TCREUR_Public/100520.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Thursday, May 20, 2010, Vol. 11, No. 098


B O S N I A   &   H E R Z E G O V I N A

PROCREDIT BANK: Fitch Affirms Issuer Default Rating at 'B'


BIODIESEL PALDISKI: Files for Bankruptcy; Owes EEK387 Million


ARCANDOR AG: Karstadt Unit in Talks With Third Suitor
CONTINENTAL AG: S&P Lowers Rating on Long-Term Credit to 'B'
ENTRY FUNDING: Fitch Lowers Ratings on 2 Classes of Notes to C
LOYALTY PARTNER: Moody's Assigns B2 Corporate Family Rating
LOYALTY PARTNER: S&P Places 'B' Rating on Long-Term Corp. Credit


ASKON HOMES: High Court Orders Liquidation Over Unpaid Taxes
BANK OF IRELAND: Non-Shareholders Can Take Part in Rights Issue
BELGARD MOTOR: Topaz Petrol Filling Station Put Up for Sale
GRAND HOTEL: To Remain Open After Examinership Scheme Approved
IRISH CAR: Accounting Inadequacies Found Prior to Examinership

PALMER SQUARE: Moody's Downgrades Floating Rate Notes to Caa3
SAPHIR CDO: S&P Withdraws 'BB+srp' Credit Rating on 3 Note Classes


BTA BANK: May Start Paying Creditors 50% of Recoveries in 2012


ELM BV: S&P Withdraws 'CCC-' Rating on US$25 Mil. Secured Notes
HEAD NV: Moody's Changes Corporate Family Rating Outlook to Stable
MOTIF CAPITAL: S&P Withdraws Rating on Six European CDO Notes


FORTFINFLUX SA: S&P Affirms 'BB' Rating on FRESH Instrument


CHERKIZOVO OJSC: Moody's Assigns B2 on Corporate Family Rating
PROMSVYAZBANK OJSC: S&P Affirms 'B/B' Counterparty Credit Rating
URAL OPTICAL: S&P Rates Long-Term Corporate Credit at 'B-'


PRISA: Refinancing Agreement Hinges on Media Capital Stake Sale

U N I T E D   K I N G D O M

CRAFTMATIC UK: In Voluntary Liquidation; 300 Jobs Affected
CRYSTAL PALACE: Survival Hinges on Former Owner's Consent to CVA
INEOS GROUP: S&P Lifts Rating on Long-Term Credit to 'B-'
MAGAZINE MARKETING: Faces Administration After No Buyer Found
NEMUS II: Fitch Cuts Rating on GBP1.1MM Class F Notes to 'CC'

WESTON BUSINESS: In Administration; 31 Jobs Affected


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B O S N I A   &   H E R Z E G O V I N A

PROCREDIT BANK: Fitch Affirms Issuer Default Rating at 'B'
Fitch Ratings has affirmed ProCredit Bank Bosnia & Herzegovina's
(PCBiH) ratings as follows: Long-term foreign currency Issuer
Default Rating (IDR) at 'B' with a Stable Outlook; Long-term local
currency IDR at 'B+' with a Stable Outlook; Short-term foreign and
local currency IDRs at 'B' respectively; Individual Rating at
'D/E'; and Support Rating at '4'.

The affirmation of the IDRs and Support Rating reflect Fitch's
view of the potential support available from the bank's owners, in
particular Frankfurt-based ProCredit Holding AG (PCH; 'BBB-
'/Outlook Stable) which had total assets as of end-2009 of EUR4.7
billion.  PCH had a 93% stake in PCBiH at end-2009.  PCH's IDRs
and Support Ratings reflect the agency's view of the strong
potential support available from its owners, and in particular
from a group of international financial institutions (IFIs) which
are key voting shareholders.

However, the potential support for PCBiH, and hence its Support
Rating and Long-term foreign currency IDR, are constrained by the
potential country risk of Bosnia & Herzegovina.  Consequently,
PCBiH's ratings would be affected if Fitch's view of Bosnia &
Herzegovina's country risk changed.

PCBiH's Individual Rating reflects the bank's pressured
capitalization and weak performance.  Performance has suffered
from the challenging operating environment and the subsequent rise
-- albeit slowing in 2010 -- in problem loans, notably in PCBiH's
core micro-lending business.  As a result, PCBiH has shifted its
strategy to more SME lending, which in turn has resulted in
reduced net interest income from negative growth in 2009 and
margin compression.

PCBiH was loss making at both the pre-impairment and operating
levels in 2009, which has put pressure on its capitalization.
Notwithstanding branch closures and staff reductions, the bank's
expectation of breaking even in 2010 may be difficult to achieve.
The latter would be reliant on lower loan impairment charges,
which in turn are based on expected recoveries.  Fitch notes that
the shift in PCBiH's strategy also results in new operational
risks for the bank.  However, the Individual Rating also considers
the bank's low refinancing risk and adequate liquidity.

Loans overdue by 90 days rose to 2.8% of gross loans at end-2009,
albeit compared with 5.9% for the sector as a whole.  PCBiH's
capital position is dependent upon injections from its
shareholders and the capital base leaves little in the way of a
buffer to absorb further potential rises in impaired loans.
Shareholders are committed to provide timely support, Fitch
understands, to maintain PCBiH's minimum capital ratio targets.
The latest capital injection of BAM5 million took place in
December 2009 following a BAM14.6 million loss made by the bank in

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.


BIODIESEL PALDISKI: Files for Bankruptcy; Owes EEK387 Million
Ott Ummelas at Bloomberg News, citing Baltic News Service, reports
that Biodiesel Paldiski AS filed for bankruptcy, hurt by a changed
market environment.

Bloomberg relates the newswire said supply in the international
biodiesel market exceeds demand.

According to Bloomberg, BNS said Biodiesel Paldiski's liabilities
total EEK387 million (US$31 million), while its assets stood at
EEK380 million.

Biodiesel Paldiski AS is a biodiesel producer headquartered in


ARCANDOR AG: Karstadt Unit in Talks With Third Suitor
Karstadt, Arcandor AG's German department-store chain, started
talks with a third suitor, which is examining the division's
books, Holger Elfes and Aaron Kirchfeld at Bloomberg News report,
citing Thomas Schulz, the Cologne, Germany-based spokesman for
bankruptcy administrator Klaus Hubert Goerg.

"The potential buyer has shown its serious interest and
started the due diligence process and talks with Karstadt's
management at the beginning of the week," Bloomberg quoted
Mr. Schulz as saying in a phone interview.  He declined to
disclose who is considering an offer for Karstadt, Bloomberg


Highstreet, the Karstadt landlord that's 51%-owned by Goldman
Sachs Group Inc., is also examining the retailer's accounts and
may present a bid before the May 28 deadline, Bloomberg says,
citing two people familiar with the matter.  According to
Bloomberg, one the people said Highstreet may seek investment
partners, including Triton, to contribute equity to an offer.
Bloomberg relates the person said Highstreet, which would require
approval from its lenders to buy Karstadt, would seek more
flexibility on issues such as opening hours to reduce costs.


Bloomberg notes private-equity company Triton, the only bidder to
identify itself, said Monday that it's reassessing whether to
proceed as the failure of talks with the Ver.di labor union may
make terms of its offer "obsolete."

                        About Arcandor AG

Germany-based Arcandor AG (FRA:ARO) --
formerly KarstadtQuelle AG, is a tourism and retail group.  Its
three core business areas are tourism, mail order services and
department store retail.  The Company's business areas are covered
by its three operating segments: Thomas Cook, Primondo and
Karstadt.  Thomas Cook Group plc is a tour operator with
operations in Europe and North America, set up as a result of a
merger between MyTravel and Thomas Cook AG.  It also operates the
e-commerce platform, Thomas Cook, supporting travel services.
Primondo has a portfolio of European universal and specialty mail
order companies, including the core brand Quelle.  Karstadt
operates a range of department stores, such as cosmopolitan
stores, including KaDeWe (Kaufhaus des Westens), Karstadt
Oberpollinger and Alsterhaus; Karstadt brand department stores;
Karstadt sports department stores, offering sports goods in a
variety of retail outlets, and a portal, that offers
online shopping, among others.

As reported by the Troubled Company Reporter-Europe, a local court
in Essen formally opened insolvency proceedings for Arcandor on
September 1, 2009.  The proceedings started for the Arcandor
holding company and for 14 units, including the Karstadt
department-store chain and Primondo mail-order division.

Arcandor filed for bankruptcy protection after the German
government turned down its request for loan guarantees.  On
June 8, 2009, the government rejected two applications for help by
the company, which employs 43,000 people.  The retailer sought
loan guarantees of EUR650 million (US$904 million) from Germany's
Economy Fund program.  It also sought a further EUR437 million
from a state-owned bank.

CONTINENTAL AG: S&P Lowers Rating on Long-Term Credit to 'B'
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on German automotive supplier Continental AG to 'B'
from 'B+'.  The rating was removed from CreditWatch, where it was
placed with negative implications on June 10, 2009.  The 'B'
short-term rating was affirmed.  The outlook is stable.

S&P said, "The downgrade reflects our assessment that
Continental's credit quality is influenced by its highly leveraged
major shareholder, the German automotive and industrial bearing
supplier INA-Holding Schaeffler GmbH & Co. KG (Schaeffler), and
our view of Continental's significant refinancing needs in

"We understand Continental needs to refinance ?7.5 billion of
maturing bank loans and its revolving credit facility by August
2012," said Standard & Poor's credit analyst Werner Staeblein.
"While we assume this will be successful, we also see some
potential risks related to such large transactions given uncertain
and possibly unfavorable capital market conditions, and in view of
the complex ownership situation."

"Schaeffler controls a 75.1% stake in Continental, including a
combined 33% stake currently placed with two German banks.
Although Schaeffler is contractually restricted on the shares held
by the banks and although Continental's bank facility agreements
include covenants to protect its current creditors, we see a
possibility that Schaeffler could influence Continental's
strategic actions and its financial risk profile.

"We note that Continental's bank facility includes covenant
restrictions on ordinary and special dividends and prohibition of
loans and guarantees to major shareholders.  We also understand
that Continental can likewise not undertake acquisitions or joint
ventures exceeding a certain amount without the consent of the
lenders.  In view of the contractual ring-fencing of
Continental's assets and cash, any combination of Schaeffler's
assets with those of Continental appears to be subject to the
prior consent of the Continental lending group.  Nevertheless, in
line with our criteria, we give very limited weight to such
contractual covenants.

"Continental's debt protection measures remain a further
constraint on the rating, in our opinion.  At this stage, we
anticipate that Continental's revenues will likely increase by a
high mid-single-digit percentage this year followed by comparable
growth in 2011.  We expect Continental's EBITDA to continue to
recover in 2010, thanks to cost savings as well as better
underlying conditions in key markets such as Europe and the U.S.,"
S&P said.

"The stable outlook on Continental incorporates our expectation
that the recovery in the global automotive markets will not abate
in 2010 and that Continental's operating results will continue to
recover," said Mr. Staeblein.  "We believe Continental will be
able to maintain an FFO-to-debt ratio of about 10%, which we
consider commensurate with the rating."

S&P said, "We could lower the rating if we see that Continental
does not successfully address its August 2012 debt maturities on
time or that its operating performance weakens."

ENTRY FUNDING: Fitch Lowers Ratings on 2 Classes of Notes to C
Fitch Ratings has downgraded four classes and affirmed two classes
of notes of Entry Funding No.1 PLC.

EUR196.3m class A secured notes (ISIN: XS0277614532): downgraded
to 'CCC' from 'B'; Negative Outlook removed

EUR8m class B secured notes (ISIN: XS0277614706): downgraded to
'CC' from 'CCC'

EUR8m class C secured notes (ISIN: XS0277614888): affirmed at 'CC'

EUR10m class D secured notes (ISIN: XS0277614961): affirmed at

EUR11m class E secured notes (ISIN: XS0277615000): downgraded to
'C' from 'CC'

EUR5m class F secured notes (ISIN: XS0277615265): downgraded to
'C' from 'CC'

Fitch has downgraded the notes due to the negative performance of
the underlying assets.  As per March 2010 investor report, there
were EUR7.9 million new defaults resulting in the principal
deficiency ledger (PDL) increasing to EUR31.1 million.  The agency
believes that the current excess spread of EUR0.2 million is
insufficient to materially reduce the PDL balance.

In addition, the majority of the remaining loans have bullet
maturity.  Fitch believes that some borrowers may have
difficulties re-financing loans at maturity, which could lead to
increased defaults.

Given Fitch's base recovery rate assumption of 20% for this
transaction and the rapid pace at which new defaults are
materializing, a loss on the class A notes at final maturity of
the transaction appears possible.  Similarly, a loss on class B
notes appears probable.

In Fitch's view, classes E and F notes would suffer losses even in
a benign scenario where no further defaults occur in the portfolio
and achieved recoveries would be four times Fitch's base recovery
rate assumption for this transaction.

The transaction is a cash securitization of certificates of
indebtedness (Schuldscheindarlehen) of German SMEs originated and
serviced by Landesbank Baden-Wuerttemberg (LBBW, rated
'A+'/Outlook Stable/'F1+', the arranger).  The Schuldschein
programme was conducted by LBBW in cooperation with Baden-
Wuerttembergische Bank, Landesbank Rheinland-Pfalz, and several
German savings banks.

Fitch has assigned an Issuer Report Grade (IRG) of two stars
("basic") to the publicly available reports on the transaction.
The reporting is accurate and timely.  It contains various
portfolio stratifications, priority of payments, detailed
information on all PDL events and recoveries, as well as a
performance commentary.  However, the lack of information in the
investor report on rating triggers for the transaction's
counterparties led to the assignment of two stars.

LOYALTY PARTNER: Moody's Assigns B2 Corporate Family Rating
Moody's Investors Service assigned a corporate family rating and a
probability of default rating of B2 to Loyalty Partner GmbH, well
as a provisional (P)B3 senior secured rating to the company's
proposed EUR160 million notes issuance.  The rating outlook is
stable.  This is the first time Moody's has assigned a rating to
the company.  Moody's issues provisional ratings in advance of the
final sale of securities and these ratings reflect Moody's
preliminary credit opinion regarding the transaction only.  Upon a
conclusive review of the final documentation, Moody's will
endeavor to assign a definitive rating to the notes.  A definitive
rating may differ from a provisional rating.

"LP's CFR of B2 reflects the small size of the group and the
limited product, geographic and customer diversification, which
are offset by high barriers to entry that are provided by the
existing network of partners and relatively strong credit
metrics," said Paolo Leschiutta, a vice president - senior analyst
at Moody's and lead analyst for Loyalty Partners. "Other factors
that support the rating are LP's strong track record in recent
years in terms of organic growth and free cash flow generation,
despite the group's recent history.  Moreover, the company also
benefits from a degree of revenue visibility offered by long-term
contracts, although some of the revenues are dependent upon the
volume of transactions and demand for direct marketing activity,"
added Mr. Leschiutta.

LP manages and operates multi-partner loyalty programs in Germany
and Poland under the Payback brand, provides customer analytics
consultancy services to large consumer products companies (mainly
retailers) in Europe and develops IT platforms in relation to
loyalty schemes and operates outsourced turn-key solutions for
leading customers (primarily in the travel industry) under its
Services & Solutions (S&S) division.  Over recent years, LP's
management has been focusing on growing organically, maintaining
an asset-light business model (with the exception of two recent
contracts signed in the S&S division which required some pre-
investments).  Going forward, the company is expected to focus on
(i) further growing the German Payback business by expanding the
partners' portfolio and the product range in order to attract more
customers and by exploring new platforms; (ii) expanding
internationally in the Payback business; and (iii) seeking growth
opportunities to expand its S&S division by offering its services
outside Europe and penetrating new industry segments.  Moody's
expects the company to maintain a conservative financial policy
and acknowledges management's target to achieve, over the near
term, a financial leverage target (measured as Net Debt to EBITDA
on a company's reported basis) of below 3x.

The company intends to use the proceeds of the proposed notes
issuance, rated (P)B3, to refinance all the existing debt and part
of the shareholders' loan (in the form of Preferred Equity
Certificates or PECs).  The (P)B3 rating and LGD4 - 59% assessment
on the proposed EUR160 million senior secured notes, one notch
lower than the company's CFR and probability of default rating
(PDR) of B2, reflect the fact that the notes will be contractually
subordinated to the EUR20 million revolving credit facility which
the company intends to sign soon.  Both the notes and the bank
facility will be secured by a first-ranking lien over all of the
shares of the guarantors and will benefit from a guarantee from
operating subsidiaries, representing more than 80% of the group's
EBITDA and more than 80% of consolidated assets.  The revolving
credit facility, however, it is expected to benefit from a
priority ranking compared to the notes.  Assuming the proposed
refinancing goes according to plan, Moody's regards LP's liquidity
profile as adequate as the company has limited requirements for
working capital, maintenance capex and basically no short-term

The outlook on LP's ratings is stable in light of Moody's
expectation that the company will maintain a conservative
financial policy for its expansion strategy and will reduce
financial leverage over time. Potential upgrade pressure is
currently limited by the company's relatively small size.
However, Moody's could consider a rating upgrade if LP
demonstrated an ability to grow the business, while maintaining a
conservative financial policy with financial leverage, measured as
Debt to EBITDA, trending below 3x and EBITDA margin growing above
20% (both on a Moody's adjusted basis).  On the other hand, the
rating could come under immediate downward pressure in the event
of a deterioration in operating performances and concerns about
the liquidity profile.  Pressure would also materialize in the
event of a loss of major contracts and a failure to find
alternative substitutes, and in case of negative free cash flow
which would lead to an increase in financial leverage trending
above 5x.

The ratings assigned are:

Issuer: Loyalty Partner GmbH

- Corporate Family Rating: B2

- Probability of default rating of B2

- Senior unsecured on the proposed EUR160 million notes of (P)B3,
   LGD4 -- 59%

Founded in 1998, Loyalty Partner GmbH generated approximately
EUR209 million of revenues at FYE December 2009 and, with 18.2
million active cardholders in Germany, Payback is one of the
largest loyalty program in Europe.  The company has two main
divisions: the Payback division generating slightly more than two
thirds of the group's revenues and most of the EBITDA; and the
Services & Solutions (S&S) division for the remainder.

LOYALTY PARTNER: S&P Places 'B' Rating on Long-Term Corp. Credit
Standard and Poor's Rating Services assigned its 'B' long-term
corporate credit rating to Germany-based customer loyalty
management services provider Loyalty Partner GmbH.  The outlook is

S&P said, "At the same time, we assigned a 'B' issue rating to the
group's proposed US$160 million senior secured notes.  The
recovery rating on this debt is '3', indicating our expectation of
meaningful (50%-70%) recovery prospects in the event of a payment

"The ratings on Loyalty Partner reflect our view of the group's
highly leveraged financial risk profile after its proposed
recapitalization and shareholder returns; and its limited scale of
operations, including limited product, geographic, and customer
diversification," said Standard & Poor's credit analyst  Menique
Smit.  "The ratings also reflect our view of the risks associated
with the group's international development strategy, which
requires large upfront expansion costs."

S&P said, "Loyalty Partner provides primarily loyalty card and
performance marketing services under its Payback brand.  In our
view, the group's high dependency on a relatively limited number
of loyalty program partners is a major risk factor.  We think the
loss of a large customer contract could potentially lead to
significant revenue and earnings losses, especially given the
small scale of Loyalty Partner's operations.

"In our view, Loyalty Partner should be able to maintain its
current operating performance in the near term, with potential
upside if current development of the complimentary customer
management consulting businesses and international expansion turns
profitable.  We do not factor in any significant improvement in
the group's credit measures after the proposed recapitalization
because we believe that excess cash flows are likely to be used
for expansionary investments.  We anticipate that adjusted FFO to
debt should remain at about 10%-15% and adjusted debt to EBITDA
should remain in the 5x-6x range," S&P noted.


ASKON HOMES: High Court Orders Liquidation Over Unpaid Taxes
------------------------------------------------------------ reports that the High Court has wound up a group
of related companies following their failure to satisfy a EUR3.89
million demand from the Revenue Commissioners over unpaid taxes.

The report relates Ms. Justice Mary Laffoy on Monday appointed
Carl Dillon as liquidator of Askon Homes Ltd., Askon Investments
Ltd., Askon Properties Ltd., Lance Homes Ltd., Lance Investments
Ltd., Lance Properties Ltd., Lordford Land Ltd., and Vilbrook
Construction Ltd.

According to the report, the judge said she was satisfied to
appoint Mr. Dillon, of accountancy firm Moore Stephens Nathans,
and make the winding up orders because the firms were insolvent
and unable to pay their debts.

The judge adjourned the matter to the High Court Examiner's list
and directed that Peadar Macanna and Josephine Walsh, the
companies' directors file statements of affairs, the report notes.

The companies are involved in the construction, property
development and property acquisition business and have registered
offices at Eustace Street, Temple Bar, Dublin 2, the report

BANK OF IRELAND: Non-Shareholders Can Take Part in Rights Issue
The Irish Times reports that investors who do not hold shares in
Bank of Ireland can still participate in the bank's rights issue
by buying shares traded with entitlement to participate in the
bank's rights offer.  The report says on this scenario, the right
to buy shares comes from the market rather than from the company

The bank's stock can be traded with the entitlement to participate
until 8:00 a.m., May 20, the report notes.

As reported by the Troubled Company Reporter-Europe on April 28,
2010, Times Online said Bank of Ireland plans to raise EUR3.4
billion in an attempt to limit the scale of state ownership.
Times Online disclosed the bank said that it would raise up to
EUR1.9 billion (GBP1.6 billion) in a rights issue and another
EUR500 million in a placing with institutional investors.
According to Times Online, bank said that the moves would cap the
government's shareholding, which stands at 34%, at no more than
36%.  It will offer potential investors a chance to swap debt for
equity, Times Online said.

Headquartered in Dublin, Bank of Ireland -- provides a range of banking and
other financial services.  These include checking and deposit
services, overdrafts, term loans, mortgages, business and
corporate lending, international asset financing, leasing,
installment credit, debt factoring, foreign exchange facilities,
interest and exchange rate hedging instruments, executor, trustee,
life assurance and pension and investment fund management, fund
administration and custodial services and financial advisory
services, including mergers and acquisitions and underwriting.
The Company organizes its businesses into Retail Republic of
Ireland, Bank of Ireland Life, Capital Markets, UK Financial
Services and Group Centre.  It has operations throughout Ireland,
the United Kingdom, Europe and the United States.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on April 7,
2010, Fitch Ratings affirmed the rating on Bank of Ireland's Tier
1 notes at 'CCC' (ISINs: XS0268599999, US055967AA11 and

At the same time, Moody's Investors Service placed Bank of
Ireland's D bank financial strength rating (BFSR -- mapping to a
baseline credit assessment of Ba2) on review for possible upgrade,
previously they had a developing outlook.

BELGARD MOTOR: Topaz Petrol Filling Station Put Up for Sale
The Irish Times reports that the Topaz petrol filling station at
the Belgard Motor Centre in Tallaght, south Dublin was put up for
sale through agent DTZ Sherry FitzGerald.

According to The Irish Times, Barry Cunningham of the agency was
handling the sale on behalf of Tom Kavanagh, liquidator of the
Belgard Motor Group.

The Irish Times notes though no guide price was being quoted,
sources in the motor trade suggested that it should make EUR3.5 to
EUR4 million.

As reported by the Troubled Company Reporter-Europe on Dec. 9,
2009, Irish Independent said that the High Court confirmed Tom
Kavanagh as liquidator to Belgard Motors Group.  Irish Independent
disclosed that the company, which laid off 37 people earlier in
2009, is insolvent with debts of more than EUR17 million.

Belgard Motors Group is a Tallaght-based motor company.  Its
business includes a Porsche dealership.  The company employs
82 people.

GRAND HOTEL: To Remain Open After Examinership Scheme Approved
The Irish Times reports that the Grand Hotel in Wicklow is to
remain open following the approval of its examinership scheme in
the High Court Tuesday by Judge Mary Finlay-Geoghegan.

The report said creditors approved the proposed terms of the
examinership scheme at a meeting in Wicklow last week, securing 50
jobs at the hotel.

According to the report, the hotel will operate under new
management with Veronica Timlin, formerly of the Gresham Hotel and
the Ormonde Hotel, assuming the position of general manager.

IRISH CAR: Accounting Inadequacies Found Prior to Examinership
The Irish Times reports that Michael McAteer said in an affidavit
submitted to the High Court that accounting inadequacies in the
Irish Car Rental group came to light prior to his appointment as
interim examiner to the company.

According to the report, Mr. McAteer said that in an earlier
affidavit he had referred to accounting inadequacies and concerns
arising from an internal board investigation.  These had been
identified by non-executive directors of Irish Car Rental Holdings
Ltd, parent of Irish Car Rentals, and were corrected prior to his
appointment, the report says.

PALMER SQUARE: Moody's Downgrades Floating Rate Notes to Caa3
Moody's Investors Service disclosed these rating actions on notes
issued by Palmer Square PLC:

- US$234.35MM Class A1-A Floating Rate Notes due 2045, Downgraded
   to Caa3; previously on April 23, 2009, Downgraded to B3
   (Currently US$207.77M outstanding)

- US$878.15MM Class A1-A Exchange Offer Floating Rate Notes due
   2045, Downgraded to Caa3; previously on April 23, 2009,
   Downgraded to B3 (Currently US$ 778.55M outstanding)

- US$75MM Class A2-A Step-Up Floating Rate Notes due 2045,
   Downgraded to C; previously on Apr 23, 2009 Downgraded to Ca

The transaction is a managed cashflow CDO backed by US ABS assets,
of which 74.5% is made up of US RMBS and CDO of RMBS assets.
Currently 48% of the underlying assets are on watch for further
downgrade, all the interest payments on Class B and below are
deferring and all the par coverage tests are failing.

According to Moody's, the rating actions taken on the notes are a
result of an increase in the amount of defaulted securities which
accounts for 23.68% of the whole portfolio (with a reported
weighted average market price of 8.20%), an increase in the
proportion of securities rated Caa1 and below (excluding defaulted
assets) to 15.42% of the portfolio, as well as the continuation of
an event of default (EOD) which occurred in February 2009 due to a
failure of the Class A-1 over-collateralization ratio to be
greater than or equal to 103.5%.  These measures were taken from
the recent trustee report dated 30 April 2010.  Moody's also
performed a number of sensitivity analyses, including
consideration of a further decline in portfolio WARF quality.

Upon the occurrence and continuation of an EoD, controlling
creditors of the Issuer may be entitled to direct the Trustee to
take particular actions with respect to the collateral securities
and the notes.  The actions take into consideration the risk that
liquidation of the collateral securities may be selected as the
post EoD remedy by the controlling creditors. The severity of
losses to the rated tranches may vary depending on the timing and
outcome of a liquidation.

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

SAPHIR CDO: S&P Withdraws 'BB+srp' Credit Rating on 3 Note Classes
Standard & Poor's Ratings Services withdrew its 'BB+srp' credit
rating on Saphir CDO (Ireland) PLC's series 3 notes and its 'Bsrp'
rating on series 5.

S&P said, "The rating withdrawals follow the arranger's recent
notification to us that these transactions terminated early in
November 2009.  In addition, before withdrawing the ratings, we
have affirmed and removed from CreditWatch positive our ratings on
both series."

"As part of our regular monthly synthetic collateralized debt
obligation (CDO) surveillance, we placed the series 3 and 5 notes
on CreditWatch positive on May 14.  We subsequently received the
unwind notifications, and for this reason we have removed these
tranches from CreditWatch positive before withdrawing their


BTA BANK: May Start Paying Creditors 50% of Recoveries in 2012
Nariman Gizitdinov at Bloomberg News reports that Kazakhstan's BTA
Bank, which seeks to restructure US$12.2 billion of debt, may
start paying creditors a 50% share of recoveries on impaired
assets in 2012.

According to Bloomberg, BTA said in a presentation on its Web site
Tuesday that the bank won't pay on recoveries this year or next
unless it receives cash exceeding KZT134 billion (US$913.6
million) and KZT103 billion.

Bloomberg relates BTA said starting on Jan. 1, 2012, the bank will
pay half of recoveries realized in cash to holders of recovery
units.  Bloomberg says creditors holding US$10 billion of debt
have been offered recovery units that let them share in recoveries
on impaired assets.

Bloomberg notes BTA said the bank's creditors are expected to vote
on a restructuring plan on May 28.

Bloomberg notes BTA Chief Executive Officer Anvar Saidenov said on
April 21 that the bank would issue 10-year recovery notes to
creditors for about US$5 billion of bad loans as part of its debt

BTA, according to Bloomberg, said the bank plans net income of
KZT933.9 billion this year after writing off KZT934.2 billion of
debt, the lender.  The bank forecasts net income of KZT14 billion
next year and KZT61 billion in 2014, Bloomberg states.

                          About BTA Bank

BTA Bank AO (BTA Bank JSC), formerly Bank TuranAlem AO -- is a Kazakhstan-based financial institution,
which is involved in the provision of banking and financial
products for private and corporate clients.

The BTA Group is one of the leading banking groups in the
Commonwealth of Independent States and has affiliated banks in
Russia, Ukraine, Belarus, Georgia, Armenia, Kyrgyzstan and Turkey.
In addition, the Bank maintains representative offices in Russia,
Ukraine, China, the United Arab Emirates and the United Kingdom.
The Bank has no branch or agency in the United States, and its
primary assets in the United States consist of balances in
accounts with correspondent banks in New York City.

As of November 30, 2009, the Bank employed 5,043 people inside
and 4 people outside Kazakhstan. It has no employees in the United
States.  Most of the Bank's assets, and nearly all its tangible
assets, are located in Kazakhstan.

JSC BTA Bank, also known as BTA Bank of Kazakhstan, filed for
Chapter 15 bankruptcy protection in New York on Feb. 4, 2010
(Bankr. S.D.N.Y. Case No. 10-10638), listing more than US$1
billion in both assets and debt.

BTA Bank wants the Bankruptcy Court in Manhattan to enter an order
recognizing the voluntary judicial restructuring proceeding that
was initiated by the bank in the Specialized Financial Court of
Almaty City in Kazakhstan and opened pursuant to an Oct. 16, 2009
decision of the Financial Court, as a foreign main proceeding
pursuant to 11 U.S.C. Secs. 1515 and 1517.

BTA Bank is represented in the Chapter 15 proceedings by White &
Case LLP.


ELM BV: S&P Withdraws 'CCC-' Rating on US$25 Mil. Secured Notes
Standard & Poor's Ratings Services withdrew its 'CCC-' credit
rating on ELM B.V.'s US$25 million secured variable coupon
floating-rate series 13 notes.  S&P said, "The rating withdrawal
follows the arranger's notification to us that the issuer has
repurchased the notes in full for cancellation."

HEAD NV: Moody's Changes Corporate Family Rating Outlook to Stable
Moody's Investors Service changed the outlook to stable from
negative on the Caa1 corporate family rating and probability of
default rating of Head NV and on the senior unsecured Caa3 rating
on the notes issued by HTM Sport GmbH.  The rating action reflects
modest improvements in Head's operating leverage and financial and
liquidity profiles, and Moody's expectation that the company will
be in a better position to withstand adverse market conditions
going forward.

The rating action recognizes that Head has been able to reduce the
negative impact of the global recession, improving its credit
profile, which is now more solidly positioned in the Caa1
category.  During 2009, the company undertook a number of
extraordinary -- but also ordinary -- restructuring measures,
including the private exchange offer of the existing senior
unsecured debt which resulted in debt reduction.  The company's
liquidity profile has also improved significantly, also thanks to
the sale of Head's trademark in Korea, with the company reporting
EUR68 million of cash on balance sheet as at March 2010.  In
addition, the company continued its effort in reducing working
capital needs and fixed costs through the relocation of production
plants in low-cost countries and increased outsourcing.

Despite the improvement in Head's financial profile, Moody's
expects the company's operating performance to remain subdued over
the short-to-medium term due to the difficult conditions faced by
the diving equipment industry, given its links to the travel
industry and the relatively high price points of the products.  In
addition, although there are mild signs of recovery in demand for
Head's winter products, Moody's would expect ongoing volatility in
operating performances due to continued softness in consumer
spending and sustained price competition.  The ratings could be
upgraded if the company shows good progress in improving its
profitability and cash generation with an EBITA margin increasing
towards 4%, an RCF to Net Debt towards high single digits and Debt
to EBITDA to reduce significantly below 7x on a sustained basis.
Before any consideration is given to an upgrade, Moody's would
need to get comfortable on the company's liquidity profile and
refinancing strategy going forward.

Although the first quarter is a relatively weak period for the
company due to the seasonality of the business, Moody's
acknowledges the improvements in operating performance during Q1
2010, with revenues increasing by 6.7% compared to Q1 2009, mainly
thanks to growth in the racquet business (+14.4%).  Cash flow from
operations during the quarter was also particularly strong thanks
to better control on working capital and improved operating

The Caa3 senior unsecured rating on the bond issued by HTM Sport
GmbH -- of which the outstanding amount after the debt exchange is
EUR27.7 million as at FYE December 2009 -- reflects its
subordinated position in the capital structure relative to
EUR43.7 million of new senior notes issued in August 2009 and
secured on a pool of inventories, receivables and cash under
certain specified conditions.  The pool of assets offered as
collateral must remain at all times greater than the amount of the
new senior secured notes.  Moody's acknowledges that the company
has, to date, met this requirement, although with narrow headroom.

The last rating action on Head was on 19 August 2009, when Moody's
upgraded Head's Probability of Default to Caa1/LD (LD: Limited
Default) from Ca and raised the CFR to Caa1 from Ca following the
positive conclusion of the debt exchange offer into the new senior
secured notes.

Located in the Netherlands, Head is a leading global manufacturer
and marketer of branded sporting goods serving the winter sport,
racquet sports and diving equipment markets, with strong market
positions and a good reputation for product innovation.  The
company reported revenues of EUR319 million at FYE December 2009.

MOTIF CAPITAL: S&P Withdraws Rating on Six European CDO Notes
Standard & Poor's Ratings Services withdrew its credit ratings on
six series of Motif Capital B.V.'s European collateralized debt
obligation (CDO) notes.

S&P said, "The rating withdrawals follow the arranger's recent
notification to us that in March 2010, the issuer repurchased the
notes in full for cancellation.  Before withdrawing the ratings,
we have affirmed and removed from CreditWatch positive our rating
on the series 2005-2 notes.  As part of our regular monthly
synthetic CDO surveillance, we placed this tranche on CreditWatch
positive on May 14.  We subsequently received the unwind
notifications, and for this reason we have removed this tranche
from CreditWatch positive before withdrawing the rating.

Rating List

                     To               From
Motif Capital B.V.


US$30 Million          NR               CCC+
Floating-Rate CDO
Notes Series 2005-1

US$30 Million          NR               CCC+
Floating-Rate CDO
Notes Series 2005-3

US$30 Million          NR               B+
Floating-Rate CDO
Notes Series 2005-4

US$30 Million          NR               B+
Floating-Rate CDO
Notes Series 2005-5

US$30 Million          NR               BB
Floating-Rate CDO
Notes Series 2005-6

Ratings Affirmed, Removed from Creditwatch Positive and Withdrawn

US$30 Million          B                B/Watch Pos
Floating-Rate CDO    NR               B
Notes Series 2005-2

NR--Not rated.


FORTFINFLUX SA: S&P Affirms 'BB' Rating on FRESH Instrument
Standard & Poor's Ratings Services affirmed its:

    * 'A-' long-term counterparty credit and insurer financial
      strength ratings on AG Insurance and the operating entities
      of Millenniumbcp-Fortis Grupo Segurador S.G.P.S. S.A.

    * 'BBB-/A-3' issuer credit rating on holding companies Ageas
      N.V. and Ageas SA/NV.

    * 'BB' rating on Fortfinlux S.A.'s FRESH instrument and the
      'BBB' rating on Fortis Hybrid Financing's (FHF) issues.

S&P said, "At the same time, all the ratings were removed from
CreditWatch with negative implications, where they had been placed
on April 30, 2010.  The outlook on operating and holding entities
is negative."

"The ratings affirmations reflect our view on Ageas Group's
management actions to address investment concentration risk. In
addition, we believe the current market context gives AG Insurance
management some latitude to execute the corrective actions it
expects to undertake on its investment portfolios to reduce
concentration risk, while managing the risk of material realized

"The ratings remain supported by the group's strong competitive
position in Belgium, complemented by good positions abroad and
strong operating performance, despite challenges to restore the
profitability in the property/casualty book.  We believe that
management actions are likely to restore capitalization to a good
level, but capitalization is likely to remain an offsetting factor
to the other credit strengths over the rating horizon, according
to our criteria.

"The ratings on Millenniumbcp-Fortis Grupo Segurador (MFGS) are
supported by the company's strong capitalization, strong
competitive position, and strong operating performance.

"The negative outlook on AG Insurance reflects the remaining
uncertainties linked to the increased credit risk caused by the
recent downgrades of Greece and Portugal and the challenges that
Ageas' management may face in executing its planned asset
rebalancing actions to mitigate concentration risk.  Adverse
development within the rating horizon may put pressure on AG
Insurance's capital adequacy, earnings, and liquidity.

"The negative outlook on Ageas N.V. and Ageas SA/NV reflects that
on AG Insurance.  We may, however, change the outlook on the
holding companies, independently from that on AG Insurance, if we
believe the impact of its noninsurance assets and liabilities on
its ratings does not justify a three-notch differential any more.

"The negative outlook on MFGS' operating entities reflects that on
the parent and the impact of the downgrade of the Republic of
Portugal on the credit quality of MFGS' investment portfolio.

"We may lower the rating on AG Insurance if its capitalization or
liquidity comes under further pressure because of a default or
restructuring of the sovereign debt.  We may also lower the
ratings if earnings are weakened by material realized losses as a
result of the planned asset sales, if we believe management
actions have failed to reduce the concentration risk, or if we
believe that market circumstances will prevent management from
executing the rebalancing without materially impairing the
company's capital and earnings prospects.

"We may revise the outlook to stable if we believe actions
undertaken are likely to substantially reduce investment
concentrations on the long term, while shifting capitalization and
earnings to levels supportive of the ratings.

"We may lower the ratings on MFGS' operating entities if Portugal
is downgraded, or if the ratings on the parent are lowered. We may
revise the outlook on MFGS to stable if the outlooks on both
Portugal and Ageas are revised to stable," said S&P.


CHERKIZOVO OJSC: Moody's Assigns B2 on Corporate Family Rating
Moody's Investors Service assigned a B2 corporate family rating
and B2 probability of default rating to OJSC Cherkizovo Group, a
leading integrated and diversified meat producer in Russia.  The
rating outlook is stable.  At the same time, Moody's Interfax
Rating Agency, which is majority owned by Moody's, assigned a national scale credit rating to the company.

According to Moody's and Moody's Interfax , the B2 global scale
ratings reflect the company's global default and loss expectation,
while the NSR reflects the standing of the company's credit
quality relative to its domestic peers.

Cherkizovo's B2 CFR is strongly positioned in its rating category
and largely balances the company's solid market position and
business growth prospects with the risks of its relatively limited
size, concentration on Russia's emerging market and developing
financial and liquidity profile.  Moody's positively noted the
company's growth in the recent years driven by its refocusing on
high-margin poultry and pork segments and a material improvement
in the financial profile, with the 2009 financial metrics strong
for the ratings category (2.7x adjusted Debt/EBITDA and RCF to Net
Debt of 36.3%).  However, given the lack of the track record of
these strong metrics, the company's market-reasoned focus on
further growth and volatilities of its commoditized business,
Moody's would see a degree of uncertainty of the financial profile
development going forward.  The company's ratings also factor in
its concentrated ownership and the risk of Russia's somewhat
vulnerable and immature operating environment, which may be even
more pronounced for domestic meat producers due to their
dependence on the state's protection regime.

Cherkizovo has a leading position in Russia's market, which is
underpinned by its diversified meat product output and portfolio
of known brands, regionally spread operations, developed
distribution network, well-invested high-margin poultry and pork
facilities, and established access to the Russian state's
financial support for agricultural businesses.  The company is to
benefit from the domestic large but still highly-fragmented meat
product market, where the demand for poultry and pork,
Cherkizovo's key product groups, is expected to grow, driven by
increasing consumer incomes, capped imports and favorable pricing

Having invested in its growth in the poultry and pork segments,
the company is now at a more mature stage of its investment cycle.
Cherkizovo's 2010-2013 investment program of US$380 million
focuses on the completion of the on-going investment projects in
the poultry segment.  This is supplemented by a related-party
acquisition of two greenfield pork complexes valued at US$100
million to be implemented in 2010.  However, Moody's understands
that the company considers new business opportunities on the
competitive market, including both potentially attractive M&A
transactions or greenfield projects.  The company may need to
maintain a higher level of investments to secure its market
leadership and see its financial profile pressured.  Cherkizovo is
yet to demonstrate its ability and commitment to sustainably
deliver free cash flow and cap its leverage at around 3x.  This
may be additionally challenging, given the risks of volatilities
of raw material and low value-added meat product prices, losses
from the meat processing business, possible shifts in the state's
support policy regarding the domestic agricultural sector,
exposures to biological risks and food safety issues.  Should its
growth strategy shift towards M&As or assume new sizable
greenfield projects, the company will face essential execution

Cherkizovo has a very small share of debt under financial
covenants.  The company significantly benefits from the state's
subsidized credit facilities opened with the state-owned banks,
which account for the major part of its total debt.  However,
Moody's views the company's liquidity profile as not fully
comforted at this stage, given sizable short-term obligations
relative to the cash reserves and limited amount of revolving
facilities for general purpose.  As of the end of Q1 2010, only
approximately 40% of the company's short-term debt obligations
were covered by its cash reserves (about US$46 million in dollar
terms).  Moody's positively notes that around 15% of the formally
short-term debt obligations are represented by obligations under
subsidized credit facilities opened with Sberbank, which have been
used so far actually as revolving facilities.  However, this can
not fully comfort the company's liquidity.  The latter remains
dependant on Cherkizovo's cash generation in line with its plan
and is contingent on the company's actual versus planned capex.
Moody's sees Cherkizovo's established long-term relationship with
the state-owned banks as a supportive factor for its liquidity
profile going forward.

The rating outlook is stable as Cherkizovo has solid headroom
under its financial metrics within the current rating category.

If the company sustain its commitment to a conservative financial
policy, deliver consistently increasing free cash flow, cap its
adjusted Debt to EBITDA below 3x and fully comfort its liquidity
profile through continued execution of its growth strategy, the
ratings could be upgraded.

Negative pressure on the rating would develop should the company
switch to an aggressive financial policy, with the adjusted
leverage trending towards 4x.

Cherkizovo is a leading integrated and diversified meat producer
in Russia.  The company's key production facilities include six
meat processing plants, four poultry and five pork production
complexes and a combined fodder production plant.  The facilities
are located in the Moscow region, which forms the key market for
the company, and in other regions of European Russia.
Cherkizovo's 2009 dollar-measured consolidated sales was
US$1,022.5 million, with the company's processed meat products,
poultry and pork segments generating 45%, 44% and 11%,
respectively.  It is poultry and pork businesses that are the
company's growth drivers and key contributors to its EBITDA:
approximately 63% and 27%, respectively.

PROMSVYAZBANK OJSC: S&P Affirms 'B/B' Counterparty Credit Rating
Standard & Poor's Ratings Services affirmed then subsequently
withdrew its 'B/B' counterparty credit ratings on Russia-based
Promsvyazbank OJSC at the issuer's request.  The outlook at the
time of the withdrawal was positive.  All ratings on outstanding
debt issued by Promsvyazbank were also withdrawn.

Related Criteria and Research:

    * Outlooks on 14 Russian Financial Institutions Are Revised to
      Stable as Tough Operating Conditions Ease, April 1, 2010

    * Credit Stress Testing Financial Institutions in the Russian
      Federation, June 17, 2009

URAL OPTICAL: S&P Rates Long-Term Corporate Credit at 'B-'
Standard & Poor's Ratings Services assigned its 'B-' long-term
corporate credit rating and 'ruBBB' Russia national scale rating
to Russia-based state-owned defense supplier Ural Optical &
Mechanical Plant (Federal State Unitary Enterprise - Production
Association; UOMZ).  The outlook is stable.

S&P sadi, "The rating is based on the company's stand-alone credit
profile (SACP) because in our opinion there is a low likelihood
that the government of the Russian Federation foreign currency
BBB/Stable/A-3, local currency BBB+/Stable/A-2; Russia national
scale ruAAA) would provide timely and sufficient extraordinary
support to UOMZ in the event of financial distress."

"We assess UOMZ's business risk profile as "weak" because we
consider it constrained by the overall relatively small size of
its operations, the limited diversity of its product portfolio,
and a concentration of its sales on its home market Russia, where
the company derives about 65% of its revenues," said Standard &
Poor's credit analyst Varvara Nikanorava.

S&P sadi, "Nevertheless, we note that total export sales,
including indirect export of products and services through UOMZ's
main customers account for about 70% of company's revenues."

"These constraints are mitigated by our view of ongoing government
support for UOMZ through funds for asset modernization and
interest expense reimbursements.  Furthermore, UOMZ has leading
positions in its niche industry, which delivers critical
components to Russia's main military aircraft manufacturers
including Irkut Corp., Sukhoi.  We understand that the industry
has high entry barriers stemming from the need for long-
established relations with aircraft manufacturers.

"We assess UOMZ's financial risk profile as "highly leveraged". We
consider its liquidity weak because short-term debt is not fully
covered by cash and available liquid funds and it has a highly
leveraged capital structure.  As of Dec. 31, 2009, UOMZ's total
adjusted debt was Russian ruble (RUB) 3.7 billion (US$122
million), resulting in a high debt-to-EBITDA ratio of 4.1x.  "The
stable outlook reflects our view that UOMZ will be able to
refinance or roll over its short-term debt as it comes due," said
Ms. Nikanorava.

"Furthermore, we assume that the company will be able to maintain
its sole-supplier status among its main customers in the defense
industry in Russia given the company's current sizable order
backlog.  We also factor in ongoing state support for financing
part of UOMZ's modernization program."


PRISA: Refinancing Agreement Hinges on Media Capital Stake Sale
Tracy Rucinski at Reuters reports that Promotora de
Informaciones SA said on Tuesday a refinancing agreement announced
earlier this month was subject to conditions including the sale of
a minority stake in its Portuguese affiliate Media Capital.

According to Reuters, Prisa will also have to make a EUR450
million (US$555 million) new share issue before the end of July in
order for a EUR2 billion loan to be extended until 2013.  It must
also have an agreement in place to sell a stake in Media Capital
or have hired an investment bank for the sale, Reuters notes.

On April 27, 2010, the Troubled Company Reporter-Europe, citing
Dow Jones Newswires, reported on April 27, 2010 that Prisa had
agreed with its creditor banks to refinance its debt and extend
its nearly EUR2 billion bridge loan until May 2013.  Dow Jones
disclosed Prisa, in a filing with the Spanish market regulator,
said the refinancing and a series of asset sales will allow the
company to reduce its debt burden.  Prisa's debt has reached
nearly EUR5 billion, compared to its current market capitalization
of EUR769 million, according to Dow Jones.

Promotora de Informaciones S.A. -- is a
Spain-based holding company, engaged in various media activities.
The Company has six business areas: publishing, education and
training (Grupo Santillana publishes textbooks and books of
general interest); press (El Pais Internacional is engaged in the
distribution of news material and services to other newspapers and
publications worldwide); radio (Union Radio is a group
broadcasting worldwide); audiovisual (PRISA offers services and
products, including Pay TV, thorough the satellite platform
DIGITAL+, and free-to-view through the channel Cuatro); online
(Prisacom is committed to the development of multimedia content
with broadcasting for Internet-based TV) as well as commercial &
marketing (Sogecable Media SA manages all the advertising on the
Company and its group's media).  The Company is present in 22
countries, such as Portugal, Brazil or the United States.

U N I T E D   K I N G D O M

CRAFTMATIC UK: In Voluntary Liquidation; 300 Jobs Affected
BBC News reports that Crafmatic UK Ltd. has gone into voluntary
liquidation, resulting in the loss of about 300 jobs.

The report relates Craftmatic's headquarters in Fyfield Wick,
Abingdon, has been closed since May 7.

According to the report, the liquidator, David Rubin, is writing
to all creditors and employees inviting them to a meeting with
Craftmatic's solicitors.

Customers who have already paid a deposit are unlikely to get
their money back, the report says.  They are advised not to pay
any more and to contact the liquidator, the report notes.

Craftmatic manufactures adjustable beds.

CRYSTAL PALACE: Survival Hinges on Former Owner's Consent to CVA
The Daily Telegraph reports that Crystal Palace's hopes of
securing their future rest with their former chairman Simon

According to the report, the last remaining stumbling block
remains securing a Company Voluntary Arrangement with Palace's
other creditors.  The report says a CVA must have the support of
75% of creditors and while some, including Her Majesty's Revenue
and Customs, are certain to vote against the deal on principle,
the decision effectively rests with Mr. Jordan.  Mr. Jordan, who
is owed at least GBP8 million, is Palace's largest creditor, the
report notes.

Mr. Jordan's consent to a CVA, which will pay creditors 1p for
every pound they are owed, is far from certain, the report states.
The report relates he clashed with Palace's administrator, Brendan
Guilfoyle, during a creditors' meeting on Monday, claiming Palace
should have been marketed more effectively after they secured
their Championship status with a last-day draw at Sheffield

The report says if Mr. Jordan refuses to agree to a CVA, Palace
may have to sell its most valuable players simply to cover their
running costs during the summer.

As reported by the Troubled Company Reporter-Europe on Jan. 28,
2010, The Times said Crystal Palace went into administration after
running into financial problems.  The Times disclosed the club has
debts estimated at GBP30 million.

London-based Crystal Palace Football Club -- plays in the English League.
The team, also known as the "Eagles" represents a borough of
London called Croydon.  It was founded in 1905 by workers at the
Crystal Palace, a wrought iron and glass building originally
erected in the Hyde Park area of London to house the Great
Exhibition of 1851 (the first in a series of World's Fair
exhibitions).  The Crystal Palace Football Club moved to its
current stadium Selhurt Park in 1924.  Chairman Simon Jordan took
over the club in 2000, ending Crystal Palace's stint with

INEOS GROUP: S&P Lifts Rating on Long-Term Credit to 'B-'
Standard & Poor's Ratings Services raised its long-term corporate
credit ratings on U.K.-based chemicals producer Ineos Group
Holdings PLC (Ineos) and sub-holding Ineos Holdings Ltd. to 'B-'
from 'CCC+'.  The outlook is stable.

S&P said, "We have also assigned a 'B' issue rating to the
replacement ?3.83 billion equivalent senior secured bank debt and
the ?300 million and US$570 million senior secured notes due in
2015, all issued or guaranteed by Ineos Holdings Ltd.  The
recovery rating of '2' on these instruments indicates our
expectation of substantial (70%-90%) recovery in the event of a

"In addition, we assigned a 'CCC' issue rating to Ineos Holdings
Ltd.'s replacement ?650 million second-lien term loan D. The
recovery rating of '6' on this loan indicates our expectation of
negligible (0%-10%) recovery in the event of default.

"We assigned the ratings on the abovementioned instruments
following receipt and satisfactory review of all final transaction
documentation.  The ratings are in line with the preliminary
ratings we assigned on April 30, 2010.

"We have raised the issue ratings on the ?1,630 million and US$700
million subordinated notes due 2016 to 'CCC' from 'CCC-' issued by
Ineos Group Holdings PLC.  The recovery rating of '6' on these
instruments remains unchanged.

"In addition, we have lowered the issue rating on the residual
?43.5 million legacy senior secured revolving credit facility
issued by Ineos Holdings Ltd. by two notches to 'CCC' from 'B-'.
We have changed the recovery rating on this legacy tranche of debt
to '6' from '2', reflecting the removal of security and guarantees
on the facility and therefore its subordination to the replacement
senior secured debt facilities and notes.

"At the same time, we removed all ratings from CreditWatch, where
they had been placed on April 30, 2010, following Ineos' announced
refinancing plan and successful consent request process.

"Lastly, we have withdrawn the ratings on various legacy senior
secured debt facilities and the legacy second lien term loan D
following full third-party repayment of amounts under these loans,
which have been acquired by Ineos Tenderco Ltd.," S&P noted

"The one-notch upgrade follows Ineos' much improved liquidity
position," said Standard & Poor's credit analyst Karl Nietvelt.
The stronger liquidity reflects:

    * An enhanced amortization profile following the just-
      completed ?740 million bond issue and related refinancing
      and consent process.  Annual debt maturities stand at less
      than 100 million until 2012, although an additional, sizable
      mandatory prepayment obligation remains on these maturities,
      due at end 2012.

    * S&P's perception that adequate leeway exists under financial
      covenants in 2010.  But S&P notes that covenants become more
      restrictive in later years, when headroom could become

    * The likelihood that Ineos will deliver strong first-half
      2010 EBITDA. Reported first-quarter EBITDA was ?474 million,
      thanks to the robust performance of the chemical
      intermediates segment (nitriles, phenols, oxides).  In
      addition, S&P's think visibility for the second quarter is

S&P said, "On the downside, the company's annual cash interest
burden could increase by an estimated ?40 million-?50 million
following the new bond issue; transaction fees paid amounted to
?70 million.  We also remain cautious for the second half and next
year, because industry conditions could weaken, some restocking
may have occurred in the first half, and we see a subdued economic
recovery in Europe, notably given current uncertainties on
sovereign creditworthiness."

"We expect Ineos' credit metrics to improve materially in 2010;
however, they are likely to remain weak but in line with the
rating.  Under our credit base case scenario, we forecast adjusted
ratios of funds from operations (FFO) to debt of around 9% and
debt to EBITDA of 5.0x-5.5x in 2010."

"We have not, however, factored in a cyclical upturn in 2011-2012.
Consequently, we believe that medium-term free cash flow and
deleveraging will remain modest," said Mr. Nietvelt.

S&P said, "Ineos produces various commodity petrochemicals and
operates two refineries in Europe; it reported total sales and
EBITDA of about ?18 billion and 984 million respectively in 2009.
Roughly two-thirds of sales stem from Europe; the remainder
derives largely from the U.S. Ineos' reported net financial debt
at end-March 2010 was virtually unchanged from the year-end 2009
figure, at a high 7.1 billion (or ?7.8 billion fully adjusted)."

"The stable outlook reflects our expectations for pronounced
improvement in Ineos' 2010 EBITDA, coupled with continued covenant
compliance and adequate near-term liquidity," said Mr. Nietvelt.
"Offsetting factors are the low visibility we have on second-half
2010 and in the medium term, in particular because we believe
Europe's economic recovery could remain subdued."

S&P said, "We would view adjusted ratios of FFO to debt of about
9% and of debt to EBITDA at about 5.5x in 2010 as commensurate
with the rating."

"We could upgrade Ineos if its deleveraging exceeds our
expectations in the coming years and if our uncertainty lessens on
the ?500 million prepayment due at the end of 2012.  Ultimately,
rating improvement will depend largely on the sustainability of
recently improved industry trends."

"The rating could come under pressure if we think the company is
unable to refinance its 2012-2013 maturities, or if it breaches
covenants and cannot work out a favorable solution, or if industry
conditions worsen again more than we currently anticipate," S&P

MAGAZINE MARKETING: Faces Administration After No Buyer Found
Harriet Dennys at MediaWeek reports that the Magazine Marketing
Company is expected to fall into administration within days.

The report notes MMC was put up for sale earlier this month.
According to the report, when no buyer emerged by the sale
deadline, May 14, sources within MMC confirmed that HSBC withdrew
the company's borrowing facility, leaving it unable to meet
payments due for April to about half its publisher clients.

The report says if MMC goes into administration, it will also owe
a significant amount of money to its newsflow distribution
courier, Downton, potentially leaving hundreds of thousands of
magazines sitting in warehouses with no date for delivery to

MMC was founded in 1988 and has more than 50 staff.  It manages
the distribution contracts for about 200 magazines, with a
combined annual cover-price turnover of more than GBP60 million,
according to MediaWeek.

NEMUS II: Fitch Cuts Rating on GBP1.1MM Class F Notes to 'CC'
Fitch Ratings has affirmed five classes of Nemus II (Arden) Plc's
notes, due February 2020 and downgraded the class F notes as

GBP200.9m class A (XS0278300487) affirmed at 'AA+'; Outlook

GBP16.3m class B (XS0278300560) affirmed at 'AA-'; Outlook

GBP11.0m class C (XS0278301295) affirmed at 'A'; Outlook Negative

GBP10.0m class D (XS0278300727) affirmed at 'BBB'; Outlook

GBP16.7m class E (XS0278301378) affirmed at 'CCC'; Recovery Rating

GBP1.1m class F (XS0278301535) downgraded to 'CC' from 'CCC';
Recovery Rating 'RR6'

The affirmation of the class A to E notes reflects the stable
performance of the Victoria, Kinnaird and Buchanan House loans
since the last review in April 2009 and the overall strength of
the underlying assets in terms of quality, location, tenant
covenant strength and the weighted average lease length.

The downgrade of the class F notes reflects the continued balloon
risk within the pool as the Castle and Somerfield loans approach
their maturities (2011), as well as the general uncertainty
surrounding the secondary nature of the collateral securing the
Carlton House loan.

The class A to D notes remain on Negative Outlook to reflect the
uncertainty surrounding the loans in special servicing (13.6% of
the pool) and on the servicer's watchlist (66.9% of the pool).

The Somerfield loan (9.0% of the pool) remains in special
servicing due to continued missed amortization payments of the
whole loan level.  The securitized A-note is current due to the
operation of the post default payment waterfall: all amounts due
to the A-lender are paid ahead of amounts due to the B-lender.
The special servicer (CBRELS) is in discussions with the B-lender
to determine whether they would be prepared to buy out the whole
loan in order to protect their deteriorating position.  The loan
is secured by 11 retail properties situated across the UK leased
to Somerfield Stores Ltd for a term of 30 years with fixed annual
rental uplifts of 2.25%.

The Carlton House loan (4.6% of the pool) remains in special
servicing as the issue of non-payment of taxes by the parent
company (a co-obligor under the facility agreement) in December
2008 has not been settled.  The special servicer continues to
control all funds.  The pre-agreed amortization holiday also
remains in place until January 2012, to ensure that the borrower
has sufficient cash flow to meet its operating expenses.  The loan
is secured by three mixed use assets in the West Midlands whose
income profile improved slightly during the last quarter following
a new letting at Carlton House.

The Victoria and Buchanan House loans (50.1% and 16.8% of the
pool, respectively) have both been on the servicer's watch list
since H109 due to unresolved LTV covenant breaches.  Excess cash
on both loans has been trapped and their lease and tenant profiles
remain strong.  The Victoria loan is secured by a central London
office property and 80.5% of the income is derived from a 20 year
lease to John Lewis that is guaranteed by BP Plc (rated
'AA+'/Outlook Stable/F1+).  The Buchanan House loan is secured by
a good quality office building located in Glasgow which is let to
three strong tenants, including the Scottish Ministers and Network
Rail Infrastructure Ltd (rated 'AAA'/Outlook Stable/ F1+), with a
WA unexpired lease term of 13.4 years.

Fitch employed its criteria for European CMBS surveillance to
analyze the quality of the underlying commercial loans.
Applicable criteria available on Fitch's website at 'Criteria for European CMBS Surveillance
(Europe CMBS)', dated 12 November, 2008, and 'Global Structured
Finance Rating Criteria', dated 30 September, 2009.  Fitch also
simulated tenant default and lease renewal scenarios in its
analysis of the transaction.

WESTON BUSINESS: In Administration; 31 Jobs Affected
Helen Morris at PrintWeek reports that Herald Business Forms,
which traded as Weston Business Forms, has gone into
administration, resulting in the loss of 31 jobs.

The report relates James Tickell of Portland Business and
Financial Solutions was appointed administrator to the business on
May 5.

According to the report, the administrator said WBF collapsed
because it was unable to afford the renewal of the lease on the
premises that it had occupied for the past 30 years.

"There was a figure of GBP200,000 needed to put the premise right
once the lease was up and the company couldn't commit to that sort
of liability," the report quoted a spokeswoman for the insolvency
practitioner as saying. The report notes the spokeswoman said the
company suffered a drop in turnover.

The report discloses business forms printer DCL Print acquired the
company's database, records and machinery, which included a Didde
MVP XF five-color reel-to-sheet press.

Herald Business Forms is a printing company based in Southampton,
United Kingdom.


* Upcoming Meetings, Conferences and Seminars

May 21, 2010
   Nuts and Bolts - NYC
      Alexander Hamilton Custom House, SDNY, New York, N.Y.
         Contact: 1-703-739-0800;

May 24, 2010
   New York City Bankruptcy Conference
      New York Marriott Marquis, New York, NY
         Contact: 1-703-739-0800;

May 11-14, 2010
   Litigation Skills Symposium
      Tulane University, New Orleans, La.
         Contact: 1-703-739-0800;

June 17-20, 2010
   Central States Bankruptcy Workshop
      Grand Traverse Resort and Spa, Traverse City, Mich.
         Contact: 1-703-739-0800;

July 7-10, 2010
   Northeast Bankruptcy Conference
      Ocean Edge Resort, Brewster, Massachusetts
         Contact: 1-703-739-0800;

July 14-17, 2010
   Southeast Bankruptcy Conference
      The Ritz-Carlton Amelia Island, Amelia, Fla.

Aug. 3, 2010
   Atlanta Consumer Bankruptcy Skills Training
      Georgia State Bar Building, Atlanta, Ga.
         Contact: 1-703-739-0800;

Aug. 5-7, 2010
   Mid-Atlantic Bankruptcy Workshop
      Hyatt Regency Chesapeake Bay, Cambridge, Md.
         Contact: 1-703-739-0800;

Aug. 11-14, 2010
   Hawai.i Bankruptcy Workshop
      The Fairmont Orchid, Big Island, Hawaii
         Contact: 1-703-739-0800;

Sept. 14, 2010
   ABI/NYIC Golf and Tennis Fundraiser
      Maplewood Golf Club, Maplewood, N.J.
         Contact: 1-703-739-0800;

Sept. 20, 2010 (tentative)
   Complex Financial Restructuring Program
      Fordham Law School, New York, N.Y.
         Contact: 1-703-739-0800;

Sept. 23-25, 2010
   Southwest Bankruptcy Conference
      Four Seasons Las Vegas, Las Vegas, Nev.
         Contact: 1-703-739-0800;

Oct. 1, 2010 (tentative)
   ABI/UMKC Midwestern Bankruptcy Institute
      Kansas City Marriott Downtown, Kansas City, Kan.
         Contact: 1-703-739-0800;

Oct. 6-8, 2010
   TMA Annual Convention
      JW Marriott Grande Lakes, Orlando, Florida

Oct. 11, 2010
   Chicago Consumer Bankruptcy Conference
      Standard Club, Chicago, Ill.
         Contact: 1-703-739-0800;

Oct. 15, 2010
   NCBJ/ABI Educational Program
      Hilton New Orleans Riverside, New Orleans, La.
         Contact: 1-703-739-0800;

Oct. 29, 2010 (tentative)
   International Insolvency Symposium
      The Savoy, London, England
         Contact: 1-703-739-0800;

Nov. __, 2010
   Delaware Views from the Bench and Bankruptcy Bar
      Hotel du Pont, Wilmington, Del.
         Contact: 1-703-739-0800;

Nov. 11, 2010
   Detroit Consumer Bankruptcy Conference
      Hyatt Regency Dearborn, Dearborn, Mich.
         Contact: 1-703-739-0800;

Dec. 9-11, 2010
   Winter Leadership Conference
      Camelback Inn, a JW Marriott Resort & Spa,
      Scottsdale, Ariz.
         Contact: 1-703-739-0800;

Dec. 2-4, 2010
   22nd Annual Winter Leadership Conference
      Camelback Inn, Scottsdale, Arizona
         Contact: 1-703-739-0800;

Jan. 20-21, 2011
   Rocky Mountain Bankruptcy Conference
      Westin Tabor Center, Denver, Colo.
         Contact: 1-703-739-0800;

Mar. 31-Apr. 3, 2011
   Annual Spring Meeting
      Gaylord National Resort & Convention Center,
      National Harbor, Md.
         Contact: 1-703-739-0800;

June 9-12, 2011
   Central States Bankruptcy Workshop
      Grand Traverse Resort and Spa, Traverse City, Mich.

July 21-24, 2011
   Northeast Bankruptcy Conference
      Hyatt Regency Newport, Newport, R.I.
         Contact: 1-703-739-0800;

Aug. 4-6, 2011  (tentative)
   Mid-Atlantic Bankruptcy Workshop
      Hotel Hershey, Hershey, Pa.
         Contact: 1-703-739-0800;

Oct. 14, 2011
   NCBJ/ABI Educational Program
      Tampa Convention Center, Tampa, Fla.
         Contact: 1-703-739-0800;

Oct. 25-27, 2011
   Hilton San Diego Bayfront, San Diego, CA

Dec. 1-3, 2011
   23rd Annual Winter Leadership Conference
      La Quinta Resort & Spa, La Quinta, Calif.
         Contact: 1-703-739-0800;

Apr. 19-22, 2012
   Annual Spring Meeting
      Gaylord National Resort & Convention Center,
      National Harbor, Md.
         Contact: 1-703-739-0800;

July 14-17, 2012
   Southeast Bankruptcy Workshop
      The Ritz-Carlton Amelia Island, Amelia Island, Fla.
         Contact: 1-703-739-0800;

Aug. 2-4, 2012
   Mid-Atlantic Bankruptcy Workshop
      Hyatt Regency Chesapeake Bay, Cambridge, Md.
         Contact: 1-703-739-0800;

Nov. 29 - Dec. 2, 2012
   Winter Leadership Conference
      JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
         Contact: 1-703-739-0800;


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.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to

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


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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Joy A. Agravante, Valerie U. Pascual, Marites O.
Claro, Rousel Elaine T. Fernandez, Frauline S. Abangan and Peter
A. Chapman, Editors.

Copyright 2010.  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$625 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 Christopher Beard at 240/629-3300.

                 * * * End of Transmission * * *