end of the reinvestment period
in December 2013.  The note factor for the class A notes is
currently 59.5%.  This deleveraging has resulted in an increase
in the available credit enhancement for all classes of notes.

Based on the trustee report, all classes of notes are currently
passing their overcollateralization tests.  The collateral pool's
reported weighted-average spread has increased to 3.94% from
3.89% since our previous review on March 6, 2014.  The pool's
percentage of 'CCC' rated assets (debt obligations of obligors
rated 'CCC+', 'CCC', or 'CCC-') has decreased to 0.82% from 1.35%
over the same period.  S&P considers the portfolio to be well
diversified with more than 79 distinct obligors (with an average
exposure of 1.30%).  The portfolio's average credit quality is
more or less unchanged since S&P's previous review.

S&P conducted its cash flow analysis to determine the break-even
default rate for each rated class of notes.  S&P used the
portfolio balance that it considers to be performing, the
reported weighted-average spread, and the weighted-average
recovery rates that S&P considered to be appropriate.  S&P
incorporated various cash flow stress scenarios using its
standard default patterns, levels, and timings for each rating
category assumed for each class of notes, combined with different
interest stress scenarios as outlined in S&P's criteria.

The underlying portfolio includes exposure to assets domiciled in
lower-rated sovereigns (Italy, Greece, and Spain).  Under S&P's
nonsovereign ratings criteria, as the transaction's exposure to
these sovereigns is below 10% of the portfolio balance, S&P gives
full credit to obligors from these sovereigns in its cash flow
analysis.

The increase in available credit enhancement for all of the rated
classes of notes, due to the structural deleveraging, has
resulted in each class of notes achieving higher ratings in S&P's
cash flow analysis.  The results of S&P's cash flow analysis
indicate that all of the rated classes of notes are able to
sustain defaults at higher rating levels than those currently
assigned.  S&P has therefore raised its ratings on these classes
of notes.

"In our cash flow analysis, the class D (prim and sec) and E
(sec) notes pass at higher rating levels than the levels the
ratings have been raised to.  However, the application of the
largest obligor default test (a supplemental stress test that we
outline in our corporate cash flow collateralized debt obligation
[CDO] criteria) constrains our ratings on these classes of notes.
This test aims to address event and model risk by assessing
whether a CDO tranche has sufficient credit enhancement (not
including excess spread) to withstand specified combinations of
underlying asset defaults based on the ratings on the underlying
assets.  The test assumes a flat recovery of 5%," S&P said.

The issuer has entered into currency swap agreements with JP
Morgan Chase Bank, N.A. (A+/Stable/A-1).  In S&P's opinion, the
documented downgrade provisions do not fully comply with its
current counterparty criteria.  Therefore, in S&P's cash flow
analysis, the rating agency has assumed that there are no
currency swaps in the transaction in rating scenarios that are
above the long-term issuer credit rating on the counterparty plus
one notch, and has applied its standard foreign-exchange
stresses, in line with its current counterparty criteria.

Highlander Euro CDO II is a cash flow collateralized loan
obligation (CLO) transaction that securitizes loans granted to
primarily speculative-grade corporate firms.  The transaction
closed in Dec. 2006.  It is currently amortizing.  As the
reinvestment period ended in December 2013, the issuer now uses
scheduled principal proceeds to redeem the notes in the
transaction's documented order of priority.

RATINGS LIST

Highlander Euro CDO II B.V./Highlander Euro CDO II (Cayman) Ltd.
EUR771.3 Million Primary Secured Floating-Rate And Subordinated
Notes; Secondary Senior-Secured Floating-Rate Notes, Secondary
Mandatorily Redeemable Preferred Securities, Secondary
Combination Securities

Class           Rating         Rating
                To             From

Ratings Raised

A (prim)        AAA (sf)       AA+ (sf)
B (prim)        AA (sf)        A (sf)
C (prim)        A- (sf)        BBB (sf)
C (sec)         A- (sf)        BBB (sf)
D (prim)        BB+ (sf)       B+ (sf)
D (sec)         BB+ (sf)       B+ (sf)
E (sec)         B- (sf)        CCC+ (sf)


PENTA CLO 2: Moody's Assigns B2 Rating to Class F Notes
-------------------------------------------------------
Moody's Investors Service announced that it has assigned these
definitive ratings to notes issued by Penta CLO 2 B.V.:

   -- EUR234,000,000 Class A Senior Secured Floating Rate Notes
      due 2028, Definitive Rating Assigned Aaa (sf)

   -- EUR49,000,000 Class B Senior Secured Floating Rate Notes
      due 2028, Definitive Rating Assigned Aa2 (sf)

   -- EUR25,250,000 Class C Senior Secured Deferrable Floating
      Rate Notes due 2028, Definitive Rating Assigned A2 (sf)

   -- EUR20,000,000 Class D Senior Secured Deferrable Floating
      Rate Notes due 2028, Definitive Rating Assigned Baa2 (sf)

   -- EUR26,750,000 Class E Senior Secured Deferrable Floating
      Rate Notes due 2028, Definitive Rating Assigned Ba2 (sf)

   -- EUR13,000,000 Class F Senior Secured Deferrable Floating
      Rate Notes due 2028, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's rating of the rated notes addresses the expected loss
posed to noteholders by legal final maturity of the notes in
2028. The ratings reflect the risks due to defaults on the
underlying portfolio of loans given the characteristics and
eligibility criteria of the constituent assets, the relevant
portfolio tests and covenants as well as the transaction's
capital and legal structure.  Furthermore, Moody's is of the
opinion that the collateral manager, Partners Group (UK)
Management Ltd, has sufficient experience and operational
capacity and is capable of managing this CLO.

Penta CLO 2 is a managed cash flow CLO.  At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans.  The portfolio is expected to be approximately 75% ramped
up as of the closing date and to be comprised predominantly of
corporate loans to obligors domiciled in Western Europe.  The
remainder of the portfolio will be acquired during the six month
ramp-up period in compliance with the portfolio guidelines.

Partners Group will manage the CLO.  It will direct the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four-year
reinvestment period. Thereafter, purchases are permitted using
principal proceeds from unscheduled principal payments and
proceeds from sales of credit risk and credit improved
obligations, and are subject to certain restrictions.

In addition to the six classes of notes rated by Moody's, the
Issuer will issue EUR46,100,000 of subordinated notes.  Moody's
has not assigned rating to this class of notes.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to
pay down the notes in order of seniority.

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

The rated notes' performance is subject to uncertainty.  The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change.  Partners Group's investment
decisions and management of the transaction will also affect the
notes' performance.

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
February 2014. The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders.  Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche.

Moody's used these base-case modeling assumptions:

Par Amount: EUR400,000,000
Diversity Score: 36
Weighted Average Rating Factor (WARF): 2920
Weighted Average Spread (WAS): 4.20%
Weighted Average Coupon (WAC): 6.50%
Weighted Average Recovery Rate (WARR): 42.0%
Weighted Average Life (WAL): 8 years.

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below.  As per the portfolio
constraints, exposures to countries with local currency country
risk ceiling rating of A1 or below cannot exceed 10%, with
exposures to countries local currency country risk ceiling rating
of Baa1 to Baa3 further limited to 5%.  Following the effective
date, and given these portfolio constraints and the current
sovereign ratings of eligible countries, the total exposure to
countries with a LCC of A1 or below may not exceed 10% of the
total portfolio.  As a worst case scenario, a maximum 5% of the
pool would be domiciled in countries with LCC of Baa1 to Baa3 and
5% would be domiciled in countries with LCC of A1 to A3.  The
remainder of the pool will be domiciled in countries which
currently have a LCC of Aa3 and above.  Given this portfolio
composition, the model was run with different target par amounts
depending on the target rating of each class of notes as further
described in the methodology.  The portfolio haircuts are a
function of the exposure size to countries with a LCC of A1 or
below and the target ratings of the rated notes and amount to
0.75% for the Class A notes, 0.50% for the Class B notes, 0.375%
for the Class C notes and 0% for Classes D, E and F notes.

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted additional sensitivity analyses, which were an
important component in determining the rating assigned to the
rated notes. These sensitivity analyses includes increased
default probability relative to the base case.  Below is a
summary of the impact of an increase in default probability
(expressed in terms of WARF level) on each of the rated notes
(shown in terms of the number of notch difference versus the
current model output, whereby a negative difference corresponds
to higher expected losses), holding all other factors equal:

Percentage Change in WARF: WARF + 15% (to 3358 from 2920)
Ratings Impact in Rating Notches:
Class A Senior Secured Floating Rate Notes: 0
Class B Senior Secured Floating Rate Notes: -2
Class C Senior Secured Deferrable Floating Rate Notes: -2
Class D Senior Secured Deferrable Floating Rate Notes: -2
Class E Senior Secured Deferrable Floating Rate Notes: 0
Class F Senior Secured Deferrable Floating Rate Notes: 0
Percentage Change in WARF: WARF +30% (to 3796 from 2920)
Class A Senior Secured Floating Rate Notes: -1
Class B Senior Secured Floating Rate Notes: -3
Class C Senior Secured Deferrable Floating Rate Notes: -4
Class D Senior Secured Deferrable Floating Rate Notes: -2
Class E Senior Secured Deferrable Floating Rate Notes: -1
Class F Senior Secured Deferrable Floating Rate Notes: 0



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


CHAVES SME: Moody's Affirms C Rating on EUR9.6MM Class E Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the rating of Chaves SME
CLO No.1's class B notes to Baa1 (sf) from Ba2 (sf).  The upgrade
concludes the rating review for upgrade initiated on March 20,
2015 following updates to Moody's structured finance rating
methodologies.  At the same time, Moody's has affirmed the class
C, D and E notes' ratings.

The upgrade follows the update of structured finance
methodologies and the upgrade of Citibank, N.A., which holds two
fully funded liquidity reserves as the issuer account bank.

Chaves SME CLO No.1 is a Portuguese asset-backed securities (ABS)
securitization of loans to small and medium sized enterprises
(SME).  The originator is BPN -- Banco Portugues de Negocios,
S.A. a non-rated entity which was acquired by Banco BIC
Portugues, S.A. in 2012 (not rated).

RATINGS RATIONALE

The upgrade concludes the class B notes' rating review placement
after the updates to several of Moody's structured finance rating
methodologies.  It also reflects the upgrade of the issuer
account bank, Citibank, N.A.'s long-term rating to A1 from A2 on
May 28, 2015.

COUNTERPARTY RISK EXPOSURE AND UPDATES TO MOODY'S STRUCTURE
FINANCE RATING METHODOLOGIES

Moody's considered the notes' exposure to relevant
counterparties, such as the servicer or account banks.  When
analyzing commingling risk, Moody's now matches banks' exposure
in structured finance transactions to the CR Assessment, and to
the bank deposit rating when analyzing set off risk.  Moody's has
introduced a recovery rate assumption of 45% for both exposures.

The reserve fund, which is held at Citibank, N.A., fully cash
collateralizes the class B notes. However, operational risk
exposure caps Moody's ratings in Chaves SME CLO No.1 at Baa1
(sf). Moody's has therefore upgraded the class B notes' rating to
Baa1 (sf).  Operational risk exposure caps the rating due to the
presence of a non-rated servicer, the lack of a back-up servicer
and the presence of an independent cash manager (Citibank, N.A.).
The agency has also considered the exposure to The Royal Bank of
Scotland plc (A3/Prime 2) as swap counterparty, which does not
constrain Moody's ratings in the transaction.

KEY COLLATERAL ASSUMPTIONS

Transaction performance remains aligned with Moody's
expectations. As of May 2015, the arrears of more than 90 days
were 4.11%, which is below the deal's average performance over
the last year (5.6%). Cumulative defaults as a percentage of the
total securitized portfolio amounted to 7.89% in May 2015, which
is lower than the assumed lifetime cumulative default of 8.5%.
The principal deficiency ledger (PDL) stood at EUR 30.17 million
in May 2015, which is in line with the PDL's observed performance
over the last two years.  The current recovery rate, at 31.3%, is
slightly below the assumed lifetime cumulative recovery rate
assumption of 35%.

As a result, Moody's default probability assumption remains
unchanged at 24%, as a percentage of the current pool balance
(equivalent to 8.5% of the total securitized pool).  Moody's
recovery rate assumption remains at 35%.  These figures are in
line with the deal's current performance.  These assumptions,
combined with a volatility figure of 50.6%, correspond to a
portfolio credit enhancement of 43%.

Principal methodology:

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) lower 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's counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) higher 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's
counterparties.

List of Affected Ratings:

Issuer: Chaves SME CLO No. 1

   -- EUR21M B Notes, Upgraded to Baa1 (sf); previously on
      Mar 20, 2015 Ba2 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR38.05M C Notes, Affirmed Caa2 (sf); previously on
      Jan 23, 2015 Affirmed Caa2 (sf)

   -- EUR4.9M D Notes, Affirmed Ca (sf); previously on Jun 17,
      2013 Affirmed Ca (sf)

   -- EUR9.6M E Notes, Affirmed C (sf); previously on Jun 17,
      2013 Affirmed C (sf)



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


BANK URALSIB: Moody's Lowers LT Deposit Ratings to 'Caa1'
---------------------------------------------------------
Moody's Investors Service has downgraded Bank Uralsib's long-term
local and foreign-currency deposit ratings to Caa1 (negative)
from B2, and its baseline credit assessment (BCA) to caa1 from
b2. At the same time, Moody's affirmed the Not-Prime short-term
local and foreign-currency deposit ratings. These actions
conclude the review on the bank's ratings initiated on March 17,
2015, following the publication of Moody's revised bank rating
methodology.

In light of the new bank rating methodology, Moody's rating
actions on Bank Uralsib's ratings generally reflect the following
considerations (1) the "Weak+" macro profile of Russia (Ba1
negative); and (2) the banks' core financial ratios. Moody's has
also assigned Counterparty Risk assessments (CR Assessments) of
B3 (cr)/Not-Prime(cr) to Bank Uralsib, in line with its revised
bank rating methodology.

RATINGS RATIONALE

The new methodology includes several elements that Moody's has
developed to help accurately predict bank failures. These new
elements capture insights gained from the crisis and the
fundamental shift in the banking industry and its regulation.

(1) THE "WEAK+" MACRO PROFILE OF RUSSIA

Bank Uralsib's operations are concentrated in Russia, so they are
affected by the country's challenging operating environment,
characterised by a high susceptibility to shocks or event risk
and low institutional strength.

(2) THE BANKS' CORE FINANCIAL RATIOS

The bank's BCAs reflect the overall weak macroeconomic conditions
in Russia that exert pressure on the local banks' asset quality
and profitability. Bank Uralsib's financial metrics are already
weak and are vulnerable to the negative operating conditions,
which drove the rating agency's decision to downgrade the bank's
BCA.

The downgrade of Bank Uralsib's deposit ratings to Caa1/Not-Prime
from B2/Not-Prime follows the downgrade of the BCA to caa1 from
b2. The major drivers behind Moody's decision to downgrade the
bank's BCA are the weak solvency metrics, particularly its
fragile asset quality, low capital adequacy levels and weak
profitability. At year-end 2014, Bank Uralsib reported a
nonperforming loan ratio of 15.8% of gross loans, comprising
overdue and impaired loans in the corporate segment and retail
loans 90+ days overdue.

Given the above-mentioned composition of the loan book and loan
loss reserves at 10.5% of gross loans, Moody's believes that this
asset-quality profile would create substantial risks for the
bank's earnings and, ultimately, capital cushion, if problem
loans were to require additional provisioning. The deteriorated
operating environment means that this particular scenario now has
a higher likelihood of occurring. At the same time, about 100% of
the bank's Tier 1 capital was allocated to investments into non-
core assets such as insurance companies and real-estate holding
funds. In public IFRS financial statements for 2014, the bank's
auditor challenged the overall bank's approach in assessing the
fair value of these investments, stating that the negative
operating environment indicates a higher likelihood of asset
impairments; thus, the bank might recognize additional losses in
next 12-18 months.

The bank's ability to absorb any substantial deterioration in
assets is limited given the bank's reported 14.2% total capital
adequacy ratio (Basel I) and 7.98% Tier 1 capital adequacy ratio
at year-end 2014. Furthermore, the low efficiency of the bank's
business and high credit costs resulted in losses for four
consecutive years, and Moody's does not expect the bank's
performance to improve in 2015.

WHAT COULD CHANGE THE RATINGS UP/DOWN

The current weak operating environment in Russia means that Bank
Uralsib's ratings have limited upside potential. Downward rating
pressure could develop from further deterioration of the bank's
asset quality, profitability and/or capital levels amidst the
very weak operating conditions.

--- ASSIGNMENT OF COUNTERPARTY RISK ASSESSMENTS

Moody's has assigned the B3(cr)/Not-Prime(cr) CR Assessments to
Bank Uralsib, one notch above the bank's deposit ratings.

CR Assessments are opinions of how counterparty obligations are
likely to be treated if a bank fails and are distinct from debt
and deposit ratings in that they (1) consider only the risk of
default rather than the likelihood of default and the expected
financial loss suffered in the event of default; and (2) apply to
counterparty obligations and contractual commitments rather than
debt or deposit instruments. The CR Assessment is an opinion of
the counterparty risk related to a bank's covered bonds,
contractual performance obligations (servicing), derivatives
(e.g., swaps), letters of credit, guarantees and liquidity
facilities.


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


CIRSA GAMING: Moody's Changes Outlook on B2 CFR to Positive
-----------------------------------------------------------
Moody's Investors Service affirmed Cirsa Gaming Corporation
S.A.'s B2 corporate family rating (CFR), B2-PD probability of
default rating, the (P)B3 rating on the EUR500 million senior
unsecured notes issued by Cirsa Funding Luxembourg S.A., as well
as the B3 rating on the senior unsecured notes due 2018 also
issued by Cirsa Funding Luxembourg S.A., post partial prepayment.
The outlook has changed to positive from stable.

RATINGS RATIONALE

The change in outlook to positive from stable reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the cross-sector
rating methodology Financial Statement Adjustments in the
Analysis of Non-Financial Corporations, published on June 15,
2015. The updated approach has resulted in Cirsa's Moody's
adjusted leverage ratio for FY 2014 to decrease to 3.6x from
4.2x.

RATIONALE FOR THE POSITIVE OUTLOOK

The positive outlook on Cirsa's ratings reflects Moody's
expectation that the company will mitigate future weaknesses in
operating performance, including local currency depreciation in
Argentina, maintaining credit metrics around current levels. The
positive outlook also incorporates an assumption that there will
be no further materially adverse regulations and/or taxation
changes.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure could be exerted on the rating if Cirsa's strong
operating performance enables the company to improve its credit
metrics such that the debt/EBITDA ratio (as adjusted by Moody's)
trends to below 3.5x and the EBIT/interest coverage ratio stays
above 2.0x on a sustainable basis. Upward rating pressure would
also require an improvement in the company's liquidity profile,
reducing the reliance on refinancing short-term debt.

Conversely, downward pressure could be exerted on the rating if
Cirsa's adjusted leverage were to increase above 4.5x or its
EBIT/interest coverage ratio were to trend towards 1.2x, whether
as a result of a change in financial policy or a deterioration in
operating performance. The rating could also come under pressure
if Moody's were to consider Cirsa's liquidity to have become
inadequate to support the company's operations or debt servicing.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.

Headquartered in Terrassa, Spain, Cirsa is a leading Spanish
gaming company, with substantial operations in Italy and Latin
America. The company operates approximately 76,000 gaming
machines, 129 casinos, 71 bingo halls, 1,125 betting locations
and 123 arcades. For the year ended December 2014, Cirsa reported
net operating revenues of approximately EUR1.353 billion and
EBITDA of EUR328 million. The company is controlled by a single
individual, Manuel Lao Hernandez, who owns 100% of Cirsa's
ordinary shares (47.1% directly and 51.0 % indirectly, with the
remainder owned indirectly by members of Mr. Lao's immediate
family).


===========
T U R K E Y
===========


HSBC BANK: S&P Lowers Long-Term Issuer Credit Rating to 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its global scale long-
term issuer credit rating on Turkey-based HSBC Bank AS (HSBC/T)
to 'BB' from 'BB+'.  The outlook on this rating is developing.
S&P also lowered its Turkish national scale long-term rating on
the bank to 'trAA' from 'trAA+'.  S&P also affirmed its trA-1
short-term national scale rating on the bank.  In addition, S&P
lowered its ratings on HSBC Bank Brasil S.A. to 'BB+/B' from
'BBB-/A-3' and placed them on CreditWatch developing.

The rating actions follow HSBC Holdings PLC's (HSBC) June 9,
2015, announcement of planned sale of HSBC/T and HSBC Brasil.
Consequently, S&P revised its assessment of both banks'
subsidiary status to "moderately strategic important" from
"strategically important".  Therefore, S&P's ratings on both
banks benefit from only one notch of group support, compared with
two notches prior to the rating actions.  Currently, their stand-
alone credit profiles (SACP) can't compensate for the lower
extraordinary support they receive from HSBC.



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


DOBSON & CROWTHER: In Administration, 79 Jobs at Risk
-----------------------------------------------------
BBC News reports that Dobson & Crowther Limited has gone into
administration, putting 79 jobs at risk.

The company had to restructure in 2014 after the loss of its
biggest customer, BBC relates.

According to BBC, Christopher Ratten of Baker Tilly --
chris.ratten@bakertilly.co.uk -- a joint administrator, said it
had "experienced a challenging 18 months".

Administrators are now considering the possibility of continuing
the business for a short period in order to fulfill outstanding
orders, BBC discloses.

Dobson & Crowther Limited is a printing firm in Denbighshire.


HORNBY: Plans to Delist From Alternative Investment Market
----------------------------------------------------------
Rebecca Burn-Callander at The Telegraph reports that Hornby, the
company behind Thomas The Tank Engine, has announced plans to
delist the business from the main market to move over to London's
Alternative Investment Market (AIM).

The AIM listing, which is currently subject to shareholder
approval, will raise GBP15 million through the placing of 15m new
ordinary shares at 95p per share, which will be used to pay off
GBP8 million of bank debt, The Telegraph discloses.

Hornby, as cited by The Telegraph, said it was unable to raise
sufficient funds from existing investors because it cannot afford
to publish a prospectus. AIM regulations do not require a
prospectus.

The market switch was announced alongside full-year results,
which shows that Hornby is back in profit, The Telegraph relays.

The company went off the rails in 2014, posting a GBP1.1 million
loss, The Telegraph recounts.  But in the last financial year,
which ended on March 31, Hornby was back on track, reporting
underlying pre-tax profits of GBP1.6 million on revenues up 13%
at GBP58.1 million, The Telegraph notes.

Hornby is a model trainmaker.


KERLING PLC: Moody's Puts 'Caa1' CFR on Review for Upgrade
----------------------------------------------------------
Moody's Investors Service has placed the ratings of Kerling plc
("Kerling" or "the company"; CFR at Caa1, PDR at Caa1-PD and
senior secured notes ratings at Caa1) under review for upgrade.

The rating action follows the European Commission (EC) approval
of the formation of the INOVYN joint venture between Kerling's
ultimate parent company, Ineos AG (unrated), and Solvay S.A.
(Baa2 stable). Kerling on the same day announced that the joint
venture partners intended to form INOVYN, which will be the
largest player in European chlorvinyls, on July 1.

RATINGS RATIONALE

The review for upgrade is triggered by Moody's expectations that
the joint venture will have stronger financial metrics and
liquidity than Kerling does currently. Kerling has stated that
the joint venture will have 1.3 turns of leverage lower than
Kerling. It also takes into consideration Kerling's improved
operating performance in the first quarter of 2015 and Moody's
expectations of a stronger European PVC market in 2015.

Kerling's announcement followed the EC approving International
Chemical Investors Group (ICIG, unrated) as the buyer of Kerling-
owned assets in Belgium, France, the Netherlands, Germany and the
UK, the sales of which were required to receive EC approval to
form the joint venture. The INOVYN assets will consist of
Kerling's chlorvinyls and related businesses, and Solvay's vinyl
assets, which are part of SolVin, as well as its chlor chemicals
business. INOVYN will operate across 18 sites in Belgium, France,
Germany, Italy, Norway, Spain, Sweden and the UK.

Moody's expects that any new financing at the joint venture will
result in a stronger liquidity profile than Kerling has
currently. Kerling's liquidity is weak: as of March 31, 2015, it
had EUR32 million of cash on hand and EUR83 million available
under a securitisation facility that matures on 30 June 2016, the
same date that the company's EUR75 million secured notes mature.
Over the next 12 months, Moody's expects free cash flow from
higher PVC margins, boosted by a weaker euro, its Schkopau plant
in Germany being off-line, various competitor plant outages in
Europe and rising caustic prices. However, absent the renewal of
the securitisation facility, the rating agency expects liquidity
to remain weak because of the 2016 bond maturity. Kerling has
also not addressed the fact that the remainder of its debt is
maturing in February 2017.

A potential partial mitigating factor would be Kerling selling
its 50% stake in the noretyl cracker to Ineos Group Holdings S.A.
(B1 stable). Kerling has stated that such a sale would provide
approximately EUR200 million in cash proceeds.

Moody's review will focus on obtaining financial information on
the combined company, the legal structure of the joint venture,
potential guarantees from other entities within INOVYN and
additional information to understand the credit profile of the
new joint venture and Kerling's seniority in the capital
structure relative to other legal entities that may issue or
contain debt and debt-like liabilities. Based on management
information, the INOVYN assets' EBITDA for the last 12 months to
31 March 2015 (pro forma for the transaction and excluding
earnings from the required divestments) was EUR202 million. This
compares with EUR164 million reported for the current Kerling
business over the same period.

Kerling has also stated that net debt will slightly decline
following the formation of the joint venture. As of 31 March
2015, Kerling's debt/EBITDA, as adjusted by Moody's, was 7.6x.
Assuming the additional pro forma EBITDA of EUR38 million before
the benefit of synergies and using the same adjusted debt for
Kerling on a standalone basis, with no changes in pension or
lease adjustments, Moody's estimates that debt/EBITDA would fall
to 6.3x under a best-case scenario.

However, the rating agency does not know what Moody's pension and
lease adjustments will be for the new joint venture, and is
uncertain about how the required divestments to ICIG will affect
earnings and cash flow generation. Additionally, there are no
details on the new capital or legal structure that the joint
venture will put in place, management's strategic objectives for
INOVYN, or the scope and cost of any synergies.

Against this background, Moody's review will assess (i) the
starting pro-forma adjusted credit metrics for the joint venture,
(ii) any structural or contractual subordination of Kerling's
existing notes , (iii) earnings and cash flow generation going
forward, including impacts of the sale of the 50% stake in the
cracker, and any benefits from synergies from the joint venture,
(iv) management's strategic objectives and corporate governance
for INOVYN, and (v) liquidity at the joint venture and
refinancing risk associated with the current Kerling debt that
matures in 2016 and 2017.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's had previously stated that Kerling's CFR could be
upgraded if (i) there is a sustained improvement in the PVC
market in Europe; and (2) Kerling's EBITDA margin improves above
9%, the company generates stronger cash flow and it reverses the
negative trend in its leverage, with Moody's-adjusted debt/EBITDA
declining to below 5.5x on a sustainable basis.

If Moody's expects Kerling to achieve this while maintaining
adequate liquidity, Kerling's CFR might be upgraded.

As Kerling's ratings have been place under review for upgrade, a
near-term downgrade of the CFR in unlikely to occur. That said,
over time Kerling's ratings could be downgraded if operating
performance deteriorates from current levels, leading to (i)
materially lower profitability on a sustained basis; (ii)
negative free cash flow generation and a weaker liquidity
position; or (iii) a Moody's-adjusted debt/EBITDA remaining above
7.5x on a sustained basis.

PRINCIPAL METHODOLGIES

The principal methodology used in these ratings was Global
Chemical Industry Rating Methodology published in December 2013.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Kerling is a leading PVC and caustic soda producer in Europe,
with additional positions in salt, brine and sulphur chemicals.
It was formed by Ineos Capital through a combination of the Hydro
ASA polymers business acquired in 2008, Ineos Enterprises and
Ineos ChlorVinyls. At the end of 2014, Kerling reported turnover
of approximately EUR2.4 billion and Moody's adjusted EBITDA of
EUR160 million.


LADBROKES PLC: Moody's Changes Outlook on Ba2 CFR to Stable
-----------------------------------------------------------
Moody's Investors Service affirmed Ladbrokes Plc's Ba2 corporate
family rating (CFR), Ba2-PD probability of default rating and the
Ba2 rating on the GBP225 million senior unsecured notes issued by
Ladbrokes Group Finance Plc. The outlook has changed to stable
from negative.

RATINGS RATIONALE

The change in outlook to stable from negative reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the cross-sector
rating methodology Financial Statement Adjustments in the
Analysis of Non-Financial Corporations, published on June 15,
2015. The updated approach has resulted in Ladbrokes' Moody's
adjusted leverage ratio for FY 2014 to decrease to 3.5x from
4.7x.

RATIONALE FOR THE STABLE OUTLOOK

The stable rating outlook reflects Moody's expectation that
Ladbrokes will be able to mitigate the impact of the fiscal and
regulatory changes in the UK in FY 2015 and gradually improve its
free cash flow generation. The stable outlook is also premised on
Ladbrokes maintaining an adequate liquidity profile by retaining
its ample covenant headroom and availability under its facilities
and proactively refinancing upcoming maturities well in advance.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure could be exerted on the rating if debt/EBITDA (as
adjusted by Moody's) trends towards 3.5x and the company's
retained cash flow (RCF)/debt (as adjusted by Moody's) remains
above 20%, both on a sustainable basis, whilst maintaining
positive free cash flow generation.

A downgrade of the ratings could occur if we expect that
Ladbrokes' adjusted debt/EBITDA to rise above 4.5x, or if free
cash flow turns zero, or if there any weakening of the company's
liquidity profile. A downgrade could also occur as a result of
further delays in the digital division turnaround or negative
regulatory actions.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.

Established in 1886, Ladbrokes a leading bookmaker in the UK. As
at December 2014, the company's retail network included 4,084
betting and gaming shops, of which 2,256 were located in the UK
with the remaining in Ireland, Belgium and Spain. In Spain,
Ladbrokes has entered into a joint venture, called Sportium, with
gaming company Cirsa. Ladbrokes' portfolio also includes digital
betting and gaming accessible via Internet as well as telephone
betting. The company does not operate casinos. Including high
rollers, Ladbrokes generated revenues of GBP1,174.6 million in
FY2014, and reported EBITDA of GBP188.4 million (GBP233.0 million
on a Moody's adjusted basis). The company' average number of
employees in 2014 was 12,911, of which 86% were located in the
UK.


RMAC 2005-NS2: Moody's Confirms Ba2 Rating on 2 Note Tranches
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 12 notes,
confirmed the ratings of 2 notes and affirmed the ratings of 9
notes in 3 UK non-conforming residential mortgage-backed
securities (RMBS) transactions: RMAC 2005-NSP2 PLC, RMAC
SECURITIES No. 1 PLC Series 2006-NS1 and RMAC SECURITIES No. 1
PLC Series 2006-NS2.

The rating actions are prompted by (i) the conclusion of the
review of the rating of the swap counterparty (ii) the revision
of key collateral assumptions. The rating actions also
incorporate the operational risk cap of Aa2 placed on the notes'
ratings across all three transactions.

RATINGS RATIONALE

The rating actions conclude the placement on review for upgrade
of 4 notes in RMAC 2005-NSP2 PLC, 5 notes in RMAC SECURITIES No.
1 PLC Series 2006-NS1 and 5 notes in RMAC SECURITIES No. 1 PLC
Series 2006-NS2 after the updates to several Moody's rating
methodologies.

Following the placement on review of the notes on March 20, 2015,
The Royal Bank of Scotland plc (RBS)'s long term domestic deposit
rating was upgraded to A3 and its Counterparty Risk Assessment
("CR Assessment") was assigned at A3(cr) on May 28, 2015.  RBS
acts as the swap counterparty in all three transactions.

Moody's confirmed the ratings of securities whose credit
enhancement is sufficient to maintain current rating on the
affected notes.

-- COUNTERPARTY RISK EXPOSURE AND UPDATES TO MOODY'S STRUCTURE
    FINANCE RATING METHODOLOGIES

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer, account banks or swap
providers. Moody's incorporated the updates to its structured
finance methodologies in its analysis of the transactions
affected by the rating actions (see "Moody's updates several
structured finance rating methodologies in light of its new
counterparty risk assessment for banks", published on March 16,
2015). Moody's uses CR Assessments to measure the risk of default
for exposures to swap counterparties.

-- KEY COLLATERAL ASSUMPTIONS

Moody's has reassessed its lifetime loss expectation taking into
account the collateral performance of the transactions to date.
The three securitized pools are performing in line with Moody's
expected loss assumptions. As a result, Moody's maintained the
Expected Loss assumptions at 1.5% for RMAC 2005-NSP2 PLC, 3.2%
for RMAC SECURITIES No. 1 PLC Series 2006-NS1, and 4.2% for RMAC
SECURITIES No. 1 PLC Series 2006-NS2 of the original pool
balance.

The actions also reflect the improving characteristics of the
collateral resulting in a lower MILAN CE assumption for all three
transactions. Moody's lowered the MILAN CE assumption in all
three transactions to reflect the decreasing weighted average
loan-to-value ratio since their last rating actions. Moody's
revised the Milan CE assumption to 14.1% in RMAC 2005-NSP2 PLC
from 20.5%, to 17.85% in RMAC SECURITIES No. 1 PLC Series 2006-
NS1 from 25% and to 20.65% in RMAC SECURITIES No. 1 PLC Series
2006-NS2 from 32%.

Principal Methodology:

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

The analysis undertaken by Moody's at the initial assignment of a
rating for an RMBS security may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage. Please see Moody's Approach to Rating RMBS Using the MILAN
Framework for further information on Moody's analysis at the
initial rating assignment and the on-going surveillance in RMBS.

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) better-than-expected performance of the
underlying collateral; (2) deleveraging of the capital structure;
and (3) improvements in the credit quality of the transaction
counterparties

Factors or circumstances that could lead to a downgrade of the
ratings include (1) 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: RMAC 2005-NSP2 PLC

GBP220 million Class A2a Notes, Affirmed Aa2 (sf); previously on
Jul 20, 2011 Downgraded to Aa2 (sf)

US$440 million Class A2b Notes, Affirmed Aa2 (sf); previously on
Jul 20, 2011 Downgraded to Aa2 (sf)

EUR290 million Class A2c Notes, Affirmed Aa2 (sf); previously on
Jul 20, 2011 Downgraded to Aa2 (sf)

GBP22 million Class M1a Notes, Affirmed Aa2 (sf); previously on
Mar 11, 2015 Confirmed at Aa2 (sf)

EUR48 million Class M1c Notes, Affirmed Aa2 (sf); previously on
Mar 11, 2015 Confirmed at Aa2 (sf)

GBP26 million Class M2a Notes, Upgraded to Aa3 (sf); previously
on Mar 20, 2015 A2 (sf) Placed Under Review for Possible Upgrade

EUR37 million Class M2c Notes, Upgraded to Aa3 (sf); previously
on Mar 20, 2015 A2 (sf) Placed Under Review for Possible Upgrade

GBP10 million Class B1a Notes, Upgraded to A1 (sf); previously
on
Mar 20, 2015 Baa2 (sf) Placed Under Review for Possible Upgrade

EUR22 million Class B1c Notes, Upgraded to A1 (sf); previously
on
Mar 20, 2015 Baa2 (sf) Placed Under Review for Possible Upgrade

Issuer: RMAC SECURITIES No. 1 PLC Series 2006-NS1

GBP385 million Class A2a Notes, Affirmed Aa2 (sf); previously on
Mar 7, 2014 Affirmed Aa2 (sf)

EUR400 million Class A2c Notes, Affirmed Aa2 (sf); previously on
Mar 7, 2014 Affirmed Aa2 (sf)

GBP30 million Class M1a Notes, Upgraded to Aa2 (sf); previously
on Mar 20, 2015 Aa3 (sf) Placed Under Review for Possible
Upgrade

EUR59 million Class M1c Notes, Upgraded to Aa2 (sf); previously
on Mar 20, 2015 A1 (sf) Placed Under Review for Possible Upgrade

GBP23.25 million Class M2a Notes, Upgraded to A1 (sf);
previously on Mar 20, 2015 A3 (sf) Placed Under Review for
Possible Upgrade

EUR20 million Class M2c Notes, Upgraded to A1 (sf); previously
on Mar 20, 2015 A3 (sf) Placed Under Review for Possible Upgrade

EUR60.5 million Class B1c Notes, Upgraded to Baa1 (sf);
previously on Mar 20, 2015 Ba1 (sf) Placed Under Review for
Possible Upgrade

Issuer: RMAC SECURITIES No. 1 PLC Series 2006-NS2

GBP210.6 million Class A2a Notes, Affirmed Aa2 (sf); previously
on Jul 20, 2011 Downgraded to Aa2 (sf)

EUR225 million Class A2c Notes, Affirmed Aa2 (sf); previously on
Jul 20, 2011 Downgraded to Aa2 (sf)

GBP26 million Class M1a Notes, Upgraded to Aa2 (sf); previously
on Mar 20, 2015 A1 (sf) Placed Under Review for Possible Upgrade

EUR37.5 million Class M1c Notes, Upgraded to Aa2 (sf);
previously on Mar 20, 2015 A1 (sf) Placed Under Review for
Possible Upgrade

EUR35.6 million Class M2c Notes, Upgraded to A1 (sf); previously
on Mar 20, 2015 Baa1 (sf) Placed Under Review for Possible
Upgrade

GBP15 million Class B1a Notes, Confirmed at Ba2 (sf); previously
on Mar 20, 2015 Ba2 (sf) Placed Under Review for Possible
Upgrade

EUR13.8 million Class B1c Notes, Confirmed at Ba2 (sf);
previously on Mar 20, 2015 Ba2 (sf) Placed Under Review for
Possible Upgrade


WILLIAM HILL: Moody's Alters Outlook on Ba1 CFR to Positive
----------------------------------------------------------
Moody's Investors Service affirmed William Hill plc's Ba1
corporate family rating (CFR), Ba1-PD probability of default
rating and Ba1 ratings on its GBP300 million and GBP375 million
senior unsecured notes. The outlook has changed to positive from
stable.

RATINGS RATIONALE

The change in outlook to positive from stable reflects the
reduction in adjusted debt due to changes in Moody's approach for
capitalizing operating leases. The updated approach for standard
adjustments for operating leases is explained in the cross-sector
rating methodology Financial Statement Adjustments in the
Analysis of Non-Financial Corporations, published on June 15,
2015. The updated approach has resulted in William Hill's Moody's
adjusted leverage ratio for FY 2014 to decrease to 2.3x from
2.6x.

The change in outlook also takes into account the company's
strong performance in FY 2014 almost across all divisions and
Moody's expectation that the company will be able to mitigate in
FY 2015 the impact of increased taxation and regulatory measures
whilst maintaining strong credit metrics for this rating
category.

RATIONALE FOR THE POSITIVE OUTLOOK

The positive rating outlook reflects Moody's expectation that
William Hill's credit metrics will remain strongly positioned for
the Ba1 rating category is spite of fiscal and regulatory
headwinds.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure could be exerted on the rating if William Hill's
adjusted debt/EBITDA declines below 3.0x and its RCF/net debt
rises above 20%, both on a sustainable basis whilst maintaining
meaningful free cash flow generation and a conservative financial
policy. Material debt funded acquisition or increased return to
shareholder could lead to a stabilization of the outlook.

Negative pressure could be exerted on the rating if the company's
credit metrics become weaker than the targets set for the rating
category, with the ratio of adjusted debt/EBITDA increasing
towards 4.0x. Challenges to the company's liquidity risk profile
could also have negative rating implications.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.

Established in 1934, William Hill plc is a leading sports betting
and gaming company that operates predominantly in the UK, a
market that provided approximately 82% of the company's net
revenues in fiscal year 2014. William Hill's main delivery
channels are retail and online: the former through 2,362 or so
licensed betting shops in the UK with over-the-counter betting
and gaming machines, and the latter offering sports book
(betting), casino games, poker, bingo and live Casino gaming via
mobile and internet connections. In FY 2014, William Hill
generated revenues of GBP1.6 billion and EBITDA of GBP461 million
on a Moody's adjusted basis. The company has been listed on the
London Stock Exchange since 2002.



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


* BOOK REVIEW: EPIDEMIC OF CARE
-------------------------------
Author: George C. Halvorson
George J. Isham, M.D.
Publisher: Jossey-Bass; 1st edition
Hardcover: 271 pages
List Price: $28.20
Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/0787968889/internetbankrup
t

Halvorson and Isham worked together as leaders of the Minneapolis
health-care organization HealthPartners; Halvorson as chairman
and CEO, and Isham as medical director and chief health officer.
From their positions as leaders in the health-care field, they
have gained a broad, thorough understanding of the structure,
workings, and the problems of America's health-care system. Their
"Epidemic of Care" written in a readable, lucid, jargon-free
style is a timely work for anyone interested in the pressing
matter of satisfactory health care in America. This includes
government workers, politicians, executives of HMOs and
hospitals, and critics of health care, to individuals making
choices about their own health care. It is a notable work both
practical and visionary that one hopes legislators and heads of
HMOs will take in. For Halvorson and Isham make their way through
the daunting complexities of today's health-care system to put
their finger on its core problems and offer practicable solutions
to these.

The two main problematic issues of contemporary health care are
health-care costs and quality of care. These two authors offer
solutions taking into consideration both of these. They put forth
balanced proposals instead of the many one-sided ones which
stress cutting costs at the expense of care or favor care
regardless of costs, costs usually born by government from tax
revenues. In the authors' comprehensive, balanced proposals,
corporations and businesses of all sizes, government agencies,
health-care organizations of all types, state and local
governments and health organizations, and also individuals work
together cooperatively for the goal of affordable, effective, and
widespread up-to-date health care.

Before outlining their program for dealing with the problems in
health care, which are only growing worse in the present system,
the authors relate information on different parts of today's
system most readers would not be aware of. Then they analyze it
to focus in on what is causing the problems in the particular
area of health care. In some cases, misconceptions held among the
public are cleared up, paving the way toward agreement on what
are the real problems and coming up with acceptable solutions for
them. The percentage of the cost of HMO membership and insurance
premiums going for administration is one such misconception.
"People guess, in fact, that HMO and insurance administration
costs are about 30 to 40 percent of premiums and that insurer
profits add another 10 to 20 percent of the total cost." This
means that anywhere from about 40 percent to 60 percent of
payments for HMOs or insurance doesn't go for health care. The
authors clear up this misconception giving rise to much confusion
in trying to deal with the serious problems facing the health-
care field, as well as a good deal of resentment against HMOs and
insurance companies, by citing that "health plan administrative
costs, including profits and marketing, average from 5 to 30
percent of total premium, depending on the plan." This leads to
the conclusion that it is not a sudden rise in administrative
costs or the greed of health-care providers that is mainly
responsible for driving up the costs of health care and will
continue to do so for the foreseeable future without effective
change in the field. Rising costs of health care from new
technologies, consumer expectations and demands, and also misuse
of drugs and treatments making patients worse or prolonging their
medical problems are the main reason for the rising costs. The
frequent misuse of modern-day medicines and treatments cited by
the authors is an issue that is starting to receive attention in
the media.

The price of prescription drugs is one health-care issue already
receiving much attention that the authors address. In this
discussion, they note that because of committees of physicians
and pharmacologists set up by HMOs to identify which drugs were
most effective for specific medical problems and set standards
for prescribing these according to HMO policies, "all Americans
benefited from the new focus on drugs that actually work." Before
these committees, eighty-four percent of drugs developed by the
pharmaceutical companies were what were know as "class C" drugs
that were little better than placebos. As the authors note, in
those days not so long ago, drugs were being developed and
marketed more to generate sales than remedy medical conditions.
The high cost Americans pay for prescription compared to buyers
in other countries is another matter the two authors take up. In
this, they take the position of American buyers of prescription
drugs by making the point that they should not be singled out to
bear the disproportionate share of the research and marketing
costs going into the drug prices since numbers of persons in
countries around the world gain health benefits from the drugs.
The wasteful similarities between some prescription drugs, the
misuse of some, and growing concerns over costs and use of the
drugs with persons under sixty-five are other topics dealt with
in the discussion and analysis of the issue of prescription
drugs.

Halvorson and Isham's fair-minded overview and critique of
today's heath-care field should be read by anyone with an
interest in and concern about this field central to the quality
of life of Americans and the economy. While they recognize that
the field's dysfunctions have such deep roots and thorny
complexities that "there is no single villain responsible for our
troubles and no silver bullet to cure them," undoubtedly some and
likely a number of the two authors' approaches to resolving
particular troubles or even their solutions to certain problems
will be adopted. There is just no way out of the current health-
care crisis other than the clear-sighted, comprehensive,
cooperative way Halvorson and Isham present.

George Halvorson is currently chairman and CEO of Kaiser
Permanente, one of the U. S.'s largest health-care organizations.
Isham continues as medical director and chief health officer of
HealthPartners.


                            *********

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

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

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


                            *********


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

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

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

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

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

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


                 * * * End of Transmission * * *