TCREUR_Public/120308.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, March 8, 2012, Vol. 13, No. 49

                            Headlines



C Z E C H   R E P U B L I C

AVG TECHNOLOGIES: S&P Affirms 'B+' Corporate Credit Rating


D E N M A R K

CENTERPLAN NORDIC: Glitnir Bank Luxembourg Buys Swedish Portfolio


F R A N C E

CROWN HOLDINGS: Fitch Upgrades Issuer Default Rating to 'BB+'


G E R M A N Y

ADAM OPEL: Peugeot Launches Rights Issue to Fund GM Alliance
CART 1 LTD: Fitch Affirms Rating on Class E Notes at 'CCsf'
SOLON SE: Liquidator Accepts Microsoft's Binding Offer for Assets


I R E L A N D

IRISH BANK: Irish Gov't to Reschedule Promissory Note Payment
* IRELAND: Corporate Insolvencies Up 23% to 166 in February 2012


I T A L Y

MEDIOCREDITO: S&P Assesses Stand-Alone Credit Profile at 'bb+'


K A Z A K H S T A N

JBS INSURANCE: Fitch Affirms 'B-' IFS Rating; Outlook Stable


N E T H E R L A N D S

DALRADIAN EUROPEAN: S&P Raises Rating on Class D Notes to 'B'
SOUND II BV: Fitch Cuts Rating on Class B Notes to 'BBsf'
WOOD STREET II: S&P Raises Rating on Class E Notes From 'CCC+'


R U S S I A

MOBILE TELESYSTEMS: Moscow Court Blocks Bankruptcy Claims
PETERSBURG SOCIAL: Fitch Affirms LT Issuer Default Rating at 'B-'


S P A I N

VALENCIA HIPOTECARIO: Fitch Cuts Rating on Class C Notes to 'CC'


U N I T E D   K I N G D O M

A R LUNN: In Administration; 155 Jobs Affected
MATALAN: Fails to Renegotiate Debt Covenants
PETROPLUS HOLDINGS: Needs US$1BB to Run Refinery in Medium Term
SAAB AUTOMOBILE: Swedish Automobile Settles Saab GB Debt
* CLS Holdings Eyes London Market Distressed Assets


X X X X X X X X

* EUROPE: Oaktree to Raise EUR3-Bil. Distressed Asset Fund
* Upcoming Meetings, Conferences and Seminars


                            *********


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C Z E C H   R E P U B L I C
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AVG TECHNOLOGIES: S&P Affirms 'B+' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Czech
Republic-based Internet security services provider AVG
Technologies N.V. to positive from stable. "At the same time, we
affirmed our 'B+' long-term corporate credit rating on AVG and
our 'B+' issue rating on AVG's US$235 million senior secured term
loan," S&P said.

"The outlook revision follows AVG's IPO on Feb. 1, 2012, which we
believe has improved the company's capital structure. As a result
of the IPO, we have revised upward our assessment of AVG's
financial risk profile to 'significant' from 'aggressive,' to
reflect the meaningful improvement in AVG's Standard & Poor's-
adjusted credit metrics and cash balances," S&P said.

"AVG's financial risk profile is now a rating support, in spite
of risks we see related to the company's continued majority
ownership by private equity. AVG converted its preferred shares
to common equity as part of the IPO and, assuming that its debt
amortizes as scheduled, we anticipate that the company's adjusted
debt will fall to about US$205 million on Dec. 31, 2012, from
nearly US$440 million forecast at year-end 2011. In addition, the
primary share issuance as part of the IPO increased net cash
balances by about US$50 million. We forecast mid-single-digit
EBITDA growth in our base-case credit scenario for 2012, and we
therefore anticipate that adjusted debt to EBITDA will decline
toward 2.1x by the end of the year, from about 4.6x forecast at
year-end 2011. We also anticipate adjusted funds from operations
to debt increasing to more than 35% by the end of 2012, from
about 15% forecast for 2011," S&P said.

"Our base-case forecast of mid- to high-single-digit revenue
growth in 2012 assumes relatively flat organic growth from
subscription revenues, boosted by low- to mid-single-digit growth
as a result of recent acquisitions. Our forecast also includes
our assumption of a greater than 16% increase in revenues from
the platform division in 2012. The majority of revenues in this
division come from AVG's Internet search toolbar, which is run in
partnership with Google Inc. (AA-/Stable/A-1+). We believe that
growth in platform revenues will be fueled by the expansion of
AVG's overall active user base, the increasing use of the search
toolbar outside AVG's user base, a rise in the number of
searches, and the remaining benefit of switching to Google as a
search partner in May 2011," S&P said.

"The rating on AVG reflects our assessment of the company's
business risk profile as 'weak' and its financial risk profile as
'significant,'" S&P said

"There is a possibility that we could raise our long-term rating
on AVG by one notch over the next 12 months, if AVG continues to
improve its operating performance while maintaining limited
leverage," S&P said.

"We believe that our assessment of AVG's business risk profile
could improve slightly if the company's platform segment
continues to deliver healthy growth--including positive year-on-
year growth in the second half of 2012--combined with at least a
stable performance from the company's subscription segment and a
consolidated EBITDA margin in the mid-30% area. Alongside our
assessment of a 'significant' financial risk profile, this
improvement in business risk could lead us to upgrade AVG to
'BB-'. Rating upside would be subject to the company maintaining
adjusted debt to EBITDA of less than 2.5x and 'adequate'
liquidity," S&P said.

"We could revise the outlook to stable if we witness
deterioration in the company's core subscription segment or the
adoption of a more aggressive financial policy. The latter could
occur if AVG makes a much more significant debt-funded
acquisition than it has in recent years," S&P said.


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D E N M A R K
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CENTERPLAN NORDIC: Glitnir Bank Luxembourg Buys Swedish Portfolio
-----------------------------------------------------------------
Property EU reports that Glitnir Bank Luxembourg has acquired a
370,000 square-meter property portfolio in Sweden from bankrupt
Danish company Centerplan Nordic in a deal involving some SEK2.3
billion (EUR250 million) of debt and equity.

The portfolio, operated under the name Bovista Invest, comprises
mainly residential assets in southern Sweden, Property EU
discloses.

The transaction follows a lengthy and complex financial and
operational restructuring of Bovista Invest that had suffered
from the financial collapse of its former owner, Property EU
relates.

As part of the restructuring, the existing property manager
Bovista Sweden will be reappointed to actively manage the
portfolio, Property EU notes.


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F R A N C E
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CROWN HOLDINGS: Fitch Upgrades Issuer Default Rating to 'BB+'
-------------------------------------------------------------
Fitch Ratings has upgraded the ratings for Crown Holdings, Inc.
(Crown), and its subsidiaries Crown Cork & Seal Company, Inc.
(CCS), Crown Americas, LLC. (CA), and Crown European Holdings, SA
(CEH) as follows:

Crown:

  -- Issuer Default Rating (IDR) to 'BB+' from 'BB'.

CCS:

  -- IDR to 'BB+' from 'BB';
  -- Senior unsecured notes to 'BB' from 'BB-'.

CA:

  -- IDR to 'BB+' from 'BB';
  -- Senior unsecured notes to 'BB+' from 'BB'.

CEH:

  -- IDR to 'BB+' from 'BB';
  -- Senior unsecured notes to 'BB+' from 'BB'.

Fitch has affirmed the following ratings:

CA:

  -- Senior secured dollar term facility at 'BBB-';
  -- Senior secured dollar revolving facility at 'BBB-'.

CEH:

  -- Senior secured euro term facility at 'BBB-';
  -- Senior secured euro revolving facility at 'BBB-'.

Fitch also assigns a 'BBB-' rating to CA's additional $350
million term loan due June 2016.

The Rating Outlook is Stable.

The ratings upgrade reflects the continued progress and expansion
within Crown's operating segments that have led to sustainable
improvements in profitability and credit measures.  Consequently,
Fitch believes the company is well positioned to materially
increase its sustainable cash generation in 2013 and 2014 as a
result of several factors.

Support for Crown's ratings is due to the stable cash flows
associated with its contractual commitments and cost pass-through
despite a challenging economic global environment.

Supply/demand characteristics should continue to remain tight in
its emerging market regions with the company indicating sold-out
capacity expansions.  Past capacity rationalizations,
restructurings and selective mix realignments by the can industry
in its mature markets also provides pricing stability.  Crown's
geographical diversification across both mature and emerging
markets with a diverse customer mix results in a balanced revenue
stream that can lend greater stability through economic cycles.

Crown's liquidity is very good and includes its sustainable free
cash flow (FCF) generation, cash and availability under its
revolving facility and securitization programs.  At the end of
2011, Crown had in excess of US$1 billion in liquidity under its
US$1.2 billion credit facilities. In 2012, Fitch estimates FCF
(less minority distributions) should be at least US$250 million.
Going forward, Fitch expects significant growth in FCF due to
several factors.  These include lower growth-related capital,
expectations for completed restructuring projects, lower pension
contributions, and ramp-up in organic capacity expansions.

Crown's near to medium term maturities are relatively modest
(under US$150 million) during the next three years and are
primarily related to term loan amortization.  Consequently,
Crown's next material maturities are in June 2015, when the
US$1.2 billion revolving facilities mature and in June 2016, when
the term loans mature.  Crown also has significant cushion under
its present covenants.

Crown has considerable ability to move cash through various
mechanisms to fund cash requirements in the U.S. Cash at the end
of the year was US$342 million.  A total of US$314 million of the
cash was located outside of the U.S and approximately half of
that cash was held by foreign subsidiaries for which earnings are
considered indefinitely reinvested.  Crown also had available
capacity of US$100 million on its US$200 million North American
securitization facility that matures in March 2013.

Expectations for leverage in 2012 are approximately 3 times (x).
Fitch views the leverage range for the rating at 2.5x to low 3x.
Crown will use the majority of its cash flows for the benefit of
shareholders or targeted growth opportunities since the company
is within its net leverage target goal of 2x-3x (2.8x at the end
of 2011).  This will include share repurchases, growth-related
capital primarily in emerging market regions and potential
opportunistic acquisitions or minority interests purchases.
Fitch does not expect significant levels of minority interest
acquisitions given Crown's past focus.  Expectations are for
Crown to pace share repurchases to the level of FCF.  Crown pays
out approximately $80 million in minority distributions but does
not have a dividend.

Credit risks include the increase in revenue exposure to more
volatile, higher-growth emerging markets, macro events outside
the control of the company, the asbestos liability and pension
deficit.  In late 2011, Crown took steps to address its growing
pension deficit in the U.S. with funding from proceeds of an add-
on US$350 million term loan.  The GAAP funding levels at the end
of 2011 for the U.S. and non-U.S plans were 78% and 89% on
benefit obligations of US$1.5 billion and US$3.3 billion
respectively.  Crown's current assumptions for pension
contributions for the next three years are US$130 million, US$89
million and US$104 million.

As can operators rapidly expand capacity in emerging market
regions, the risk for over-capacity could occur.  However, Fitch
believes the company has taken prudent steps in the past to delay
projects because of its local knowledge and experience to
minimize excess capacity.  In addition, Crown has significant
flexibility to address unexpected cash requirements on the
business.

Fitch does not expect further ratings upgrades unless the company
changes its current financial policies.  In particular, this
would require the company to commit to a reduced, more
conservative financial leverage policy in the lower 2x range and
increased free cash generation relative to adjusted debt.


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G E R M A N Y
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ADAM OPEL: Peugeot Launches Rights Issue to Fund GM Alliance
------------------------------------------------------------
John Reed at The Financial Times reports that PSA Peugeot Citroen
on Tuesday launched a EUR1 billion rights issue to fund its
alliance with General Motors, which will pay EUR304 million to
take a 7% stake in the French carmaker.

According to the FT, Philippe Varin, PSA's chief executive, said
the company planned to use the proceeds of the share offer to
launch a new low-CO2 small-car platform and expand in emerging
markets with its US partner.

Mr. Varin told the FT that the two companies were looking at
working together in regions including Latin America, India, and
Russia, but had not yet made any decisions.

Peugeot's offer, which will run from March 8 to March 21, is
being made at EUR8.27 a share, a significant discount from the
company's closing share price of just over EUR14 on Monday, the
FT discloses.  For every 31 of the company's existing shares, 16
new ones will be issued, the FT notes.

GM and Peugeot's controlling family shareholders will between
them take up about 31% of the offer, the FT says.  The Peugeot
family will pay EUR140 million for its shares, and retain its
position as the company's largest shareholder, with 25.2% share
of PSA's capital and 37.9% of voting rights, the FT states.  The
proceeds of the share issue will be spent over three to four
years, according to the FT.

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.


CART 1 LTD: Fitch Affirms Rating on Class E Notes at 'CCsf'
-----------------------------------------------------------
Fitch Ratings has downgraded CART 1 Ltd's (CART) class A+ and A
notes and affirmed the class B to E notes, as follows:

  -- EUR17m class A+ notes (ISIN: XS0306449488): downgraded to
     'BBsf' from 'BBBsf'; Negative Outlook

  -- EUR8.5m class A notes (ISIN: XS0295190721): downgraded to
     'BBsf' from 'BBBsf'; Negative Outlook

  -- EUR51m class B secured notes (ISIN: XS0295192263): affirmed
     at 'Bsf'; Negative Outlook

  -- EUR17m class C secured notes (ISIN: XS0295192420): affirmed
     at 'Bsf'; Negative Outlook

  -- EUR38.25m class D secured notes (ISIN: XS0295192776):
     affirmed at 'CCCsf'; assigned Recovery Estimate (RE) of
     'RE50%'

  -- EUR48.45m class E secured notes (ISIN: XS0295193311):
     affirmed at 'CCsf'; assigned 'RE0%'

The downgrade of the class A+ and A notes reflects the increased
risk if a few large obligors default (event risk).  In Fitch's
view, this risk is more material due to the expected economy
cool-down.  The default of a few large obligors could almost
deplete the available credit enhancement or result in losses to a
note.  Currently, the available credit enhancement for the class
A+ and A notes only provides for a default of the five largest
obligor groups after accounting for defaulted loans in the
current portfolio and expected recoveries.

Fitch also acknowledges that the realised losses in the
transaction have risen to 2.8% from 2.0% (as a percentage of the
initial pool balance) since its last review in August 2011.
Given the lack of other protection layers (e.g. synthetic excess
spread), realised losses are immediately written against the
notes in reverse order of seniority, thus reducing the
subordination which is the only credit protection in the
transaction.  Fitch believes that the decreased available credit
protection will make the class A+ and A notes more vulnerable to
heightened event risk.  In Fitch's view, a 'BBBsf' rating is no
longer sustainable given the increased event risk.

The Negative Outlook on the class A+, A, B and C notes reflects
the expected economy cool-down that is likely to result in higher
corporate insolvencies.  Additionally, the agency takes into
account the low credit protection available to the rated notes.
Although realised losses have so far been absorbed by the non-
rated class F notes, the agency notes that no additional credit
protection can be built up (in relative terms) as long as the
transaction is replenishing.

Fitch assigns Recovery Estimates to all notes rated 'CCCsf' or
below. REs are forward-looking recovery estimates, taking into
account Fitch's expectations for principal repayments on a
distressed structured finance security.

The transaction is a partially-funded synthetic CDO referencing a
portfolio of loans, revolving credit facilities and other payment
claims to SMEs and larger companies based predominantly in
Germany.  The debt instruments were originated by Deutsche Bank
AG (rated 'A+'/Stable/'F1+'), which is also the CDS counterparty.


SOLON SE: Liquidator Accepts Microsoft's Binding Offer for Assets
-----------------------------------------------------------------
Angela Cullen at Bloomberg News report that Microsol Inc.'s
binding offer for assets of Solon SE, including most of the
employees, global brand rights, research and development,
production in Berlin, and sales operations, was accepted by the
company's liquidator on March 6.

According to Bloomberg, Solon said that the company's
shareholders aren't expected to participate in the revenue to be
achieved.

As reported by the Troubled Company Reporter-Europe on March 5,
2012, Bloomberg News related that a Berlin court on March 1
instituted insolvency proceedings against Solon.  Solon filed for
insolvency in December after talks failed with lenders and
investors to extend repayment of a EUR275 million (US$367
million) loan to German banks including Deutsche Bank AG,
Bloomberg disclosed.  Solon has a market value of EUR4.7 million,
Bloomberg said.

Solon SE is a German solar-panel maker.


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I R E L A N D
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IRISH BANK: Irish Gov't to Reschedule Promissory Note Payment
-------------------------------------------------------------
RTE News reports that the Irish government will be trying is to
re-schedule a EUR3.1 billion promissory note payment to finance
Irish Bank Resolution Corporation, the former Anglo Irish Bank.

The payment is due to be made at the end of March, RTE discloses.

Any deal would need to be agreed with the troika, RTE notes.

Since last September, the government has been talking to the
bail-out lenders on a possible deal on repayment of the notes,
RTE recounts.

As reported by the Troubled Company Reporter-Europe on Oct. 19,
2011, BBC News related that Anglo Irish Bank has changed its name
to Irish Bank Resolution Corporation (IBRC).  Anglo Irish merged
with Irish Nationwide Building Society this year, BBC recounted.
The two lenders received EUR35 billion (GBP30.7 billion;
US$48.5 billion) of state capital, which was more than
half the entire bill for bailing out the country's banks, BBC
noted.  The two groups have had their boards overhauled, their
deposits sold off and are being wound down over the next 10
years, BBC said.

Anglo Irish Bank Corp PLC -- http://www.angloirishbank.com/--
operates in three core areas: business lending, treasury and
private banking.  The Bank's non-retail business is made up of
more than 11,000 commercial depositors spanning commercial
entities, charities, public sector bodies, pension funds, credit
unions and other non-bank financial institutions.  The Company's
retail deposits comprise demand, notice and fixed term deposit
accounts from personal savers with maturities of up to two years.
Non-retail deposits are sourced from commercial entities,
charities, public sector bodies, pension funds, credit unions and
other non-bank financial institutions.  In addition, at Sept. 30,
2008, its non-retail deposits included deposits from Irish
Life Assurance plc.  The Private Bank offers tailored products
and solutions for high net worth clients and operates the Bank's
lending business in Ireland and the United Kingdom.


* IRELAND: Corporate Insolvencies Up 23% to 166 in February 2012
----------------------------------------------------------------
According to InsolvencyJournal.ie, new statistics released on
Friday show that over 5 companies went out of business per day in
the second month of 2012.  The total figure of 166 is up by 23%
on the totals when compared to January 2012, InsolvencyJournal.ie
discloses.

With regard to industry totals, construction continues to be
severely affected with 42 corporate insolvencies or 25% of the
overall total, an increase of 20% on January,
InsolvencyJournal.ie says.  The service industry which was worst
affected in January has remained relatively stable,
InsolvencyJournal.ie notes.  However, the service sector is still
suffering, accounting for 25% of the overall totals, according to
InsolvencyJournal.ie.  The retail sector saw a small increase,
InsolvencyJournal.ie notes.  However, February saw a significant
rise in the wholesale sector, where the number of insolvencies
increased from 1 to 8, InsolvencyJournal.ie states.

Receiverships remained at 45 companies but have increased by 31%
on this time last year, InsolvencyJournal.ie discloses.

"The large number of companies opting to voluntarily liquidate
themselves is an indication of how difficult some SME's are
finding the current trading environment.  There is a continuing
slow but steady increase in the number of companies seeking court
protection by utilising the Examinership process.  We would
expect the number of Examinerships to rise during the year,"
InsolvencyJournal.ie quotes Ken Fennell, Partner with
Kavanaghfennell the firm who compile the data, as saying.


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MEDIOCREDITO: S&P Assesses Stand-Alone Credit Profile at 'bb+'
--------------------------------------------------------------
Standard & Poor's Rating Services lowered its long- and short-
term counterparty credit ratings on Italy-based MedioCredito
Centrale SpA (MedioCredito) to 'BBB-/A-3' from 'BBB+/A-2'. "At
the same time, we removed the ratings from CreditWatch, where we
placed them with negative implications on Dec. 7, 2011," S&P
said.

"The downgrade follows the recent review of our assessment of
MedioCredito's stand-alone credit profile (SACP) and the degree
of support it could receive) from its parent, Italy's postal
agency Poste Italiane Group (BBB+/Negative/A-2). We assess
MedioCredito's SACP at 'bb+'. In addition, the ratings reflect
our view that there is a 'moderate' likelihood that the Republic
of Italy (BBB+/Negative/A-2) would provide timely extraordinary
support to MedioCredito if needed," S&P said.

"Our long-term rating on MedioCredito benefits from one notch of
uplift over its SACP, reflecting our view the bank is a strategic
subsidiary of Poste Italiane SpA. In our opinion, MedioCredito
will likely use its parent brand, full ownership, and strong
distribution network and customer base to sustain its new lending
operations and place its own bonds on the market. As a result,
the long-term rating on MedioCredito factors in our view that
Poste Italiane will provide extraordinary capital, funding, and
operational support in case of need. In addition, a material
deterioration of MedioCredito's creditworthiness would
potentially affect Poste Italiane's strong reputation in Italy,"
S&P said.

"We expect Poste Italiane to maintain full ownership of the bank
and believe it will not likely sell it in the near term. We
acknowledge that Poste Italiane has a good track record of
setting up subsidiaries and providing full support over time, as
occurred for instance with Poste Vita SpA (not rated), the life
insurance business created in 1999, which became one of the
largest players in the industry.  At the same time, we believe
MedioCredito will operate in lines of business that we view as
important -- albeit not integral -- for the parent's strategy.
Being a start-up company, we see some uncertainties about
MedioCredito's business development and future strategic
importance for its parent company," S&P said.

"The ratings on MedioCredito also reflect the 'bbb' anchor that
we apply to Italian banks, and our view of MedioCredito's 'weak'
business position, 'strong' capital and earnings, 'moderate' risk
position, 'average' funding, and 'adequate' liquidity," S&P said.

"The negative outlook on MedioCredito mirrors that on Poste
Italiane. Should we further downgrade Italy, we would lower our
ratings on Poste Italiane. The outlook also reflects our view
that the deteriorating and competitive environment in Italy could
affect the bank's asset quality and capital more than we
currently anticipate in our baseline forecast," S&P said.

"Our base-case scenario for MedioCredito assumes the bank will
gradually develop its lending business over the next two years,
and maintain a RAC ratio above 10% throughout the business plan
period (2012-2016). We also assume that credit risk will remain
strictly controlled over the coming years, and that
MedioCredito's funding profile will remain 'average' and its
liquidity 'adequate,'" S&P said.

"We could lower our ratings on MedioCredito if we lower our
ratings on Poste Italiane and we believe the bank's stand-alone
creditworthiness does not improve. We could also lower our
ratings on MedioCredito if we perceive that its SACP has
deteriorated and that Poste Italiane's or the Italian
government's willingness and ability to provide timely
extraordinary support to MedioCredito Centrale has not
strengthened," S&P said.

"An outlook revision to stable on Italy would likely lead to a
similar rating action on Poste Italiane and its subsidiaries,"
S&P said.


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K A Z A K H S T A N
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JBS INSURANCE: Fitch Affirms 'B-' IFS Rating; Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed JBC Insurance Company NOMAD Insurance
(Kazakhstan)'s Insurer Financial Strength (IFS) rating at 'B-'
and National IFS rating at 'BB-(kaz)'.  The Outlooks are Stable.

The ratings continue to reflect NOMAD's relatively weak capital
position, risks related to the insurer's rapid growth and
presence of significant concentrations in the portfolio, which
may potentially expose both the insurer's top and bottom lines to
significant volatility.  The ratings are underpinned by NOMAD's
track record of positive underwriting profitability, although to
some extent this has been supported by the contribution of a few
large accounts with low loss activity.  The ratings also take
into account the moderate quality of the insurer's investment
portfolio.

Strengthening of NOMAD's capital position or an improved
diversification of the insurer's business mix coupled with the
profitable underwriting could lead to an upgrade.  A reduction in
shareholder support could be negative for the ratings.

Fitch continues to be concerned about NOMAD's aggressive growth,
which is depleting the insurer's capital adequacy, despite
earnings generated by underwriting activity.  The compound
average growth rate of NOMAD's net premiums written (NPW) was 75%
in 2006-2011, with growth particularly accelerating in the past
two years, although this was in line with Fitch's expectations.
The capital position was further weakened in 2011 by a dividend
withdrawal, with the payout ratio amounting to 80%.

Fitch notes that NOMAD may need to either get external capital
injections or slow down its growth to prevent further erosion of
its risk-adjusted capital position.  At the same time, the agency
notes that NOMAD is owned by an individual shareholder and it is
therefore difficult to assess the insurer's financial
flexibility.

Fitch also notes that both major parts of NOMAD's portfolio
(single large accounts and regular business) contain a number of
significant concentrations.  The insurer has benefited from
the low loss activity of some of the major policies and its
underwriting performance is therefore significantly exposed to
the risk of non-renewal of these policies.

NOMAD's regular portfolio is highly concentrated in the
compulsory motor third-party liability segment (MTPL).  The
agency is concerned about NOMAD's dependence on the government
regulation of MTPL pricing, and the tight competition existing in
the segment.  Changes in legislation and a further increase in
competitive pressure could potentially have a significant impact
on the line's profitability.  To some extent, these concerns have
been mitigated by NOMAD's track record of profitable operating
performance since at least 2006, with underwriting operations
being the key source of profit.  The insurer's investment income
has also been a positive factor, albeit less significant for the
operating result.

NOMAD's investment portfolio continues to be prudently structured
with equity instruments accounting for less than 1% at end-2011.
However, Fitch notes that the portfolio diversification by
industry is low, with most investments concentrated in
Kazakhstan's banking sector and issuers being of sub-investment-
grade credit quality.  To some extent, this is explained by the
relative narrowness of the Kazakh investment market, Kazakhstan's
country ceiling and the strength of the local banking system


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


DALRADIAN EUROPEAN: S&P Raises Rating on Class D Notes to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Dalradian European CLO II B.V.'s Rev Ln Fac and class A1, A2, B,
C, and D notes. "At the same time, we affirmed our rating on the
class E notes," S&P said.

"The rating actions follow our assessment of the transaction's
performance and take into account recent developments in the
transaction," S&P said.

"For our review of the transaction's performance, we used data
from the trustee report dated Dec. 30, 2011, in addition to our
cash flow analysis. We have taken into account recent
developments in the transaction and have applied our counterparty
criteria, as well as our cash flow criteria," S&P said.

"From our analysis, we have observed a general improvement in the
credit quality of the portfolio since our last review. The
proportion of defaulted assets (those rated 'CC', 'SD' [selective
default], and 'D') have marginally decreased, to 5.51% from
6.00%. At the same time, the proportion of assets that we
consider to be rated in the 'CCC' category ('CCC+', 'CCC', and
'CCC-') have fallen to 10.89% from 19.62%," S&P said.

"Our analysis indicates that credit enhancement for all classes
of notes has improved since we last reviewed the transaction. The
weighted-average spread earned on the collateral pool has
increased, and our analysis also indicates that the weighted-
average maturity of the portfolio since our last transaction
update has decreased, which has led to a reduction in our
scenario default rates (SDRs) for all rating categories. We have
also observed from the trustee report that the par value test
results for all classes have improved. In our view, this supports
higher ratings on the Rev Ln Fac and the class A1, A2, B, C, and
D notes," S&P said.

"We subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated tranche. In
our analysis, we have used the reported portfolio balance,
weighted-average spread, and weighted-average recovery rates that
we consider to be appropriate. We have incorporated various cash
flow stress scenarios, using alternative default patterns,
levels, and timings for each liability rating category (i.e.,
'AAA', 'AA', and 'BBB' ratings), in conjunction with different
interest rate stress scenarios," S&P said.

At closing, Dalradian European CLO II entered into derivative
obligations to mitigate currency risks in the transaction.

"We consider that the documentation for these derivatives does
not fully reflect our counterparty criteria. We conducted our
cash flow analysis assuming that the transaction does not benefit
from support from the derivatives. After conducting this cash
flow analysis, we have concluded that the Rev Ln Fac and the
class A1 and A2 notes are commensurate with higher rating levels.
We have therefore raised to 'AAA (sf)' from 'A+ (sf)' our ratings
on the Rev Ln Fac and the class A1 notes, and raised to 'AA+
(sf)' from 'BBB+ (sf)' our rating on the class A2 notes," S&P
said.

"In our view, our cash flow analysis and the reduction in our
SDRs indicate that the credit enhancement available to the class
B, C, and D notes is commensurate with higher rating levels than
we previously assigned. We have therefore raised to 'A+ (sf)'
from 'BB+ (sf)' our rating on the class B notes, raised to 'BBB
(sf)' from 'B+ (sf)' our rating on the class C notes, and raised
to 'B (sf)' from 'CCC- (sf)' our rating on the class D notes,"
S&P said.

"We have also affirmed our rating on the class E notes. Although
our cash flow analysis indicates a higher rating level for the
class E notes, we have not raised our rating from the current
level, as our analysis shows the class is constrained by our
largest obligor default test," 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

Dalradian European CLO II B.V.
EUR420.5 Million Floating-Rate Notes

Ratings Raised

Rev Ln Fac  AAA (sf)       A+ (sf)
A1          AAA (sf)       A+ (sf)
A2          AA+ (sf)       BBB+ (sf)
B           A+ (sf)        BB+ (sf)
C           BBB (sf)       B+ (sf)
D           B (sf)         CCC- (sf)

Rating Affirmed

E           CCC- (sf)


SOUND II BV: Fitch Cuts Rating on Class B Notes to 'BBsf'
---------------------------------------------------------
Fitch Ratings has affirmed Sound II B.V.'s class A notes at
'AAAsf', downgraded the class B notes and removed the Rating
Watch Negative (RWN) on all notes.  At the same time, Fitch has
assigned ratings to the new class S notes.  The transaction
comprises 100% NHG-backed mortgage loans sold by wholly owned
indirect subsidiaries of NIBC Bank N.V. (NIBC).

Following the update to Fitch's criteria for rating RMBS
transactions backed by Nationale Hypotheek Garantie (NHG), NIBC
has restructured the Sound II transaction.  The affirmation of
the class A notes' 'AAAsf' rating reflects the increased credit
enhancement provided by the newly created class S notes.

The agency was provided with updated pool cuts, historical NHG
claims submitted to the Stichting WEW, historical foreclosure
data of the NHG-backed loans and set-off risk assessments,
followed by proposals to restructure the Sound II transaction and
amended documentation.

On the restructure date, the proceeds of the issuance of the
mezzanine class S notes were used to partially redeem the class A
notes.  The class S notes rank senior to the class B notes, but
junior to the class A notes, leading to an increase in credit
enhancement.  The margins on the class S notes are equal to the
unchanged margins on the class A notes.

Fitch has not given credit to the notification trigger to notify
the borrowers if NIBC is downgraded, as the trigger is below the
'A' level (at 'BB+') for the transaction.  However, credit was
given to the collection foundation structure in place, with bank
accounts at RBS N.V.  In Fitch's view, this structure fully
mitigates the commingling risks and hence the agency did not size
for these risks in the transactions.

NIBC has not traditionally been a deposit-taking institution.
However, in September 2008, the bank launched NIBC Direct, an
online savings business.  However, the sellers are separate legal
entities from NIBC, with the mortgage products marketed
independently.  As such, deposit set-off has not been sized for
in the transactions.

The rating actions are as follows:

Sound II B.V.

  -- Class A (XS0322223586) affirmed at 'AAAsf'; RWN removed;
     Outlook Stable
  -- Class B (XS0322223826) downgraded to 'BBsf' from 'AAsf'; RWN
     removed; Outlook Stable

Fitch has assigned final ratings to the class S notes as follows:

  -- EUR10,412,930 floating-rate class S mortgage-backed notes:
     'Asf'; Outlook Stable

To analyze the CE levels, Fitch evaluated the collateral using
its default model, details of which can be found in the reports
entitled "EMEA Residential Mortgage Loss Criteria", dated August
16, 2011, "EMEA RMBS Criteria Addendum -- Netherlands" and "EMEA
RMBS Criteria Addendum - Netherlands - NHG-Backed".  The agency
assessed the transaction cash flows using default and loss
severity assumptions indicated by the default model under various
structural stresses including prepayment speeds and interest rate
scenarios.  The cash flow tests showed that each class of notes
could withstand loan losses at a level corresponding to the
related stress scenario without incurring any principal loss or
interest shortfall and can retire principal by the legal final
maturity.


WOOD STREET II: S&P Raises Rating on Class E Notes From 'CCC+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Wood Street CLO II B.V.'s class A-1, A-2, B, C, D, and E notes.

"The rating actions follow our assessment of the transaction's
performance, taking into account recent developments in the
transaction," S&P said.

"For our review of the transaction's performance, we used data
from the trustee report dated Jan. 25, 2012, in addition to our
cash flow analysis. We have taken into account recent
developments in the transaction and have applied our 2010
counterparty criteria, as well as our cash flow criteria," S&P
said.

"From our analysis, we have observed that the credit quality of
the portfolio has slightly deteriorated since we last reviewed
the transaction. We have observed a slight increase in the
proportion of defaulted assets (rated 'CC', 'SD' [selective
default], and 'D'), and in the proportion of assets that we
consider to be rated in the 'CCC' category ('CCC+', 'CCC', and
'CCC-')," S&P said.

Nevertheless, the transaction is in its post-reinvestment period,
and it thus benefits from the deleveraging of the structure, with
14% of the balance of the class A-1 and A-2 notes already paid
down.

"The credit enhancement for all classes of notes, and the
weighted-average spread earned on the collateral pool, have
increased, which in our view supports higher ratings on all
notes," S&P said.

"In addition, our analysis indicates that the weighted-average
maturity of the portfolio since our last transaction update has
decreased, which has led to a reduction in our scenario default
rates for all rating categories," S&P said.

"We subjected the capital structure to a cash flow analysis to
determine the break-even default rate. In our analysis, we used
the reported portfolio balance that we consider to be performing,
the principal cash balance, the current weighted-average spread,
and the weighted-average recovery rates that we considered to be
appropriate. We incorporated various cash flow stress scenarios
using various default patterns, levels, and timings for each
liability rating category, in conjunction with different interest
rate stress scenarios," S&P said.

"Taking into account our credit and cash flow analyses and also
our counterparty criteria, we consider the credit enhancement
available to all rated notes to be commensurate with higher
rating levels. We have therefore raised our ratings on these
classes of notes," S&P said.

"None of the notes were constrained by the application of the
largest obligor default test, a supplemental stress test we
introduced in our 2009 criteria update for corporate
collateralized debt obligations (CDOs)," S&P said.

"At our previous review, the rating on the class E notes was
constrained by the largest obligor test, while our credit and
cash flow analysis indicated that the notes could attain higher
ratings. The assessment of the current portfolio, combined with
our cash flow analysis, indicates that the class E notes are no
longer constrained by the largest obligor test at their previous
levels, and so can achieve a higher rating. We have therefore
raised our rating on these notes to 'B+ (sf)' from 'CCC+ (sf)',"
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

Wood Street CLO II B.V.
EUR528.5 Million Secured Floating-Rate Notes

Ratings Raised

A-1          AA+ (sf)         AA (sf)
A-2          AA+ (sf)         AA (sf)
B            A+ (sf)          A (sf)
C            BBB+ (sf)        BBB- (sf)
D            BB (sf)          BB- (sf)
E            B+ (sf)          CCC+ (sf)


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


MOBILE TELESYSTEMS: Moscow Court Blocks Bankruptcy Claims
---------------------------------------------------------
Ian Mansfield at Cellular-News reports that the Moscow Arbitrazh
Court has blocked bankruptcy claims against Mobile TeleSystems
over a RUR17 million (US$579,000) debt.

MTS confirmed that the court had terminated bankruptcy
proceedings initiated by one of its former dealers, Lotsman
Management Group, in connection with a commercial dispute
relating to dealer commissions allegedly owed to Lotsman by MTS,
Cellular-News relates.

The proceedings were terminated when a bank used by MTS was
served with an enforcement order relating to the aforementioned
amount, Cellular-News discloses.

Mobile TeleSystems is a Russian mobile network.


PETERSBURG SOCIAL: Fitch Affirms LT Issuer Default Rating at 'B-'
-----------------------------------------------------------------
Fitch Ratings has affirmed Russia-based Petersburg Social
Commercial Bank's (PSCB) ratings, including its Long-term Issuer
Default Rating (IDR) at 'B-' with a Stable Outlook.  At the same
time, Fitch has withdrawn the ratings.

The affirmation reflects the bank's good profitability (21%
return-on-equity in 2011), supported by high cash-settlement
commission income (51% of operating revenue in 2011); reasonable
quality of loan portfolio with non-performing loans (overdue more
than 90 days) of only 1.8% of loans at end-2011; and significant
liquidity cushion covering 47% of customer accounts at the same
date.

At the same time, the bank's franchise remains limited (it
operates through five branches) and Fitch believes that PSCB's
focus on cash-settlement transactions may be a source of
regulatory risk, although the agency has some comfort from a
positive track record of Central Bank of Russia inspections.  The
bank's capitalization is moderate with the regulatory capital
adequacy ratio of 14% offering limited additional loss absorption
capacity of only 6.2% of the loan book.

PSCB is a small bank owned by four entrepreneurs located in St.
Petersburg, and ranked 169th by total assets at end-2011.

Fitch has withdrawn the ratings as PSCB has chosen to stop
participating in the rating process.  Therefore Fitch will no
longer have sufficient information to maintain the ratings.
Accordingly, Fitch will no longer provide ratings or analytical
coverage for PSCB.

The rating actions are as follows:

  -- Long-term foreign currency IDR: affirmed at 'B-', Outlook
     Stable, withdrawn
  -- Short-term IDR: affirmed at 'B', withdrawn
  -- Viability Rating: affirmed at 'b-', withdrawn
  -- Support Rating: affirmed at '5', withdrawn
  -- Support Rating Floor: affirmed at 'No Floor', withdrawn
  -- National Long-term rating: affirmed at 'BB(rus)', Outlook
     Stable, withdrawn


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


VALENCIA HIPOTECARIO: Fitch Cuts Rating on Class C Notes to 'CC'
----------------------------------------------------------------
Fitch Ratings has affirmed ten and downgraded five tranches of
the Valencia Hipotecario series, a Spanish RMBS shelf.

The downgrades of Valencia 3 and 4 are due to performance related
issues, while the downgrade of Valencia 2 reflects Fitch's
concerns over counterparty exposure.  The Valencia series
comprises residential mortgage loans originated by Banco de
Valencia ('BB-'/Stable/'B'), which was the main counterparty at
the closing date of each transaction acting as the basis swap
provider, treasury account bank (Valencia 3 & 4), collection
account bank and servicer of the portfolios.

According to Fitch's counterparty criteria for structured finance
(SF) transactions, Banco de Valencia became ineligible to perform
direct support counterparty roles under these transactions last
year, following its downgrade to below investment grade.  In
order to mitigate such counterparty exposures, the SPV management
company (Europea de Titulizacion SGFT, SA), has implemented
remedial actions resulting in the treasury account banks being
moved to Banco Santander ('A'/Negative/'F1') and commingling
reserves being established ranging between EUR8.05 million
(Valencia 4) and EUR2.5 million (Valencia 1), which have been
posted with Banco Santander. Additionally, the ineligible swap
provider in Valencia 3 and 4 has been addressed by replacing
Banco de Valencia with Banco Bilbao Vizcaya Argentaria (BBVA;
'A'/Negative/'F1') in July 2011.

However, Valencia 1 and 2 remain exposed to basis and reset risk
on the collateral as Banco de Valencia is still the swap
provider.  Fitch has analyzed these two transactions assuming no
hedge agreements are in place.  With regards to Valencia 1, the
strong deleveraging of the portfolio and the subsequent built up
of credit enhancement has meant that the SF notes are not
affected by the absence of the swap, and for this reason Fitch
has affirmed the ratings of the notes.  On the other hand, the
current credit support available to the mezzanine and junior
tranches of Valencia 2 was insufficient to withstand the basis
stress applied to the transaction, and as a result Fitch has
downgraded the class C note and assigned a Negative Outlook to
the class B notes.

The performance of Valencia 1 and 2 has historically been
stronger than that of the other two transactions in the series.
The pools comprise low original loan to value (OLTV) (69.8% and
68.2%, respectively) loans and highly seasoned assets (128 months
and 98 months, respectively), with current three months plus
arrears at 0.2% and 1.3%, respectively, of the outstanding
portfolio.  The level of defaults (defined as loans in arrears by
more than 18 months) reported to date stand at 0.1% and 1.1%,
respectively, of the original portfolio, all of which have been
successfully provisioned for using gross excess spread generated
by the structure.  As a result, the reserve funds of the two
transactions remain at their respective targeted amounts.

Valencia 3 continues to suffer small reserve fund draws as the
gross excess spread generated by the transaction is insufficient
to provision for defaulted loans. Fitch believes that the credit
enhancement currently available to the junior and mezzanine notes
in this transaction is insufficient to withstand the 'A+sf' and
'BBBsf' stresses, and has therefore downgraded both tranches.

Valencia 4 continues to be the worst performer in the series,
with much higher arrears levels (3.9% of the current pool) and
cumulative gross defaults reaching 6.4% of the initial balance.
The high level of defaults has put pressure on the credit
enhancement levels available to the notes, as the excess spread
generated to date has been insufficient to clear period
provisions, leading to a depleted reserve fund and a build up in
the implicit principal deficiency ledger (PDL) on the class C
(100% of the current balance) and class B notes (20.1%).  In its
analysis of the transaction, Fitch assumed recoveries on the
current stock of defaulted loans to be approximately 68%.
However, the agency believes that the future proceeds from the
sale of repossessed properties will be insufficient to fully
clear the outstanding PDL and has therefore downgraded the class
B and C notes to 'CCCsf' and 'CCsf' from 'Bsf' and 'CCCsf',
respectively.  The Negative Outlook on the class A notes is also
a reflection of the further deterioration in asset performance
that Fitch expects in the upcoming months.

The rating actions are as follows:

Valencia Hipotecario 1, Fondo de Titulizacion de Activos:

  -- Class A (ISIN ES0382744003): affirmed at 'AAAsf'; Outlook
     Negative
  -- Class B (ISIN ES0382744011): affirmed at 'AA-sf' ; Outlook
     Stable
  -- Class C (ISIN ES0382744029): affirmed at 'BBB+sf'; Outlook
     Stable

Valencia Hipotecario 2, Fondo de Titulizacion de Hipotecaria:

  -- Class A (ISIN ES0382745000): affirmed at 'AAAsf'; Outlook
     Negative
  -- Class B (ISIN ES0382745018): affirmed at 'A+sf'; Outlook
     revised to Negative from Stable
  -- Class C (ISIN ES0382745026): downgraded to 'BB+sf' from
     'BBB+sf'; Outlook Negative;
  -- Class D (ISIN ES0382745034): affirmed at 'CCCsf'; Recovery
     Estimate of 15%

Valencia Hipotecario 3, Fondo de Titulizacion de Activos:

  -- Class A2 (ISIN ES0382746016): affirmed at 'AAAsf'; Outlook
     Negative
  -- Class B (ISIN ES0382746024): downgraded to 'Asf' from
     'A+sf'; Outlook Negative
  -- Class C (ISIN ES0382746032) downgraded to 'BB+sf' from
     'BBBsf'; Outlook Negative;
  -- Class D (ISIN ES0382746040): affirmed at 'CCCsf'; Recovery
     Estimate of 10%

Valencia Hipotecario 4, Fondo de Titulizacion de Activos:

  -- Class A (ISIN ES0382717009): affirrmed at 'A-sf'; Outlook
     revised to Negative from Stable;
  -- Class B (ISIN ES0382717017): downgraded to 'CCCsf' from
     'Bsf'; Recovery Estimate of 50%
  -- Class C (ISIN ES0382717025) downgraded to 'CCsf' from
     'CCCsf'; Recovery Estimate of 0%
  -- Class D (ISIN ES0382717033): affirmed at 'CCsf'; Recovery
     Estimate of 0%


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


A R LUNN: In Administration; 155 Jobs Affected
----------------------------------------------
BBC News reports that A R Lunn Transport has gone into
administration.

According to BBC, administrator PricewaterhouseCoopers confirmed
that 115 jobs would be lost.

Based in Hedon Road in Hull, A R Lunn Transport is a haulage firm
with a fleet of 102 articulated trucks.


MATALAN: Fails to Renegotiate Debt Covenants
--------------------------------------------
Jennifer Thompson at The Financial Times reports that Matalan has
revealed that it was unable to renegotiate its debt covenants
with one of its lenders on a GBP20 million borrowing facility.

According to the FT, the company said it had cancelled the unused
credit line after it was unable to secure more headroom on the
covenant with an unnamed bank.

The privately held retailer, which has about GBP380 million of
net debt, added that it had reached an agreement over altering
the terms of a GBP30 million credit facility with another bank,
the FT discloses.  It did not disclose whether it had drawn on
this, the FT notes.

The disclosure came after the retailer said full-year profits had
fallen sharply after commodity price inflation and the
challenging retail environment took their toll on the chain, the
FT relates.

Matalan is a discount clothing and homeware chain.


PETROPLUS HOLDINGS: Needs US$1BB to Run Refinery in Medium Term
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that some US$1 billion
will be needed to continue operations at the Petroplus Holdings
AG's Coryton refinery in England in the medium-term,
PricewaterhouseCoopers, administrator of the Petroplus U.K.
subsidiaries, said.

As reported by the Troubled Company Reporter-Europe on Feb. 15,
2012, the Scotsman related that the company was forced to shut
three of its five refineries in Belgium and France last month
because of a lack of crude oil.

Based in Zug, Switzerland, Petroplus Holdings AG is Europe's
largest independent oil refiner.


SAAB AUTOMOBILE: Swedish Automobile Settles Saab GB Debt
--------------------------------------------------------
Swedish Automobile N.V. disclosed that it settled its debt with
the administrators of Saab Great Britain Ltd. on March 6.

Swan had borrowed an amount of GBP20.9 million (including accrued
interest) from its wholly owned subsidiary Saab GB, which company
went into administration in November 2011.  On March 6, 2012, an
agreement was reached with the administrators of Saab GB in terms
of which Swan shall pay in full and final settlement for its debt
of GBP20.9 million (EUR24,9 million) an amount equal to
EUR500,000 in cash and EUR250,000 in the form of shares, to be
issued after the extraordinary general meeting, scheduled for
April 17, 2012.

                      About Saab Cars N.A.

More than 40 U.S.-based Saab dealerships have signed an
involuntary chapter 11 bankruptcy petition for Saab Cars North
America, Inc., (Bankr. D. Del. Case No. 12-10344) on Jan. 30,
2012.  The petitioners, represented by Wilk Auslander LLP, assert
claims totaling US$1.2 million on account of "unpaid warranty and
incentive reimbursement and related obligations" and/or "parts
and warranty reimbursement."  Leonard A. Bellavia, Esq., at
Bellavia Gentile & Associates, in New York, signed the Chapter 11
petition on behalf of the dealers.

The dealers want the vehicle inventory and the parts business to
be sold, free of liens from Ally Financial Inc. and Caterpillar
Inc., and "to have an appropriate forum to address the claims of
the dealers," Leonard A. Bellavia said in an e-mail to Bloomberg
News.

Saab Cars N.A. is the U.S. sales and distribution unit of Swedish
car maker Saab Automobile AB.  Saab Cars N.A. named in December
an outside administrator, McTevia & Associates, to run the
company as part of a plan to avoid immediate liquidation
following its parent company's bankruptcy filing.

Saab Automobile AB is a Swedish car manufacturer owned by Dutch
automobile manufacturer Swedish Automobile NV, formerly Spyker
Cars NV.  Saab Automobile AB, Saab Automobile Tools AB and Saab
Powertain AB filed for bankruptcy on Dec. 19, 2011, after running
out of cash.


* CLS Holdings Eyes London Market Distressed Assets
---------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that property
developer CLS Holdings PLC said it is looking for further
investment in the London market, where it is sizing up
opportunities to buy cheap assets from companies with distressed
loan books.

Citadel Holdings Limited started wind up operations on Jan. 12,
2006.


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


* EUROPE: Oaktree to Raise EUR3-Bil. Distressed Asset Fund
----------------------------------------------------------
Patricia Kuo at Bloomberg News reports that Oaktree Capital
Management LP, a Los Angeles-based investor that oversees
US$75 billion, raised a EUR3 billion (US$3.9 billion) fund
focusing on taking control of distressed European companies
through their debt or equity.

According to Bloomberg, two people with knowledge of the
situation said the European Principal Fund III raised 20% more
than its initial target of EUR2.5 billion and 76% more than
Oaktree's previous fund using the same strategy in 2008.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/


                            *********

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.


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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
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 Peter Chapman at 240/629-3300.


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