TCREUR_Public/120302.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

            Friday, March 2, 2012, Vol. 13, No. 45

                            Headlines



F R A N C E

TEREOS EUROPE: Moody's Affirms 'Ba3' Corporate Family Rating


G E R M A N Y

ADAM OPEL: GM, Peugeot Form Alliance to Revitalize EU Operations
CB MEZZCAP: S&P Lowers Ratings on Four Note Classes to 'CC'
KANAM GRUND: To Liquidate EUR3.92 Billion Grundinvest Fund
SCHLECKER: To Close 2,000 Stores, Lay Off 12,000 Employees
SOLON SE: Charlottenburg Court Opens Insolvency Proceedings


I C E L A N D

LANDSVIRKJUN: S&P Revises Short-term Ratings to 'B'


I R E L A N D

TREASURY HOLDINGS: Fights for Constitutional Right Over Assets


I T A L Y

BANCA MONTE: Fondazione to Sell Up to 8% Stake to Repay Debts


K A Z A K H S T A N

ALFA-BANK: Moody's Withdraws 'B2' Long-Term Deposit Ratings
BTA BANK: Creditors Set to Elect Two Directors on March 21


L U X E M B O U R G

EUROPROP SA: S&P Lowers Rating on Class E Notes to 'CCC'
GATEGROUP FINANCE: Moody's Assigns '(P)B1' Rating to New Notes


M A L T A

ENEMALTA CORP: S&P Lowers Long-Term Corp. Credit Rating to 'B+'


R O M A N I A

* Companies Managed by Casa de Insolventa Have EUR1.9-Bil Debts


S P A I N

IM BCG: Moody's Says Liquidity Account Will Not Reduce Rating
MADRID RMBS I: S&P Affirms Rating on Class E Notes at 'CCC (sf)'
* COMMUNITY OF VALENCIA: S&P Cuts Issuer Credit Ratings to 'BB/B'


S W E D E N

SEANET MARITIME: Declared Bankrupt; Administrators Seek Buyer


S W I T Z E R L A N D

GATEGROUP HOLDING: S&P Assigns 'BB' Long-Term Corp. Credit Rating


U K R A I N E

* CITY OF KYIV: S&P Affirms 'B-' Long-Term Issuer Credit Rating


U N I T E D   K I N G D O M

CPUK FINANCE: S&P Assigns 'BB+' Rating to Class B Notes
VIRGIN MEDIA: S&P Affirms 'BB' Long-Term Corporate Credit Rating


X X X X X X X X

* BOOK REVIEW: Corporate Venturing -- Creating New Businesses


                            *********


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F R A N C E
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TEREOS EUROPE: Moody's Affirms 'Ba3' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service has affirmed Tereos' Ba3 Corporate
Family Rating (CFR) and Probability of Default Rating (PDR) as
well as the B1 rating on the EUR500 million bond issued at Tereos
Europe and changed the rating outlook to positive from stable.
The rating action reflects Tereos' continued improvement in
operating performance following: (i) a favorable pricing
environment for both its sugar beet and sugar cane operations
over the last 24 months; and (ii) an improved EBITDA margin,
partially helped by economies of scale and efficiency measures.

Ratings Rationale

"[The] action reflects the improvement in Tereos' operating
performance since 2008/09, with credit metrics now solidly
positioned for its Ba3 CFR", says Andreas Rands, Moody's lead
analyst for Tereos. "We expect the company to continue benefiting
from a favorable pricing environment for its sugar beet and sugar
cane divisions based on the current supply/demand dynamics in the
world sugar market."

Tereos' Ba3 CFR reflects (i) relatively high leverage given the
firm's significant and growing exposure to commodity price
volatility as it expands outside of the regulated European sugar
market; (ii) large capex requirements which constrain debt
reduction; and (iii) relatively tight covenants.

However, more positively, the rating also reflects: (i) Tereos'
position as the third-largest sugar producer in Europe; (ii) its
pre-eminent position in the French beet sugar industry, one of
the most competitive in Europe; (iii) its diversification by
geography (Europe and Brazil), product (cane sugar, beet sugar
and starch) and end use (food, fuel and industrial applications);
and (iv) its stable sources of raw materials, the result of its
co-operative structure in Europe and its long-term supply
contracts and partial vertical integration in Brazil.
Additionally, the company completed the refinancing of
approximately EUR1.4 billion in bank debt in 2010 and 2011, which
simplified its debt structure and extended its debt maturity
profile, also positive for the credit.

Moody's cautions that further de-leveraging is mostly based on an
increasing EBITDA while a debt reduction is constrained by the
company's large capex program over the next few years in order to
reinforce its position in the Brazilian sugar cane market.
Moody's considers that Tereos' expansion in the Brazilian market
represents an opportunity for the company to diversify its
activities to faster growing markets than the European Union;
however, Moody's also notes that this diversification brings
additional volatility to the business profile due to the non-
regulated nature of the sugar cane market in Brazil.

The positive outlook on the rating reflects Moody's expectation
that Tereos' credit metrics will improve by the end of FY
2011/2012 with an adjusted debt to EBITDA below 3.5x. Moody's
also notes that the company's pursuit of growth is likely to
preclude significant reductions in the absolute amount of debt on
its balance sheet, leaving improvements due to increases in
EBITDA vulnerable to reversal. Moody's will continue to monitor
the execution of the partnership with Petrobras and any further
expansion into Brazil or elsewhere.

In Moody's view, positive pressure on the rating is likely during
FY2011/2012 but this is reliant on the company sustaining a
further strengthening in operating performance and cash flow
generation, and a track record of deleveraging with a debt/EBITDA
ratio (as adjusted by Moody's) comfortably below 3.5x on a
sustained basis. Conversely, although not expected in the short
term in view of the positive outlook, negative rating pressure
could develop if: (i) Tereos' debt/EBITDA ratio were to remain
above 4.0x on a consistent basis; (ii) its liquidity were to
tighten (including, but not limited to, through weaker covenant
headroom); or (iii) concerns were to develop about continued
access to credit facilities. Any material debt-financed
acquisitions could also put downward pressure on the rating.

The principal methodology used in rating Tereos was the Global
Agricultural Cooperatives Industry Methodology published in March
2010. 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 Lille, France, Tereos is the third-largest
European producer of sugar from sugar beet, the third largest
European producer of starch and alcohol from cereals and a
leading Brazilian producer of sugar and ethanol from sugar cane.
The company posted EUR4.4 billion of revenues for the year ending
September 2011.


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G E R M A N Y
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ADAM OPEL: GM, Peugeot Form Alliance to Revitalize EU Operations
----------------------------------------------------------------
Jeffrey McCracken, Zijing Wu and Tim Higgins at Bloomberg News
report that General Motors Co. (GM) and PSA Peugeot Citroen (UG)
announced a broad alliance that will include joint purchasing and
vehicle development in an effort to revitalize their European
operations.

According to Bloomberg, the automakers said in a joint statement
on Wednesday that GM will buy 7% of the French carmaker to become
the second-largest shareholder after the Peugeot family.  Peugeot
will sell new shares in a EUR1 billion (US$1.34 billion) rights
offering, Bloomberg discloses.

Bloomberg relates that a person familiar said the partnership
also includes a restructuring at both GM and Peugeot that will
result in plant closures and job cuts.  The person, as cited by
Bloomberg, said that the two are still working out the specifics
and won't disclose them for several weeks or even months because
of political concerns in France.

Wednesday's release did not mention any job cuts or plant
closures, Bloomberg notes.

As reported by the Troubled Company Reporter-Europe on Feb. 20,
2012, Bloomberg News related that GM, which posted a record
annual profit of US$9.19 billion for 2011, said more cost cuts
are coming for its money-losing Europe unit after the last
turnaround plan failed to end losses there.  The automaker's
Europe business, including the Opel brand, lost US$747 million
last year before taxes and interest, Bloomberg disclosed.
Bloomberg noted that while that's an improvement from US$1.95
billion lost in 2010, it's not break-even as Detroit-
based GM had planned until November when it pulled back the
forecast as the European outlook worsened.  While GM has gained
ground in the U.S., Ruesselsheim, Germany-based Opel and sister
brand Vauxhall in the U.K. have continued to lose market share
under pressure from competitors such as Volkswagen AG and Hyundai
Motor Co., Bloomberg stated.  A drawn-out rescue effort in the
wake of GM's bankruptcy, including an aborted sale, also soured
consumers on the brand, Bloomberg said.

Adam Opel GmbH -- http://www.opel.com/-- is General Motors
Corp.'s German wholly owned subsidiary.  Opel started making cars
in 1899.  Opel makes passenger cars (including the Astra, Corsa,
and Vectra) and light commercial vehicles (Combo and Movano).
Its high-performance VXR range includes souped-up versions of
Opel models like the Meriva minivan, the Corsa hatchback, and the
Astra sports compact.  Opel is GM's largest subsidiary outside
North America.


CB MEZZCAP: S&P Lowers Ratings on Four Note Classes to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
CB MezzCAP Limited Partnership's class A, B, C, D, and E notes.

CB MezzCAP is a German small and midsize enterprise (SME)
transaction that closed in April 2006. The underlying collateral
comprises payment claims of the issuer against German SMEs under
profit participation agreements (PPAs). In the event of an
insolvency or liquidation of a relevant SME, the issuer's claims
under the PPAs are subordinated to the claims of all other
creditors of the company, but rank ahead of shareholders.

"The rating actions follow further deterioration in the
portfolio's credit quality. Since our previous review of the
transaction on Dec. 30, 2009, CB MezzCAP has been subject to four
principal deficiency events, with a combined principal balance of
EUR27.5 million (16.2% of the current outstanding note balance),"
S&P said.

This has resulted in an increase in the principal deficiency
ledger balance, as per the latest available investor report dated
January 2012, to EUR55.39 million, compared with EUR34.75 million
in December 2009.

"According to the latest available investor report, there are 21
PPAs remaining in the portfolio, for which no principal
deficiency event has been triggered. The aggregate principal
balance of those PPAs, at EUR114 million, is insufficient to
fully repay the class B, C, D, or E notes. Given the subordinated
nature of the issuer's claims under the PPAs, recoveries received
by the issuer on defaulted PPAs have been minimal to date.
Moreover, the servicer's recovery expectations as specified in
the latest available investor report in most cases are zero," S&P
said.

"Since December 2009, the issuer has, in accordance with the
transaction documents, continued to repay the class A note
principal amount -- using available excess spread after payment
of senior expenses and interest on the class A, B, C, D, and E
notes -- to reduce the principal deficiency ledger balance.
According to our analysis, the class A notes still have credit
enhancement available. However, the amount would not cover the
default of any further PPAs. We have therefore lowered our rating
on the class A notes to 'CCC (sf)'," S&P said.

"The class B, C, D, and E notes have no credit enhancement
remaining. We have lowered our ratings on the class B, C, D, and
E notes to 'CC (sf)'to reflect our view that these notes are
highly vulnerable to nonpayment," S&P said.

           Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and
a description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at

         http://standardandpoorsdisclosure-17g7.com

Ratings List

CB MezzCAP Limited Partnership
EUR199.5 Million Floating-Rate Notes

Class             Rating
            To             From

Ratings Lowered

A           CCC (sf)       BB- (sf)
B           CC (sf)        B-(sf)
C           CC (sf)        CCC- (sf)
D           CC (sf)        CCC- (sf)
E           CC (sf)        CCC- (sf)


KANAM GRUND: To Liquidate EUR3.92 Billion Grundinvest Fund
----------------------------------------------------------
Simon Packard at Bloomberg News reports that KanAm Grund KAG will
liquidate its EUR3.92 billion (US$5.3 billion) Grundinvest fund,
making it the largest German mutual property fund to be wound up
after failing to raise enough money to meet investor withdrawals.

Grundinvest, which suspended redemptions in May 2010, had two
years to sell assets and raise sufficient cash to return to
investors, Bloomberg notes.

According to Bloomberg, Frankfurt-based asset manager KanAm said
in a statement on Wednesday that the fund will now be liquidated
and money returned by the end of 2016.

The fund said that about EUR200 million will be paid back in the
weeks ahead, Bloomberg relates.

KanAm cited Europe's sovereign-debt crisis and concern among
German savers about investment in the country's mutual property
funds for its inability to reopen Grundinvest, Bloomberg
discloses.

Since closing, the fund sold or agreed to sell EUR1 billion of
property in Canada, Europe and the U.S., Bloomberg says.  KanAm
said in a statement that the fund owns 51 properties in nine
countries with an estimated value of EUR6.3 billion.

KanAm Grund KAG is a Frankfurt-based asset manager.


SCHLECKER: To Close 2,000 Stores, Lay Off 12,000 Employees
----------------------------------------------------------
Alexander Huebner and Victoria Bryan at Reuters report that
Schlecker will close around 2,000 stores and lay off almost half
its workforce.

According to Reuters, Schlecker has struggled to adapt to
newcomers such as dm and Rossmann, which have undercut on price
and lured customers with more attractive shops.

"Many problems were dealt with too late," Reuters quotes
insolvency administrator Arndt Geiwitz as saying on Wednesday,
adding the store closures were necessary to provide a base for
talks with possible investors.

Mr. Geiwit said the chain would now have to cut costs, improve
its product range, cut prices and refurbish its shops, Reuters
relates.

In total, almost 12,000 people will lose their jobs, leaving
Schlecker with some 3,000 stores and 13,500 employees, Reuters
discloses.

The Schleckers, once one of Germany's wealthiest families, said
last month they had lost their multibillion-euro fortune, after
pumping hundreds of millions of euros into the business, Reuters
recounts.

As reported by the Troubled Company Reporter-Europe on Feb. 7,
2012, Schlecker went into administration.  The restructuring
measures necessary at Schlecker in Germany could not be
implemented within the time schedule set, and planned interim
financing could not be found.  Further restructuring will now be
continued as part of the insolvency proceedings.  In this,
Schlecker is seeking an insolvency plan procedure and the
retention of the company as a whole.  At the moment, agreement
has been reached with the key suppliers, ensuring that business
operations can be continued without restrictions.  Schlecker has
been undergoing comprehensive restructuring since the middle of
2010, and has already introduced a large number of measures.  The
insolvency manager was positive about the company's prospects for
the future.

Schlecker is Germany's biggest drugstore chain.


SOLON SE: Charlottenburg Court Opens Insolvency Proceedings
-----------------------------------------------------------
On March 1, 2012, the Local Court of Charlottenburg instituted
insolvency proceedings against the assets of SOLON SE due to
illiquidity and debt overload. Ruediger Wienberg --
ruediger.wienberg@hww.eu -- was appointed insolvency
administrator.

SOLON SE had filed for insolvency on December 13, 2011.

As reported by the Troubled Company Reporter-Europe on Dec. 16,
2011, Bloomberg News related that SOLON said in a statement the
company filed for insolvency after failing to reach an "amicable
solution" with banks and investors.  SOLON had sought to speed up
cost cuts and extend a year-end deadline to repay a
EUR275 million (US$357 million) loan to Deutsche Bank AG and a
group of seven German banks, Bloomberg disclosed.  SOLON was
seeking "to use opportunities to restructure within the
insolvency process," Bloomberg quoted Therese Raatz, a
spokeswoman, as saying.

Berlin, Germany-based Solon SE is a publicly traded solar
company.  The company employs more than 800 people at
subsidiaries in Germany, Italy, France, and the U.S.


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I C E L A N D
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LANDSVIRKJUN: S&P Revises Short-term Ratings to 'B'
---------------------------------------------------
Standard & Poor's Ratings Services revised its short-term ratings
on Iceland-based electricity generation and transmission company
Landsvirkjun to 'B' from 'B-1'.

"The revision is in line with an update of our rating definitions
for short-term ratings in the 'B' category, removing the 'B-1',
'B-2', and 'B-3' rating definitions," S&P said.


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I R E L A N D
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TREASURY HOLDINGS: Fights for Constitutional Right Over Assets
--------------------------------------------------------------
According to The Irish Times' Mary Carolan, Treasury Holdings has
argued before the High Court that being insolvent did not deprive
the company of its constitutional right to make representations
before the National Asset Management Agency-appointed receivers
over its assets in Ireland.

Treasury Holdings, the court heard, wants NAMA to approve
"investment" proposals which involve the company managing those
assets into the future for fees of about EUR9 million a year, the
Irish Times says.

Opposing Treasury Holdings' application for leave to challenge
the receivers' appointment, KBC Bank, which is owed EUR75 million
by Treasury Holdings, argued that even if NAMA had taken a
different view, it would make "no difference" as KBC had lost
faith in the management of Treasury, the Irish Times states.

Those proposals, the court has heard, required NAMA to provide
most of the funds for those companies to acquire Treasury
Holdings loans transferred to NAMA, the Irish Times discloses.

Ms. Justice Mary Finlay Geoghegan heard final arguments on
Tuesday from KBC and NAMA in the application by Treasury Holdings
and 22 related companies for leave to bring a judicial review
challenge to NAMA's decisions last December 8 and January 25 to
call in its loans and appoint joint receivers, the Irish Times
relates.

Earlier, in his closing arguments, Paul Sreenan SC, for NAMA,
said that if Treasury Holdings secures leave for a judicial
review challenge, the agency will look to Treasury Holdings'
shareholders, Richard Barrett and John Ronan, to personally
provide undertakings to pay damages if Treasury Holdings
ultimately loses that judicial review, the Irish Times notes.

Treasury Holdings owns commercial, retail and event space
property in Ireland, the UK, Russia and China with a combined
value of EUR4.6 billion.


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I T A L Y
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BANCA MONTE: Fondazione to Sell Up to 8% Stake to Repay Debts
-------------------------------------------------------------
Gabriele La Monica at MF-Dow Jones reports that Fondazione Monte
dei Paschi di Siena, the majority shareholder of Banca Monte dei
Paschi di Siena SpA, will likely sell a stake of up to 8% in
Italy's third largest bank to a group of private investors, as
part of its efforts to raise money to pay off its debts.

According to MF-Dow Jones, a person familiar with the situation
said on Tuesday that Fondazione, a non-profit organization, would
sell between 6% and 8% of the bank to a group of families close
to the bank.

The foundation owns 45% of Monte dei Paschi, which is based in
Siena, MF-Dow Jones discloses.  The foundation aims to eventually
to sell a total of 15% of the bank, MF-Dow Jones notes.

The person, as cited by MF-Dow Jones, said that the foundation's
remaining 7% could be sold to Italian private equity firms such
as Equinox, Clessidra or others from abroad.

MF-Dow Jones notes that the person said the foundation would put
the money raised from the sale of the stake in a fund where it
would remain until it reaches an agreement with its 11 creditors.

Any sale, however, must first win approval from the economy
ministry, MF-Dow Jones says.

The foundation owes a total of EUR870 million to its creditors,
which include J.P. Morgan Chase & Co., according to MF-Dow Jones.
The foundation wants the creditors to take a haircut on the debt
but its proposal hasn't been well received, people familiar with
the talks have told MF-Dow Jones.  It has a standstill agreement
until March 15, the report notes.

Banca Monte dei Paschi di Siena SpA -- http://www.mps.it/-- is
an Italy-based company engaged in the banking sector.  It
provides traditional banking services, asset management and
private banking, including life insurance, pension funds and
investment trusts.  In addition, it offers investment banking,
including project finance, merchant banking and financial
advisory services.  The Company comprises more than 3,000
branches, and a structure of channels of distribution.  Banca
Monte dei Paschi di Siena Group has subsidiaries located
throughout Italy, Europe, America, Asia and North Africa.  It has
numerous subsidiaries, including Mps Sim SpA, MPS Capital
Services Banca per le Imprese SpA, MPS Banca Personale SpA, Banca
Toscana SpA, Monte Paschi Ireland Ltd. and Banca MP Belgio SpA.

                          *     *     *

As reported by the Troubled Company Reporter-Europe on Feb, 7,
2012, Moody's Investors Service placed on review for downgrade
the Baa1/Prime-2 senior debt and deposit ratings as well as the
D+ standalone bank financial strength rating (BFSR, mapping to
Baa3 on the long-term rating scale) of Banca Monte dei Paschi di
Siena (MPS).

Moody's said that the key drivers for the BFSR review are:

i) the uncertainty in the bank's plan to meet its regulatory
    capital shortfall calculated by the European Banking
    Authority (EBA).  Moody's notes that the bank's plan to raise
    the EUR3.3 billion mandated by EBA to reach the 9% Core Tier
    1 capital ratio includes joint ventures and disposals, which
    may be challenging to implement in the current environment
    and which carry some execution risk;

ii) MPS' weak internal capital generation capacity, which would
    allow it to meet such increased capital requirements or to
    absorb external shocks from its own earnings.  This weak
    organic capital generation capacity is becoming more
    prevalent as Moody's expects pressure on asset quality and
    earnings to increase for MPS as a result of the overall
    challenging macroeconomic outlook in Italy, thus increasing
    the possibility that MPS may require capital support from
    third parties.


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K A Z A K H S T A N
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ALFA-BANK: Moody's Withdraws 'B2' Long-Term Deposit Ratings
-----------------------------------------------------------
Moody's Investors Service has withdrawn these ratings of Alfa-
Bank Kazakhstan:

- Long-term local currency deposit ratings of B2;

- Long-term foreign currency deposit ratings of B2;

- Short-term local and foreign currency deposit ratings of Not
   Prime; and

- Bank financial strength rating (BFSR) of E+.

All ratings carried a stable outlook at the time of withdrawal.

Ratings Rationale

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

Based in Almaty, Kazakhstan, Alfa-Bank Kazakhstan reported
unaudited total assets (IFRS) of US$601 million as of end-
September 2011.


BTA BANK: Creditors Set to Elect Two Directors on March 21
----------------------------------------------------------
Nariman Gizitdinov at Bloomberg News reports that BTA Bank will
hold a meeting with investors on March 21 to select two directors
representing the interests of creditors on the lender's board.

According to Bloomberg, BTA Bank said in a statement e-mailed on
Wednesday that senior bondholders will appoint one of the
directors, with another elected by holders of so-called original-
issue discount-debt instruments.  The bank, as cited by
Bloomberg, said that the creditors will choose among five
candidates.

Two creditor directors resigned as BTA Bank sought its second
debt restructuring in as many years after failing to make an
interest payment on its July 2018 dollar bonds in January,
Bloomberg relates.

Kazakhstan's sovereign wealth fund Samruk-Kazyna took over BTA
Bank in February 2009, two months before the nation's largest
lender at the time defaulted on US$12 billion of debt, Bloomberg
recounts.

Bloomberg notes that a group of unidentified creditors said in a
Dec. 30 letter to BTA, the Kazakh central bank and Samruk-Kazyna
that it's "critical that the board of directors includes creditor
directors."

                          About BTA Bank

BTA Bank AO (BTA Bank JSC), formerly Bank TuranAlem AO --
http://bta.kz/-- 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, commenced
insolvency proceedings in the Specialized Financial Court of
Almaty City, Republic of Kazakhstan.  Anvar Galimullaevich
Saidenov, the Chairman of the Management Board of BTA Bank, then
filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No. 10-10638)
on Feb. 4, 2010, estimating more than US$1 billion in assets and
debts.

On March 9, 2010, the Troubled Company Reporter-Europe reported
that JSC BTA Bank was granted relief in the U.S. under Chapter 15
when the bankruptcy judge in New York recognized the Kazakh
proceeding as the "foreign main proceeding."  Consequently,
creditor actions in the U.S. were permanently halted, forcing
creditors to prosecute their claims and receive distributions
in Kazakhstan.

In the U.S., the Foreign Representative is represented by Evan C.
Hollander, Esq., Douglas P. Baumstein, Esq., and Richard A.
Graham, Esq. at White & Case LLP in New York City.

The Specialized Financial Court of Almaty approved BTA Bank's
debt restructuring on Aug. 31, 2010, trimming its obligations
from US$16.7 billion to US$4.2 billion, and extending its longest
maturity dates to 20 year from eight.  Creditors who hold 92
percent of BTA's debt approved the restructuring plan in May.
BTA reportedly distributed US$945 million in cash to creditors
and new debt securities including US$5.2 billion of recovery
units (representing an 18.5% equity stake) and US$2.3 billion of
senior notes on Sept. 1, 2010.  BTA forecasts profit of slightly
more than US$100 million in 2011, Chief Executive Officer Anvar
Saidenov told reporters in Almaty.


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


EUROPROP SA: S&P Lowers Rating on Class E Notes to 'CCC'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
all classes of notes issued by EuroProp (EMC) S.A. (Compartment)
1 (EuroProp).

"The rating actions follow our review of the sole remaining loan
backing the transaction, the Sunrise loan. We believe the
creditworthiness of the loan pool has deteriorated. The loan is
in special servicing, and we anticipate principal losses on this
loan," S&P said.

                         Sunrise Loan

"The Sunrise loan (100% of the pool) is the only loan left in the
pool and is currently secured by 55 secondary retail properties
throughout Germany. The current whole-loan balance is EUR536.1
million, which includes EUR26.3 million in B-notes. The senior
loan is a syndicated loan, with 50% securitized in this
transaction, and 50% in the DECO 9-Pan Europe 3 PLC transaction.
The legal final maturity date of EuroProp is April 2013; in
contrast, the maturity date of DECO 9-Pan Europe 3 is July 2017,"
S&P said.

The loan was transferred to special servicing on July 6, 2010,
due to the borrower's insolvency, and it matured in January 2011.

Deutsche Bank A.G. is acting as whole-loan special servicer. In
September 2011, the special servicer asked for bids for the
entire portfolio. Three binding bids were received, but were not
accepted. Instead, the special servicer has decided to sell down
the assets over time, and six properties have been sold so far.
The special servicer has an exit target of 18 months from October
2011.

The portfolio was last valued in 2010. According to the October
2011 servicer report issued by Deutsche Bank, the whole-loan
loan-to-value (LTV) ratio is 106.3% and the senior loan LTV ratio
is 101.2%. This is based on the 2010 reported value of EUR515.6
million (for 59 properties, including four properties that were
recently sold), and is approximately 27% less than the EUR703.1
million valuation at issuance, after adjusting for the six
properties sold to date.

The portfolio has a weak lease profile with a short weighted-
average remaining lease term of 3.3 years.

"The imminent maturity of the EuroProp notes will shorten the
time the servicer has in this transaction to sell the assets. We
believe this may result in lower recoveries than would otherwise
be the case if the servicer had more time to sell the assets. In
consideration of these factors, we anticipate losses on this
loan," S&P said.

"The rating actions reflect our view that the creditworthiness of
the Sunrise loan has deteriorated. We believe that losses on the
Sunrise loan could materially affect the class E notes, and
potentially the class C and D notes. In addition, if the loan is
not fully worked out by note maturity in April 2013, the notes
may not be paid on the due date, which would cause a note event
of default. We have lowered our ratings on the remaining classes
to speculative-grade to reflect this risk," S&P said.

"At closing (July 2006), EuroProp acquired eight loans secured on
142 properties in Germany, France, Portugal, Sweden, and Belgium.
Since closing, seven of these loans have fully repaid. The
outstanding note balance is EUR266.4 million (down from EUR648.55
million at closing). The transaction legal maturity date is April
2013," S&P said.

           Potential Effects of Proposed Criteria Changes

"Our ratings in this transaction are based on our criteria for
rating European commercial mortgage-backed securities (CMBS).
However, these criteria are under review," S&P said.

"As highlighted in the Nov. 8 Advance Notice of Proposed criteria
Change, we expect to publish a request for comment (RFC)
outlining our proposed criteria changes for rating European CMBS
transactions. Subsequently, we will consider market feedback
before publishing our updated criteria. Our review may result in
changes to the methodology and assumptions we use when rating
European CMBS, and consequently, it may affect both new and
outstanding ratings on European CMBS transactions," S&P said.

"Until such time that we adopt new criteria for rating European
CMBS, we will continue to rate and surveil these transactions
using our existing criteria," S&P said.

           Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and
a description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at

         http://standardandpoorsdisclosure-17g7.com

Ratings List

                 Rating
Class       To            From

EuroProp (EMC) S.A. (Compartment) 1
EUR648.55 Million Commercial Mortgage-Backed Floating-Rate Notes
Series 4

Ratings Lowered

A          BB+ (sf)       A (sf)
B          BB (sf)        BBB (sf)
C          B+ (sf)        BB (sf)
D          B- (sf)        B (sf)
E          CCC (sf)       B- (sf)


GATEGROUP FINANCE: Moody's Assigns '(P)B1' Rating to New Notes
--------------------------------------------------------------
Moody's Investors Service assigned a (P)B1 rating to the new
EUR350 million senior unsecured notes to be issued by gategroup
Finance (Luxembourg) SA, a subsidiary of gategroup Holding AG.
Moody's also placed on review for upgrade the group's B2
corporate family rating (CFR) and probability of default rating
(PDR), as well as the ratings on the senior secured bank and
revolving facilities.

Moody's issues provisional ratings in advance of the final sale
of securities. Upon closing of the transaction and a conclusive
review of the final documentation, Moody's will endeavor to
assign definitive ratings. A definitive rating may differ from a
provisional rating.

Ratings Rationale

The rating actions follow the announcement by gategroup of a
planned debt refinancing. This comprises the issuance of the new
notes, together with the use of over CHF100 million in existing
cash on the balance sheet to fully repay the existing senior
secured credit facility. As part of the debt refinancing the
company will also enter into a new EUR100 million unsecured
Revolving Credit Facility (RCF) maturing in 2016.

Subject to the debt refinancing proceeding as outlined, Moody's
currently anticipates upgrading the CFR and PDR by one notch to
B1. The ratings of any existing debt outstanding will be adjusted
in line with Moody's loss-given default approach to the ultimate
capital structure, depending on the amounts of new notes and also
debt retired.

Moody's currently anticipates that the CFR and PDR will be at the
same rating level, assuming an expected family recovery rate of
50%. Following completion of the refinancing as currently
expected, the existing restricted borrower restrictions will
disappear; following which Moody's anticipates moving the CFR and
PDR to be at the level of gategroup Holding AG (the listed
parent).

The (P)B1 rating on the new 2019 notes reflects that they will
rank pari passu with substantially all the financial debt, in the
form of the EUR100 million unsecured RCF. The (P)B1 rating of the
new 2019 notes assumes that the refinancing will proceed as
outlined, and so the 2019 notes will be rated at the same level
as the upgraded CFR.

The notes and RCF will be issued from different holding companies
but will be guaranteed by the same subsidiaries. In total, the
guarantors will represent 82% of the group's aggregate revenues
and 77% of its aggregate EBITDA for the year ended December 2011.

In 2011, the company's reported revenue was flat year-on-year at
CHF2.7 billion. However, if currency effects and M&A activity
were excluded it actually rose 4.8% as a result of improved
volumes and mix; mainly in North America. Reported EBITDA margin
was 7.5%, down from 8.0% in 2010, as a result of input cost
pressures. However, despite a challenging airline industry
outlook, Moody's expects a gradual improvement in credit metrics
going forward, with adjusted gross debt/EBITDA falling towards
3.5x by FY2012. Moody's expects free cash flow generation to be
largely constrained by dividend payments but note that a large
amount of cash should remain on the balance sheet in excess of
CHF300 million pro forma the refinancing.

The principal methodology used in rating gategroup was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.


=========
M A L T A
=========


ENEMALTA CORP: S&P Lowers Long-Term Corp. Credit Rating to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Malta-based power utility Enemalta
Corp. to 'B+' from 'BB'. The outlook is negative.

"The downgrade reflects our view that Enemalta has become
increasingly dependent on financial support from its 100% owner,
the Republic of Malta (A-/Negative/A-2). This is because of
ongoing delays in the execution of a sustainable refinancing
plan, which we understand should extend Enemalta's debt maturity
profile. We previously anticipated that such a plan would be
implemented in 2011, allowing for a gradual recovery of
Enemalta's financial risk profile. In addition, the company
continues to suffer from significant investment needs, poor
profitability, and challenges in passing on rising input costs to
consumers in what we view as a high tariff environment. As a
result, we have revised our assessment of Enemalta's stand-alone
credit profile (SACP) to 'ccc' from 'b-'," S&P said.

"The 'B+' rating on Enemalta reflects our opinion that there is a
'very high' likelihood that Malta would provide timely and
sufficient extraordinary support to the company in the event of
financial distress. In accordance with our criteria for GREs, we
base our opinion on our assessment of Enemalta's 'very important'
role and 'very strong' link with the Maltese government. The
negative outlook reflects our view that any further deterioration
of Enemalta's SACP may signal weakening government support and
further constrain the ratings. Although a downward revision of
Enemalta's SACP will not likely to lead to a negative rating
action under our criteria, a revision of our assessment of likely
GRE support to 'high' from 'very high' would trigger a one-notch
downgrade of Enemalta. We also believe that, in light of the
challenging economic environment, the government may assign lower
priority to providing Enemalta with timely and financial support
in case of stress. Furthermore, the continued delays in
refinancing outstanding debt, in our view, constrain the
company's financial risk profile, which we already assess as
'highly leveraged.' All these factors could lead us to lower our
rating on Enemalta," S&P said.

"We could revise the outlook to stable if Enemalta successfully
improves its profitability and refinances its outstanding debt.
These factors depend on the ongoing support from the government,"
S&P said.

"We could raise our assessment of Enemalta's SACP if the
government implements structural changes to Enemalta's
remuneration profile, enabling it to pass on rising fuel costs to
customers and modernize its inefficient generation fleet," S&P
said.


=============
R O M A N I A
=============


* Companies Managed by Casa de Insolventa Have EUR1.9-Bil Debts
---------------------------------------------------------------
Andrei Circhelan at Ziarul Financiar reports that Andrei Cionca,
co-founder of liquidator Casa de Insolventa Transilvania, said
companies managed by CITR have debts worth a total EUR1.9 billion
and assets evaluated at EUR430 million.


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


IM BCG: Moody's Says Liquidity Account Will Not Reduce Rating
-------------------------------------------------------------
Moody's Investors Service stated that the set up of a new
liquidity account of approximately EUR6.2 million to cover for a
potential servicer disruption event will not, in and of itself
and at this time, result in a reduction or withdrawal of the
current rating of the notes issued by the issuer.

Banco Caixa Geral (not rated) acts as servicer in the
transaction. Its parent company, Caixa Geral de Depositos S.A.
was downgraded in October 2011 and is currently rated Ba2, on
review for possible downgrade. Moody's notes that the transaction
is exposed to payment disruption risk as there is no back up
servicer arrangement in place. The transaction included a trigger
to appoint a back up servicer upon loss of the parent company's
A3 rating but no back up servicer has been appointed. Moody's
notes however that this new liquidity account provides additional
support to the rated notes. Additionally, Banco Santander (Aa3,
on review for possible downgrade, P-1) has been now appointed as
swap counterparty, paying agent and treasury account holder.

In determining the impact of the Proposal on the current Moody's
rating of the Notes, Moody's considered, among other things, the
current rating of A1(sf) of the class A notes and of Baa3(sf) of
the class B notes.

The rating addresses 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 principal
with respect of the notes by the legal final maturity. Moody's
ratings only address the credit risk associated with the
transaction. Other non-credit risks have not been addressed, but
may have a significant effect on yield to investors.

The principal methodology used in this rating was Moody's
Approach to Rating RMBS in Europe, Middle East, and Africa
published in October 2009.


MADRID RMBS I: S&P Affirms Rating on Class E Notes at 'CCC (sf)'
----------------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions in MADRID RMBS I, II, III, and IV, Fondo de Titulizacion
de Activos.

Specifically, S&P has:

* In MADRID RMBS I, lowered its ratings on the class A2 and B
   notes, raised its rating on the class D notes, affirmed its
   ratings on the class C and E notes, and removed from
   CreditWatch negative its rating on the class A2 notes;

* In MADRID RMBS II, lowered its ratings on the class A2 and A3
   notes, raised its ratings on the class D and E notes, affirmed
   its ratings on the class B and C notes, and removed from
   CreditWatch negative its rating on the class A2 and A3 notes;

* In MADRID RMBS III, lowered its ratings on the class A2, A3,
   and B notes, and affirmed its ratings on the class C, D, and E
   notes; and

* In MADRID RMBS IV, lowered its ratings on the class A1, A2, C,
   and D notes, and affirmed its ratings on the class B and E
   notes.

"The rating actions follow our credit and cash flow analysis of
the most recent transaction information that we have received
from the trustee, and the application of our counterparty
criteria. We have taken our rating actions in light of the
deterioration of the underlying mortgage pools, the structural
features in these transactions, our outlook for the Spanish
residential mortgage-backed securities (RMBS) sector, and our
Feb. 13, 2012 rating action on Banco Bilbao Vizcaya Argentaria
S.A. (BBVA; A/Negative/A-1), the swap counterparty in these
transactions," S&P said.

MADRID I, II, III, and IV are Spanish RMBS transactions
originated and serviced by Caja Madrid (now Bankia S.A.). Their
notes, issued between November 2006 and December 2007, are each
backed by a portfolio of residential mortgage loans secured over
properties in Spain.

"Although arrears in the mortgage portfolios underlying these
transactions showed significant recovery after their 2008 and
2009 peaks, and actual values are below previous levels, all
arrears buckets have been deteriorating since Q4 2010. As of the
end of December 2011, loans in arrears of more than 90 days, but
not yet considered as defaulted, were 1.21% (MADRID I), 1.23%
(MADRID II), 1.32% (MADRID III), and 2.25% (MADRID IV) of their
current portfolio balances (excluding defaulted loans). These
figures represent deterioration in the past 12 months of 152.08%,
112.07%, 186.96%, and 95.65%. Defaulted loans have also suffered
deterioration since Q4 2010. As of the end of December 2011,
defaulted loans were 9.05% (MADRID I), 10.08% (MADRID II), 10.46%
(MADRID III), and 3.41% (MADRID IV) of their portfolio balances,"
S&P said.

"Performance indicators and our outlook for the Spanish RMBS
sector suggest to us that delinquencies and defaults are likely
to continue to increase in the coming quarters. Delinquencies in
the MADRID RMBS transactions have performed worse than our
Spanish RMBS Index, at a steady relative rate. However, since Q1
2011, they have been deteriorating faster than the market
average," S&P said.

"All the transactions feature a structural mechanism that traps
excess spread to provide protection from defaults to more senior
classes of notes," S&P said.

(Defaults in these transactions are defined as arrears of greater
than six months, with the exception of MADRID IV, where they
constitute arrears of greater than 12 months. These definitions
are generally more conservative than those in other Spanish
RMBS.) "These structural mechanisms alter the priority of
payments when the balance of defaulted loans reaches a certain
percentage of the initial collateral balance, so as to shut off
interest payments to the class of notes related to that trigger.
MADRID RMBS I, II, and IV consider cumulative defaults net from
recoveries, whereas MADRID RMBS III considers total cumulative
defaults. This feature in MADRID RMBS I, II, and IV means that
performance improvement could result in the trigger being cured,
as cumulative defaults could dip below the trigger when taking
into account recoveries," S&P said.

"The trustee informs us that, as of the end of December 2011,
these ratios were 5.29% and 5.84% versus an 8.00% trigger level
for the most junior rated class of notes (MADRID RMBS I and II,
respectively); 16.74% versus a 20.3% trigger level for the class
B notes (MADRID RMBS III, class E, D, and C had already been in
breach); and 6.29% versus an 8.19% trigger level for the most
junior rated class of notes (MADRID RMBS IV). Current values,
after the February 2012 interest payment have not been released
yet," S&P said.

"All four transactions also benefit from a reserve fund, funded
at issuance by a subordinated loan. Although current reserve
funds in all four transactions represent less than the required
levels, they still provide some credit enhancement to the notes,
except in Madrid RMBS III. As of the transactions' payment date
on Nov. 22, 2011, the reserve funds represented 1.64%, 1.20%,
0.00%, and 7.90% of the outstanding balance of the MADRID I, II,
III, and IV notes, which translates to 25%, 18%, 0% and 77% of
their required levels. These reserve fund balances provide some
liquidity to the transactions by limiting the use of excess
spread for curing defaults, thus freeing excess spread for
servicing the amounts due under the notes. Nevertheless, as the
performing balances in these transactions have been decreasing
due to the credit deterioration of the underlying portfolios,
draws on the reserve funds have weakened the credit enhancement
provided to the rated notes," S&P said.

"All of the downgrades, barring MADRID RMBS IV's class A1 and A2
notes, are based on our assessment of the increased likelihood of
interest shortfalls for respective classes of notes and in
accordance with 'Standard & Poor's Ratings Definitions,'
published on Feb. 2, 2012, in light of current and projected
portfolio performance effects on the transactions' credit
enhancement levels," S&P said.

"The upgrades and affirmations of our ratings are based on our
assessment that current and projected levels of credit
enhancements are at or above the levels required to maintain
those ratings," S&P said.

"Our ratings on the senior classes of notes were constrained by
our long-term rating on BBVA as the swap counterparty, as per our
counterparty criteria. We do not consider the replacement
language in the swap agreement to be in line with our 2010
counterparty criteria, although it does feature a replacement
framework that we give some credit in our analysis," S&P said.

"As per our 2010 counterparty criteria, we have therefore
performed our analysis on the transactions without giving credit
to the swap agreement. The ratings floor for transactions such as
these is our long-term issuer credit rating on the swap
counterparty, plus one notch. Our ratings on the notes in
all four transactions are therefore capped at 'A+', following our
downgrade of BBVA," S&P said.

"Our downgrade of MADRID RMBS IV's class A1 and A2 notes is based
on the application of our 2010 counterparty criteria. If the swap
agreement were in line with these criteria, we would have
maintained the 'AA (sf)' rating, based on our updated credit and
cash flow analysis and giving credit to the swap in our analysis.
However, due to the swap documentation feature in this
transaction, our ratings on the class A1 and A2 notes are
constrained by our rating of the swap provider, and the notes
cannot achieve a 'AA (sf)' rating' without the swap feature in
place," S&P said.

"Any future adverse rating action relating to the swap
counterparty, if it occurs, may result in us lowering our rating
on the class A notes in all four transactions, notwithstanding
any structural mitigants," S&P said.

           Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and
a description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at

         http://standardandpoorsdisclosure-17g7.com

Ratings List

Class              Rating
           To             From

MADRID RMBS I, Fondo de Titulizacion de Activos
EUR2 Billion Mortgage-Backed Floating-Rate Notes

Rating Lowered and Removed From CreditWatch Negative
A2         A- (sf)        AA (sf)/Watch Neg

Rating Lowered
B          BB (sf)        BBB- (sf)

Rating Raised
D          B- (sf)        CCC (sf)

Ratings Affirmed
C          B (sf)
E          CCC (sf)


MADRID RMBS II, Fondo de Titulizacion de Activos
EUR1.8 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered and Removed From CreditWatch Negative
A2         A+ (sf)        AA (sf)/Watch Neg
A3         A+ (sf)        AA (sf)/Watch Neg

Rating Raised
D          B- (sf)        CCC (sf)
E          CCC (sf)       D (sf)

Ratings Affirmed
B          BB (sf)
C          B (sf)


MADRID RMBS III, Fondo de Titulizacion de Activos
EUR3 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered
A2         A- (sf)        AA (sf)
A3         A- (sf)        AA (sf)
B          B- (sf)        B  (sf)

Ratings Affirmed
C          D (sf)
D          D (sf)
E          D (sf)


MADRID RMBS IV, Fondo de Titulizacion de Activos
EUR2.4 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered
A1         A+ (sf)        AA (sf)
A2         A+ (sf)        AA (sf)
C          BB+ (sf)       BBB (sf)
D          BB- (sf)       BB (sf)

Ratings Affirmed
B          A (sf)
E          B (sf)


* COMMUNITY OF VALENCIA: S&P Cuts Issuer Credit Ratings to 'BB/B'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered the long- and short-
term issuer credit ratings on the Spanish Autonomous Community of
Valencia (Valencia) to 'BB/B' from 'BBB-/A-3'. "The ratings
remain on CreditWatch with negative implications, where we placed
them on Dec. 19, 2011," S&P said.

"The downgrade reflects our opinion that Valencia's ability to
service its debts over the next few months is partly dependent on
still-to-be-defined extraordinary support from the central
government of the Kingdom of Spain (A/Negative/A-1)," S&P said.

"We believe Valencia's deteriorated individual credit profile can
only be compatible with an investment-grade rating if
extraordinary government support is explicit and transparent, and
leaves little room for interpretation regarding the amounts,
timing, and conditions under which Valencia would receive
assistance," S&P said.

"The central government approved a formal mechanism to help
liquidity-squeezed regions, including Valencia, on Feb. 3, 2012.
It takes the form of a temporary credit facility through the
government's financial arm, Instituto de Credito Oficial (ICO;
A/Negative/A-1). We believe ICO's facility might not be able to
cover Valencia's debt service beyond May 2012, since according to
its current design it covers only 52% of Valencia's financing
needs in the first half of 2012,  Consequently, Valencia might
need to receive additional central government assistance, which
for the moment is undefined," S&P said.

"We are maintaining our long- and short-term ratings on Valencia
on CreditWatch with negative implications," S&P said.

The CreditWatch reflects these factors:

* "Our review of the institutional framework for Spanish normal-
   status regions following our downgrade of Spain on Jan. 13,
   2012. We could lower our ratings on Valencia if we were to
   view this institutional framework as less capable, in the long
   term, of helping the regions to redress their imbalances," S&P
   said.

* "The combined impact that a potential change in our assessment
   of the institutional framework for Spanish normal-status
   regions and a potentially deteriorating economic scenario
   could have on Valencia's individual credit profile, in our
   view. Consequently, we will review all components that,
   according to our methodology, form Valencia's individual
   credit profile, including its financial management. The
   CreditWatch also reflects the risk we see of Valencia's
   management not fully complying with the conditions attached to
   the central government's current extraordinary support
   mechanism. Given Valencia's track record of non-compliance
   with official fiscal targets, we cannot be sure about its
   ability to meet these conditions, and we are currently not
   sure about the consequences of any potential non compliance.
   We cannot rule out that noncompliance might hinder smooth
   access to central government funding and exacerbate liquidity
   strains," S&P said.

The CreditWatch resolution could result in a downgrade of a
maximum of one category.

S&P could affirm its ratings on Valencia and remove it from
CreditWatch if:

* "We maintained our current view on the strength of the
   institutional framework for Spanish regions," S&P said.

* "The Spanish central government modified the terms of its
   financial support so that Valencia's debt service was covered
   explicitly and in full," S&P said.

* "We considered that Valencia was likely to comply with all
   central government conditions (including fiscal adjustments)
   attached to its financial support," S&P said.

S&P currently sees limited upside potential for the rating
because:

* "We are reviewing our institutional framework score for
   Spain's normal-status regions, following our downgrade of
   Spain, because we need to evaluate whether we view the
   Institutional framework as less capable, in the long term, of
   helping the regions to redress their imbalances," S&P said.

* "We do not foresee a sustainable improvement in Valencia's
   liquidity position at the moment," S&P said.

* "We do not have visibility about Valencia's ability to swiftly
   redress what we view as strong structural budgetary
   imbalances, improve its budgetary execution and stabilize its
   debt burden ratios," S&P said.

"We aim to resolve the CreditWatch placement as soon as possible
within the next three months," S&P said.


===========
S W E D E N
===========


SEANET MARITIME: Declared Bankrupt; Administrators Seek Buyer
-------------------------------------------------------------
SeaNet Maritime Communications AB was declared bankrupt on
February 22, 2012.  Roland Sundqvist is the court-appointed
administrator in the bankruptcy.

SeaNet provides telecommunication services to passenger and crew
on-board maritime vessels.  SeaNet's costumers are located on
cruise ships, ferries, merchant ships and offshore platforms.  At
the bankruptcy date, SeaNet employed about 10 persons in its
Stockholm office.

In the opening stage of the bankruptcy proceedings, the business
of SeaNet will be continued to facilitate a sale of the business.
Persons interested in acquiring the business are urged to contact
the administrator as soon as possible.

In addition to the administrator, the bankruptcy is being handled
by Mans Dahlqvist and Jonas Kjellen.


=====================
S W I T Z E R L A N D
=====================


GATEGROUP HOLDING: S&P Assigns 'BB' Long-Term Corp. Credit Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' long-term
corporate credit rating to Switzerland-based airline caterer
gategroup Holding AG. The outlook is stable.

"At the same time, we assigned a 'BB' issue rating to the
proposed EUR350 million bond to be issued by wholly owned
subsidiary gategroup Finance (Luxembourg) S.A., aimed at
refinancing the group's existing senior loans. The recovery
rating on this instrument is '4', indicating our expectation of
average (30%-50%) recovery in the event of a payment default. We
understand that the company is also entering into a new EUR100
million senior unsecured multicurrency revolving credit facility
(RCF), which is unrated," S&P said.

"In addition, we affirmed our 'BB' long-term corporate credit
rating on intermediate holding company gategroup Financial
Services S.a.r.l. The rating was subsequently withdrawn at
gategroup's request," S&P said.

"The rating on gategroup reflects our assessment of the company's
business risk profile as 'fair,' and its financial risk profile
as 'significant,' as our criteria define the terms. In our view,
the rating is constrained by gategroup's leveraged capital
structure and its exposure to the cyclical and price-competitive
commercial airline industry," S&P said.

"As of Dec. 31, 2011, gategroup reported total debt of Swiss
franc (CHF) 577 million. We understand that along with the bond
issuance, a portion of the company's existing facilities will be
repaid through cash on its balance sheet. We anticipate that
gategroup's total reported debt will drop to about CHF470 million
at the end of 2012. In our opinion, the proposed bond issuance
is positive because it will reduce the company's refinancing risk
while extending its maturity profile," S&P said.

"gategroup's business risk profile is in our view underpinned by
its strong market position in the airline catering business, and
by its resilient operating performance. However, we expect 2012
to be challenging as the weak economic outlook and high jet fuel
prices affect the airlines. gategroup has limited bargaining
power and, in our view, deteriorating profits in the airline
industry could impair gategroup's margins. In our base-case
credit scenario, we anticipate that revenues will improve,
supported by the Helios acquisition and the full contribution of
Indian Skygourmet, to about CHF2.75 billion in 2012. We forecast
that EBITDA margins will remain at about 7.5%, translating into
EBITDA of approximately CHF207 million in 2012," S&P said.

"The stable outlook reflects our view that gategroup will
maintain its resilient operational performance in the next one to
two years, and maintain credit measures that we consider to be
commensurate with the 'BB' rating. We believe the company should
be able to maintain adjusted FFO to net debt of about 25%, and
adjusted debt to EBITDA of about 3x," S&P said.

"We might consider a negative rating action if the company lost
one of its major customers or undertook sizable debt-financed
acquisitions; or if its operating performance deteriorated
significantly, leading FFO to debt to drop below 20%," S&P said.

"At this point we consider an upgrade unlikely, due to the
company's high leverage," S&P said.


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


* CITY OF KYIV: S&P Affirms 'B-' Long-Term Issuer Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' long-term
issuer credit rating on the Ukrainian capital city of Kyiv. The
outlook is stable.

"At the same time, we assigned our 'B-' long-term local currency
issue rating to the city's proposed Ukrainian hryvnia (UAH) 2.05
billion (about $250 million) senior unsecured bond. We also
assigned a '4' recovery rating to this bond, indicating our
expectation of average (30%-50%) recovery in the event of a
payment default," S&P said.

The issue rating on the proposed bond is subject to both the
successful issuance and our satisfactory review of the final
documentation.

"According to our criteria, the issue rating on bonds with a '4'
recovery rating is on par with the issuer credit rating. The
rating on Kyiv's upcoming bond is therefore equalized with the
'B-' long-term issuer credit rating on the city," S&P said.

"The city is expected to issue the bond by Sept. 10, 2012, and it
will be due in 2015, with the possibility of a put option in
2014. The bond will have fixed coupon payments, with the city's
targeted level not exceeding 15.25%," S&P said.

"We understand the proceeds from the bond will be used to
refinance the city's loan participation note (LPN) due in
November 2012," S&P said.

"The rating on Kyiv is constrained by our view of the city's high
debt service; very weak liquidity; moderate debt burden, with
associated foreign exchange risks; volatile and unsupportive
institutional framework; and modest financial flexibility," S&P
said.

"The rating is supported by the city's position as the
administrative and economic center of Ukraine (B+/Stable/B;
Ukraine national scale 'uaAA-'), its fairly diverse and wealthy
economy, and its now stable budget payables," S&P said.

"The stable outlook reflects our expectation that market
sentiment and the central government's positive track record of
authorizing borrowing will likely allow Kyiv to refinance its
debt obligations coming due in 2012. The outlook also factors in
our expectation of a recovering operating financial performance
for Kyiv in 2012-2013," S&P said.

"Greater predictability of the city's 2012 debt repayment
obligations could lead to a positive rating action. Our ratings
upside scenario assumes Kyiv's ability to either accumulate cash
reserves ahead of debt repayments in 2012 or receive additional
support from the central government," S&P said.

"Our ratings downside scenario implies that Kyiv's recourse to
short-term borrowings would result in a debt service increase
significantly greater than our base-case indicators in 2012-2013.
A lack of timely borrowing approval from the central government
or credit-market turbulence that could impede the city's plans to
refinance, especially in the absence of alternative debt-
repayment scenarios, might also put pressure on the rating," S&P
said.


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


CPUK FINANCE: S&P Assigns 'BB+' Rating to Class B Notes
-------------------------------------------------------
Standard & Poor's Ratings Services assigned its credit ratings to
the fixed-rate secured class A1, A2, and B notes issued by CPUK
Finance Ltd.

"At closing, CPUK Finance on-lent the proceeds from the issuance
of these notes to borrowers via intercompany loans, which are
intended to fully amortize from Center Parcs' operating cash
flows," S&P said.

"Center Parcs is a family-oriented all-year provider of outdoor
short-break holidays in the U.K. The business currently comprises
four holiday villages in Suffolk, Wiltshire, Nottinghamshire, and
Cumbria," S&P said.

The transaction refinances present liabilities of the Center
Parcs group -- including CPUK Mortgage Finance Ltd., the GBP750
million commercial mortgage-backed securities (CMBS) transaction
secured on Center Parcs' property-related assets, and the
existing hedging arrangements of the borrower under that CMBS
transaction.

The main features of the transaction are:

* "CPUK Finance, in our opinion, effectively functions as two
   separate transactions: The class A and class B notes are each
   subject to separate terms and conditions governed by an
   intercreditor agreement, although sharing in the same ultimate
   security. This feature is the first of its kind in the
   European corporate securitization market," S&P said.

* In addition, the CPUK Finance structure provides that the
   class B noteholders can take control of the topmost company in
   the Center Parcs corporate structure, if the business fails to
   repay the class B loan at expected maturity," S&P said.

* "The concept of expected maturity dates is notable. They are
   designed to reduce refinancing risk by providing opportunity
   and incentive for management and equity to refinance debt
   ahead of these dates. If the business were unable to refinance
   its intercompany debt at this time, the transaction is
   structured such that existing debt would have the opportunity
   to fully amortize through a cash sweep before legal final
   maturity," S&P said.

S&P's analysis has indicated these key risks:

* There is no sector diversity, with the loans between issuer
   and borrowers secured by four holiday villages throughout
   England. However, these villages have been trading
   successfully for a long time with no direct competition.

* There is no amortization of principal in the transaction's
   first five years. Offsetting this are transaction features
   that progressively lock-up cash in advance of the expected
   maturity dates, and fully sweep cash if notes are not
   refinanced.

* If the class B notes failed to refinance at expected
   maturity, the cash sweep would lock-out payments to the class
   B notes, which would therefore not receive interest payments
   for as long as the class A notes are outstanding. Such
   interest missed would be capitalized and must repay by legal
   final maturity.  S&P has incorporated this transaction feature
   in its modeling by verifying that all capitalized interest is
   repaid by legal final maturity under a stress scenario
   commensurate with our rating on the class B notes.

* The business has relatively high fixed operating costs and,
   as a result, decreases in revenue could cause significant
   declines in net cash flow. However, S&P considers that the
   senior management team has extensive experience in managing
   the assets and the business has shown positive revenue growth
   since the construction of the first park in 1987.

* Center Parcs is currently developing a fifth village, which
   may divert management focus from the existing business, which
   ultimately supports interest and principal on the notes.

Ratings List

Class                  Rating                      Amount
                                                   (mil. GBP)

CPUK Finance Ltd.
GBP1,020 Million Fixed-Rate Secured Notes

A1                     BBB (sf)                       300.0
A2                     BBB (sf)                       440.0
B                      BB+ (sf)                       280.0


VIRGIN MEDIA: S&P Affirms 'BB' Long-Term Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
U.K. cable operator Virgin Media Inc. (VMI) to positive from
stable. "At the same time, we affirmed our 'BB' long-term
corporate credit rating on the company, along with all existing
issue ratings on the company's debt," S&P said.

"In addition, we assigned Virgin Media Finance PLC's (VMF)
proposed $400 million unsecured notes our 'BB-' issue rating (one
notch lower than the 'BB' corporate credit rating on VMI), with a
recovery rating of '5', indicating our expectation of modest (10%
to 30%) recovery for debtholders in the event of a payment
default," S&P said.

"The rating action follows VMI's reporting of solid operating
performance in 2011 and our expectation that moderate revenues
and EBITDA growth over the next 18 months will support the
company's good free operating cash flow (FOCF) generation. This,
combined with sound visibility on the direction and thresholds of
management's financial policy, will likely result in an adjusted
gross debt-to-EBITDA ratio at, or slightly below, 3.5x by mid-to-
late 2013, compared to 3.8x at December 2011. This is a level we
would view as adequate to consider a one-notch rating upgrade,"
S&P said.

"VMI's operating performance is likely to continue strengthening,
in our view. Revenues grew by 3.0% in 2011, driven by average
revenue per user (ARPU) increases in the company's core
residential cable division and accelerating growth in the
business division. For 2012, we project in our baseline scenario
that increased take-up of bundled ('triple or quadruple play')
products and premium services, supported by growing customer
demand for VMI's very-high-speed broadband service and new
generation TV platform, TiVo, should translate into about 3% to
4% growth in revenues," S&P said.

"The 'BB' rating on VMI is constrained by our view of the U.K.'s
highly competitive landscape and VMI's partial network coverage,
which weighs on VMI's prospects for revenue growth. The rating
also reflects VMI's aggressive, though gradually declining, debt
leverage and the group's reliance on a competitor for some key TV
content," S&P said.

"However, the rating benefits from VMI's well-established
business position as the second-largest pay-TV operator in the
U.K. and a leading provider of bundled services (TV, broadband
Internet, fixed-line telephony, and mobile telephony). The
group's cable network passes through approximately one-half of
all U.K. homes, and its strong network capabilities and scalable
infrastructure enable it to provide very fast, innovative
offerings, as well as advanced broadband Internet and content,"
S&P said.

"The positive outlook signals that we could raise the rating by
one notch in the next 12 to 18 months if VMI is able to deliver
sustained revenues and EBITDA growth from its cable residential
and business divisions, resulting in meaningful FOCF growth and a
concomitant improvement in credit metrics. A reduction of
adjusted debt leverage to 3.5x or below and the maintenance of
adjusted free operating cash flow to debt ratio at about 10%
could lead to rating upside, in our view," S&P said.

"In the context of a bleak macroeconomic environment and high
broadband and pay TV competition in the U.K., VMI's ability to
steadily increase penetration of bundled products and advanced
services and attract and retain subscribers generating the
highest ARPU in the market are likely to be key considerations
for the rating over the next 12 to 18 months, along with
management's update on its shareholder return policy beyond 2013.
We anticipate that management would adjust shareholder returns to
reflect business prospects and cash generation," S&P said.

"We could revise the outlook to stable if the company adopts a
more aggressive financial policy than we currently expect--which
could arise from increasing returns to shareholders before credit
metrics improve--or if any deterioration in operating performance
or FOCF generation leads to adjusted debt leverage consistently
in the 3.5x to 4.0x range," S&P said.


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


* BOOK REVIEW: Corporate Venturing -- Creating New Businesses
-------------------------------------------------------------
Authors: Zenas Block and Ian C. MacMillan
Publisher: Beard Books, Washington, D.C. 2003
(reprint of 1993 book published by the President and Fellows of
Harvard College).
List Price: 371 pages. $34.95 trade paper, ISBN 1-58798-211-0.

Creating new businesses within a firm is a way for a company to
try to tap into its potential while at the same time minimizing
risks.  A new business within a firm is like an entreprenuerial
venture in that it would have greater flexibility to
opportunistically pursue profits apart from the normal corporate
structure and decision-making processes.  Such a business is
different from a true entrepreneurial venture however in that the
business has corporate resources at its disposal.  Such a company
business venture has to answer to the company management too.
Corporate venturing--to use the authors' term--offers innovative
and stimulating business opportunities.  Though venturing is in a
somewhat symbiotic relationship with the parent firm, the venture
would never threaten to ruin the parent firm as a entrepreneur
might be financially devastated by failure.

Block and MacMillan contrast an entreprenuerial enterprise with
their subject of corporate venturing, "When a new entrepreneurial
venture is created outside an existing organization, a wide
variety of environmental factors determine the fledgling
business's survival.  Inside an organization . . . senior
management is the most critical environmental factor."  This
circumstance is the basis for both the strengths and limitations
of a corporate venture.  In their book, the authors discuss how
senior management working with the leadership of a corporate
venture can work in consideration of these strengths and
weaknesses to give the venture the best chances for success.  If
the venture succeeds beyond the prospects and goals going into
its formation, it can always be integrated into the parent
company as a new division or subsidiary modeled after the regular
parts of a company with the open-ended commitment, regular hiring
practices, and reporting and coordination, etc., going with this.
As covered by the authors, done properly with the right
commitment, sense of realism and practicality, and preliminary
research and ongoing analysis, corporate venturing offers a firm
new paths of growth and a way to reach out to new markets, engage
in fruitful business research, and adapt to changing market and
industry conditions.  The principle of corporate venturing is the
familiar adage, "nothing ventured, nothing gained."  While it is
improbable that a corporate venture can save a dying firm, a
characteristic of every dying firm is a blindness about
venturing.  Just thinking about corporate ventures alone can
bring to a firm a vibrancy and imagination needed for business
longevity.

Ideas, insights, and vision are the essence of corporate
venturing.  But these are not enough by themselves. Corporate
venturing is based as much on the right personnel, especially the
top leaders.  The authors advise to select current employees of a
firm to lead a corporate venture whenever feasible because they
already have relationships with senior management who are the
ultimate overseers of a venture and they understand the corporate
culture.  In one of their several references to the corporate
consultant and motivational speaker Peter Drucker, the authors
quote him as identifying only half jokingly the most promising
employees to lead the corporate venture as "the troublemakers."
These are the ones who will be given the "great freedom and a
high level of empowerment" required to make the venture workable
and who also are most suited to "adapt rapidly to new
information."  Such employees for top management of a venture are
not entirely on their own.  The other side of this, as Brock and
MacMillan go into, is for such venture management to earn and
hold the trust and confidence of the firm's top management and
work within the framework and follow the guidelines set for the
venture.

Corporate venturing is an operation which is a hybrid of the
standard corporate interests and operations and an independent
business with entrepreneurial flexibility mainly from focus on
one product or service or at most a few interrelated ones,
simplified operations, and streamlined decision-making.  From
identifying opportunities and getting starting through the
business plan and corporate politics, Brock and MacMillan guide
the readers into all of the areas of corporate venturing.

Zenas Block is a former adjunct professor with the Executive MBA
Program at the NYU Stern School of Business.  Ian C. MacMillan is
associated with Wharton as a professor and a director of a center
for entrepreneurial studies.


                            *********

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
conferences@bankrupt.com

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., Frederick, Maryland
USA.  Valerie U. Pascual, Marites O. Claro, Rousel Elaine T.
Fernandez, Joy A. Agravante, Ivy B. Magdadaro, Frauline S.
Abangan and Peter A. Chapman, Editors.

Copyright 2012.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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                 * * * End of Transmission * * *