---

        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

         Wednesday, December 12, 2012, Vol. 13, No. 247

                            Headlines



D E N M A R K

VESTAS WIND: May Have to Sell Assets to Meet Obligations


F R A N C E

REMY COINTREAU: S&P Raises Long-Term Corp. Credit Rating to 'BB+'


G E R M A N Y

FRESENIUS SE: S&P Affirms 'BB+' Senior Unsecured Debt Rating
MATHIAS BAUERLE: Bought Out of Administration by Management Team
SEB IMMOINVEST: Distributes Second Payout Following Liquidation
THYSSENKRUPP AG: Net Loss Widens to EUR4.7-Bil. in Fiscal 2012
* GERMANY: Moody's Says Insurance Industry Remains Negative


H U N G A R Y

* HUNGARY: New Liquidator for Elevated Strategic Importance Cos.


I R E L A N D

DEPFA BANK: Moody's Lowers BFSR to 'E'; Outlook Stable


I T A L Y

CREDITO VALTELLINESE: Moody's Reviews 'D+' BFSR for Downgrade
PARMALAT SPA: Tax Police Searches Offices in LAG Buyout Probe
* ITALY: Moody's Cuts Ratings on Notes in 3 Lease ABS Deals


L U X E M B O U R G

XELLA INT'L: S&P Affirms 'B+' Long-Term Corp. Credit Rating


N E T H E R L A N D S

DTEK HOLDINGS: Moody's Cuts CFR/PDR to 'B3; Outlook Negative


N O R W A Y

NORSE ENERGY: US Unit Files Chapter 11; Seeks DIP Financing
SIC PROCESSING: Opts to File for Insolvency in Porsgrunn Court


P O L A N D

* POLAND: Over 1,300 Companies to Face Bankruptcy in 2013


R U S S I A

AUTOTORGBANK LTD: Moody's Assigns 'E+' BFSR; Outlook Stable
FEDERAL BANK: S&P Affirms 'B-/C' Counterparty Credit Ratings


S P A I N

BANCO CAM: Moody's Withdraws 'Ba1/NP/E+' Ratings


S W E D E N

SAAB AUTOMOBILE: Trial in Suit Against GM to Begin February


U K R A I N E

MHP SA: Moody's Reviews 'B3' CFR/PDR for Downgrade
* UKRAINE: S&P Revises Outlooks on Two Cities to Negative


U N I T E D   K I N G D O M

CLAVIS SECURITIES: S&P Puts 'B+' Ratings on Watch Negative
ODEON & UCI: S&P Affirms 'B' Long-Term Corp. Credit Rating
SPEYMILL CONTRACTS: Parent Opts to Appoint Administrators


X X X X X X X X

* Moody's Says ABS, RMBS Quality to Deteriorate in Some Countries
* Moody's Says Global Spec-Grade Corp. Default Rate Down 2.7%


                            *********


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


VESTAS WIND: May Have to Sell Assets to Meet Obligations
--------------------------------------------------------
Gelu Sulugiuc at Bloomberg News reports that Vestas Wind Systems
A/S, which last month persuaded its lenders to keep credit lines
open, has yet to show it will have enough cash to repay
bondholders.

Vestas's banks agreed last month to continue lending to the
company until January 2015, Bloomberg recounts.  The deal, which
was announced on Nov. 26, was reached after Vestas on July 31
said cost overruns relating to developing a new turbine made it
difficult to meet financial covenants on the 2016 loans,
Bloomberg discloses.

According to Bloomberg, the company now needs to repay EUR900
million (US$1.15 billion) in loans two months before EUR600
million in bond payments fall due.

The total amounted owed is more than 10 times the free cash flow
Vestas can generate through 2014, according to analyst estimates
compiled by Bloomberg.  Bloomberg notes that analysts at DNB ASA,
HSBC Holdings Plc and Jyske Bank A/S said the company will need
to sell assets and boost earnings to meet its obligations.

"There is the potential for a refinancing cliff in early 2015,"
Bloomberg quotes Sean McLoughlin, a clean energy analyst at HSBC
in London, as saying in an interview.  "The revised loan facility
is smaller, shorter and more restrictive than before."

Vestas's Bloomberg default risk rating, a measure based on the
company's reported earnings, operating performance and market
information, is 2.03%, the highest in the Nasdaq OMX Copenhagen
20 Index of Denmark's biggest companies, Bloomberg notes.

Bloomberg relates that Janne Vincent Kjaer, an analyst at Jyske
Bank, said Vestas may sell factories for a total of EUR474
million.

According to Bloomberg, Patrik Setterberg, an analyst at Nordea
Bank AB, said another way for Vestas to improve its credit
profile would be to form a partnership with Mitsubishi Heavy
Industries Ltd., which would share some capital expenses.

Vestas Wind Systems A/S is the world's biggest maker of wind
turbines.  The company is based in Aarhus, Denmark.



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


REMY COINTREAU: S&P Raises Long-Term Corp. Credit Rating to 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on French spirits manufacturer Remy Cointreau S.A.
to 'BB+' from 'BB'. The outlook is positive.

"We also raised our issue rating on the EUR205 million unsecured
notes to 'BB+' from 'BB', in line with the corporate rating on
Remy Cointreau. The recovery rating on these notes is unchanged
at '3', indicating our expectation of meaningful (50%-70%)
recovery for debtholders in the event of a payment default," S&P
said.

"The upgrade primarily reflects the pronounced improvement in
Remy Cointreau's credit metrics on the back of a strong operating
performance in fiscal 2012 and in the first half of fiscal 2013
(year ending March 31). With Standard & Poor's adjusted funds
from operations (FFO)-to-debt and debt-to-EBITDA ratios of more
than 50% and about 1.0x, respectively, in March and September
2012, we have revised our assessment of Remy Cointreau' financial
risk profile to 'intermediate' from 'significant', in accordance
with our criteria. The upgrade also factors in our expectation
that Remy Cointreau will continue to post solid credit ratios, on
the back of continued strong operating performance and tight cost
management," S&P said.

"The positive outlook reflects the possibility that we could
upgrade Remy Cointreau if it continued to post robust operating
performances despite our view of tough economic conditions
worldwide, while maintaining conservative financial metrics," S&P
said.

"A significant softening of market conditions that would
adversely affect the group's performance would likely lead us to
revise the outlook to stable," S&P said.

"We consider a downgrade unlikely at this stage because of the
group's very significant headroom above the minimum ratios that
we view as commensurate with the current ratings. However, a
large, debt-funded acquisition could have negative implications
for the ratings, especially given the sector's high multiples,"
S&P said.



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


FRESENIUS SE: S&P Affirms 'BB+' Senior Unsecured Debt Rating
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue
rating to the proposed EUR2.25 billion equivalent senior secured
debt facilities to be borrowed by Fresenius SE & Co. KGaA (FSE;
BB+/Stable/--), Fresenius Finance II BV, and Fresenius US Finance
I Inc. "At the same time, we assigned a recovery rating of '2' to
the proposed facilities, reflecting our expectation of
substantial (70%-90%) recovery for debtholders in the event of a
payment default," S&P said.

"In addition, we affirmed our 'BB+' issue rating on FSE's senior
unsecured, guaranteed debt facilities. The recovery rating on
this debt remains unchanged at '3', reflecting our expectation of
meaningful (50%-70%) recovery for debtholders in the event of a
payment default," S&P said.

"Finally, we affirmed our 'BB-' issue rating on FSE's EUR300
million euro notes. The recovery rating on this debt remains
unchanged at '6', reflecting our expectation of negligible (0%-
10%) recovery for debtholders," S&P said.

"The issue and recovery ratings on the existing senior secured
debt remain unchanged at 'BBB-' and '2', although we expect to
withdraw these ratings on completion and drawdown of the proposed
debt facilities," S&P said.

The ratings on the proposed debt facilities are subject to our
"review of the final documentation," S&P said.

"The proposed refinancing leads to a significant potential
increase in the amount of senior secured debt in the capital
structure (assuming full drawings on the revolving credit
facilities [RCFs]). Nevertheless, recovery prospects for the
proposed facilities would, in our view, remain above 100%, and
benefit from a material simplification of the collateral
structure compared with the existing senior secured facilities.
However, the recovery rating of '2' on the proposed (and
existing) facilities reflects our view that their structural and
contractual seniority, and the recovery value available, would
unlikely be sufficient to support, in line with our criteria, any
upward notching of the issue rating in the event that we raise
the corporate credit rating on FSE to 'BBB-'," S&P said.

"The subordination of the senior unsecured notes means that we
view recovery prospects for these instruments as more volatile
than for the senior secured debt. Although we maintain a recovery
rating of '3' on the unsecured notes, the proposed senior secured
facilities make provisions for significant levels of incremental
debt. This, in our view, leaves the unsecured notes exposed to
lower recovery prospects if FSE uses the flexibility under the
senior secured facilities' documentation to increase the
proportion of secured debt in the capital structure. However, any
increase is subject to a limitation on senior secured debt
leverage at the point of incurrence," S&P said.

"We understand that FSE will use the proposed facilities to meet
debt maturities, including refinancing existing commitments under
its senior secured RCF and term loan A. The documentation
provides for additional issuance (currently uncommitted) under a
term loan B, which FSE will utilize to refinance commitments
under the existing senior secured term loan D. We understand that
FSE can only draw on the proposed facilities on full refinancing
of the existing senior secured facilities, including term loan
D," S&P said.

                        RECOVERY ANALYSIS

"The proposed facilities have direct security from share pledges
over and guarantees from Fresenius Kabi, as well as a guarantee
from Fresenius ProServe GmbH. We consider the security package to
be relatively weak, albeit somewhat less complex than that for
the existing senior secured facilities," S&P said.

"The documentation for the proposed facilities provides for the
refinancing of the existing term loan D, as well as providing
significant flexibility for additional indebtedness to be
incurred under certain circumstances. The facilities also benefit
from interest coverage and total leverage financial maintenance
covenants," S&P said.

S&P's simulated default scenario envisages distressed operations
at:

-- Fresenius Kabi, stemming from increased competition for key
    products including Heparin, and delayed intravenous drug
    launches;

-- Fresenius Helios, due to some hospital acquisitions, which
    S&P assumes Fresenius Helios would not be able to make
    profitable fast enough; and

-- Fresenius Vamed, although to a lesser extent than at
    Fresenius Kabi and Fresenius Helios.

"We have revised our year of default to 2018, from 2015, assuming
that FSE is unable to refinance the senior secured facilities due
that year. At the point of default, we assume that EBITDA would
have declined to EUR694 million, higher than our previous
assessment of EUR530 million," S&P said.

"Based on an EBITDA multiple of 6.5x, our stressed enterprise
value is EUR4.5 billion, which we adjust upward to EUR5.0 billion
to account for a stressed valuation of FSE's stake in Fresenius
Medical Care. From this, we deduct enforcement costs of EUR350
million and priority liabilities totaling EUR699 million, leaving
EUR3.7 billion available for the secured creditors. Assuming
EUR2.2 billion of senior secured debt outstanding at default,
there is sufficient value for full recoveries, with the surplus
available to the senior unsecured notes. We assume EUR1.6 billion
of unsecured notes outstanding at the point of default.
Thereafter, there is negligible value for the EUR300 million euro
notes due 2014, which we assume will be refinanced on similar
terms," S&P said.

"Although coverage on the senior unsecured notes is nominally
higher than 70%, we cap the recovery rating on these instruments
at '3' in accordance with our criteria for rating unsecured
debt," S&P said.


MATHIAS BAUERLE: Bought Out of Administration by Management Team
----------------------------------------------------------------
PrintWeek reports that Mathias Bauerle has been saved from
closure by a buyout team including its existing management team,
a UK distributor, and an unnamed Swiss investor.

MB's UK distributor Encore Machinery, along with members of MB's
management team and its Swiss and Italian dealers, have joined
the private individual in supporting the company financially and
continuing to trade, PrintWeek discloses.

The company was handed over to the investors on Dec. 4, with
production manager Friedhelm Bruestle becoming managing director,
PrintWeek relates.

The German company filed for bankruptcy on July 23, attributing
its troubles to poor sales in the quarter leading up to Drupa,
PrintWeek recounts.  Under German insolvency law, the government
was paying MB's 150 employees' salaries, but aid was due to run
out on Nov. 30, PrintWeek notes.

It is understood that, prior to the takeover announced on Dec. 3,
an investor had pulled out of taking on the company, according to
PrintWeek.  Other interested parties had withdrawn due to the
risk perceived in the print and paper handling industry,
PrintWeek says.

In mid-November, the administrator, Grub Brugger's Martin Mucha,
reached the conclusion that the business would need to close
before the shock private investor signed the contract on Dec. 3,
PrintWeek relates.

He officially closed the business on Friday, Nov. 30, and trading
ceased for one day at the beginning of this week before the new
management opened it again on Dec. 4, PrintWeek recounts.

Mathias Bauerle is a German finishing equipment manufacturer.


SEB IMMOINVEST: Distributes Second Payout Following Liquidation
---------------------------------------------------------------
Property Investor Europe reports that SEB Asset Management, the
real estate investment arm of the Swedish bank group, has
distributed another EUR145 million from its German open-ended
property fund SEB ImmoInvest currently in liquidation, taking its
total payout to over EUR1.3 billion.

The figure comprises about 20% of total fund assets, which were
EUR6.3 billion before the start of liquidation in mid-year, PIE
notes.  The second payout corresponds to EUR1.24 per share or 3%
of the EUR4.8 billion current AUM, PIE states.

SEB said in a statement that the cash-flow came from the sale of
21 assets and earnings from existing assets, PIE relates.

SEB AM was forced to decide to liquidate SEB Immoinvest as
redemption requests far outstripped liquidity on re-opening the
fund for one day only in May, SEB recounts.  It had closed for
redemption during the financial crisis along with many other
German open end property funds during the massive run on
liquidity, only to be hit again by market uncertainty arising
from publication of draft legislation on investor protection in
May 2010, SEB discloses.


THYSSENKRUPP AG: Net Loss Widens to EUR4.7-Bil. in Fiscal 2012
--------------------------------------------------------------
Jan Hromadko at The Wall Street Journal reports that ThyssenKrupp
AG posted a heavy annual loss for the second year running, as the
once-mighty conglomerate wrestles with bad investments,
corruption allegations and a faltering European economy.

According to the Journal, the German company also gave a bleak
outlook, saying that its fiscal 2013, which ends next Sept. 30,
"will be characterized to a very large extent by the continued
absence of a global economic recovery, with an unsolved debt
crisis in particular in the euro zone and slower growth in the
emerging economies."

Forced to again write down the value of its U.S. and Brazilian
steel plants, ThyssenKrupp said it would to seek to shore up a
depleted balance sheet by withholding its dividend for the first
time since Thyssen and Krupp merged 13 years ago, the Journal
relates.

ThyssenKrupp, whose products include steel, elevators, industrial
plants and naval vessels, said its net loss widened to a hefty
EUR4.7 billion in fiscal 2012, the Journal notes.

Excluding discontinued operations such as its stainless-steel
business Inoxum, which will be sold to Finland's Outokumpu Oyj,
and the unprofitable Steel Americas unit that ThyssenKrupp is in
the process of selling, the net loss was EUR194 million, compared
with a profit of EUR1.7 billion a year earlier, the Journal
discloses.  Overall, ThyssenKrupp has recorded losses of more
than EUR12 billion for the new plants, the Journal says.

ThyssenKrupp's failings were amplified last week after the
company asked three of its top managers to step down, the Journal
states.

ThyssenKrupp said that a decision to relieve executive board
members Olaf Berlien, Edwin Eichler and Juergen Claassen of their
posts at the year-end was confirmed Monday, the Journal relates.

ThyssenKrupp AG is a Germany-based technology holding company
operating in seven business areas.  The Steel Europe division
produces carbon steel flat products.  The Steel Americas division
is engaged in production, processing and marketing of high-grade
carbon steels.  The Materials Services division is engaged in
global distribution of materials and the provision of complex
technical services for the production and manufacturing sectors.
The Elevator Technology division is engaged in the area of
passenger transportation systems.  The Plant Technology division
focuses on specialty and large-scale plant construction. The
Components Technology division is engaged in manufacturing
components for the automotive, construction and engineering
sectors as well as for wind turbines.  The Marine Systems
division focuses on naval and civil shipbuilding.  Apart from its
business areas, it provides business services, which are
diversified into Business Services and Information Technology
(IT) Services.

As reported by the Troubled Company Reporter-Europe on June 11,
2012, Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Germany-based industrial conglomerate
ThyssenKrupp AG to 'BB' from 'BB+' and affirmed its short-term
corporate credit rating at 'B'. "We also lowered the ratings on
all the debt instruments issued and guaranteed by ThyssenKrupp to
'BB' from 'BB+' and revised downward our recovery ratings on all
the instruments to '4' from '3'. The outlook is negative," S&P
said.  "The downgrade reflects our expectation that the company's
leverage will remain above levels we consider commensurate with
the previous 'BB+' rating for the rest of financial 2012, ending
on Sept. 30, and 2013. Under our base-case scenario we expect
ThyssenKrupp's fully adjusted funds from operations (FFO)-to-debt
ratio to fall below 10% on Sept. 30, 2012 and be about 15% on
Sept. 30, 2013.  We previously assumed figures of 16% and 20%. We
now qualify the group's financial risk profile as 'aggressive'
compared with 'significant' before, reflecting its high leverage
against its 'strong' liquidity and long-term debt maturity
profile," S&P said.  "The downgrade also reflects continued
losses and negative free operating cash flow (FOCF) in the
group's Steel Americas business and limited visibility on the
timeline for reaching breakeven results, which we previously
expected to happen in financial 2013," S&P said.


* GERMANY: Moody's Says Insurance Industry Remains Negative
-----------------------------------------------------------
Moody's Investors Service's outlook on the German insurance
industry remains negative, primarily reflecting (1) macro-
economic headwinds; (2) expected continuous poor motor insurance
profitability as well as inertia in overall property and casualty
(P&C) results after 2012; and (3) challenges posed by low
interest rates and Solvency II in the life sector. The outlook
expresses Moody's expectations for the fundamental credit
conditions in the industry over the next 12 to 18 months.

The report titled German Insurance: P&C Results Remain
Constrained; Unresolved Structural Issues in Life is available to
Moody's subscribers via the link at the end of this report.

Although the German economy remains resilient, GDP growth will
remain subdued, which constrains insurers' ability to grow. The
indirect consequences of the current economic crisis, such as the
weakening of the German banking sector and low interest rates
will also have a negative impact on German insurers.

After several years of intense competition, P&C prices increased
in the past two years. Nonetheless, these increases were moderate
when compared with the recent deterioration in results. In
particular, motor lines combined ratios will remain very high.
For 2013, although Moody's expects that motor prices will
continue to increase modestly, this is likely to be offset by
increased competition in other lines of business and lower
investment results. This will slow any improvement in overall P&C
results after 2012.

Moody's expects that interest rates will remain low, which will
continue to weigh on life insurers' profitability and
capitalization. Insurers have decreasing room to maneuver to
offset the negative impact of low rates; sales of more
remunerative unit-linked products are challenging in the current
environment, while the high level of guarantees in the back book
will limit the ability to significantly further reduce credited
rates. To increase investment yields, insurers are investing in
new asset classes, such as loans and infrastructure projects,
which may lead to some increases in credit risk. However, Moody's
does not anticipate that these assets will represent a large
proportion of insurers' investments portfolio.

The German life insurance industry is exposed to significant
interest rate risk, which is a result of the features of German
life insurance policies (high guarantees, long duration), and the
high duration mismatch with which German insurers have operated.
Moody's believes that lobbying by part of the industry to delay
the application of Solvency II or to limit its scope of
application was partly driven by the reluctance of some players
to tackle this issue. Although the regulator is introducing new
requirements to make the sector more resilient, some German
insurers will therefore continue to present a high-risk profile,
and Moody's believes that the weaknesses of some insurers will
have credit-negative implications for all market players, due to
the potential for policyholders' distrust and competitive
distortion.

Upcoming legislative elections in September 2013 create
additional political and regulatory uncertainties for the German
insurance sector. Reforms that may be implemented after the
elections relate to (1) intermediaries remuneration (high
likelihood of implementation, medium expected impact); and (2)
mandatory health insurance (medium likelihood, medium expected
impact).



=============
H U N G A R Y
=============


* HUNGARY: New Liquidator for Elevated Strategic Importance Cos.
----------------------------------------------------------------
MTI-Econews reports that a decree published in the latest issue
of the official gazette Magyar Kozlony said the government will
replace the receiver in charge of liquidating companies that are
declared of "elevated strategic importance" with another.

According to MTI-Econews, the decree said that Hitelintezeti
Felszamolo Nonprofit Kft (Credit Institutional Liquidator
Nonprofit Ltd,), which is the only state-owned liquidator at
present, will be replaced by Nemzeti Reorganizacios Nonprofit Kft
(National Reorganisations Ltd.), a company that the government
must establish by Dec. 17, in cases concerning companies of
"elevated strategic importance".

Companies the government declares of "elevated strategic
importance" undergo special liquidation procedures, MTI-Econews
notes.



=============
I R E L A N D
=============


DEPFA BANK: Moody's Lowers BFSR to 'E'; Outlook Stable
------------------------------------------------------
Moody's Investors Service has affirmed the Baa3 long-term debt
and deposit ratings of DEPFA BANK plc (DEPFA). At the same time,
Moody's downgraded DEPFA's standalone bank financial strength
rating (BFSR) to E (equivalent to a standalone credit assessment
of caa2) from E+/b2. The short-term bank deposit ratings were
affirmed at Prime-3. The outlook on the long-term ratings is
stable, whereas the E BFSR does not carry an outlook.

Consequently, Moody's downgraded DEPFA's subordinated debt
ratings to Caa3 from B3, reflecting the lowering of the bank's
standalone credit strength. The ratings carry a stable outlook.

Furthermore, DEPFA ACS BANK's long-term deposit ratings were
affirmed at Baa3/Prime-3 with their stable outlook, while the
BFSR was lowered to E/caa2 from E+/b2. DEPFA ACS is the highly
integrated issuing entity of DEPFA group for asset-covered
securities (ACS) and therefore its ratings remain aligned with
those of its sole owner DEPFA BANK plc.

RATINGS RATIONALE

DEPFA'S STANDALONE CREDIT ASSESSMENT LOWERED

Moody's considers that the lower standalone credit assessment of
caa2 better reflects (1) the constraints on DEPFA's business
model, as the European Commission (EC) requires the bank to roll-
off its assets and prohibits DEPFA from underwriting new business
under its current ownership; (2) the bank's structurally loss-
making core operations, which will come under further pressure
when the servicing contract with FMSW (Aaa, negative) expires in
September 2013; and (3) the sensitivity of the bank's capital
position in the context of its exposure concentrations, in
particular sizeable exposures to weaker euro area countries.

Moody's considers DEPFA group's business model to be impaired, as
the EC requires the bank to run down its assets in a value-
preserving manner and prohibits DEPFA from underwriting new
business under its current ownership. The bank will only be
allowed to write new business once it is privatized, as required
by the EC, by the end of 2014.

Moody's considers DEPFA structurally loss-making, as the bank's
profits in 2011 and 2012 were driven by extraordinary effects
from the buy-back of certain securities. The rating agency
expects further challenges to profitability starting from Q4
2013, when revenues from the expiring servicing contract with
FMSW will fall away. The importance of those revenues to cover a
large part of DEPFA's cost base, combined with gradually
declining earnings from the bank's shrinking asset base, leads
Moody's to believe that DEPFA will struggle to adjust its cost
base quickly enough and to the extent needed to off-set the
projected loss in revenues. The necessary adjustment of DEPFA's
cost base will be supported by the transfer of personnel to FMSW.

Moody's considers the bank's capitalization to be adequate,
despite the current solicitation for a buy-back of its hybrid
capital. Although the hybrid capital buy-back would improve the
bank's already solid regulatory capital ratios, the measures
would reduce DEPFA's economic capitalization or overall loss-
absorption capacity, in Moody's view. Based on Moody's findings
from stress testing earnings and capital, DEPFA displays some
sensitivity to capital pressures that could arise from unexpected
credit losses, given the uncertain environment and pressures from
the euro area sovereign debt crisis. In this context, Moody's
notes that the bank maintains significant long-term exposures to
Spain (EUR3.7 billion) and Italy (EUR2.3 billion) and which
together represent total exposures of 300% of its Tier 1 capital
(EUR2.0 billion), as of September 2012.

DEPFA'S LONG-TERM RATINGS REFLECT OWNERSHIP BY GERMAN GOVERNMENT

Moody's continues to factor a very high probability of support
from the German government (Aaa, negative) into DEPFA's
Baa3/Prime-3 senior unsecured debt and deposit ratings, which now
benefit from a rating uplift of eight notches (from five
previously). DEPFA is part of the larger Hypo Real Estate AG
Group (HRE; unrated), which the German government nationalized
and recapitalized in 2009. With its significant size, DEPFA still
accounts for a substantial part of HRE Group's assets and capital
as of September 2012. Moody's support assumptions therefore take
into account (1) the previous significant financial commitments
undertaken by the German government to stabilize HRE; and (2) the
expectation of government assistance in case of need, as any
adverse developments at Ireland-based DEPFA would have immediate
ramifications for HRE. While Moody's says that meeting the
privatization deadline in 2014 is uncertain, the likely
consequence of a complete wind-down of the Irish bank is already
factored into the current standalone credit assessment of caa2.

WHAT COULD MOVE THE RATINGS UP/DOWN

Any upwards pressure is currently unlikely and will remain so as
long as DEPFA remains constrained in its ability to restore a
viable banking franchise, as set by the EC's conditions.

Downwards pressure on DEPFA's standalone credit strength could
result from eroding capital -- which is presently not expected --
and/or from market shocks, emanating from higher-than-anticipated
credit losses and unforeseen contagion effects from the euro area
sovereign crisis.

The Baa3 long-term ratings could come under pressure following
any indication of declining support from the German government as
owner of the HRE Group and therefore DEPFA. A successful
privatization by 2014 -- as required by the EC following the
state-aid ruling -- could result in rating changes in either
direction, depending on (1) the new owner's financial condition
and commitment to DEPFA; and (2) Moody's assumptions on any
future systemic support that the bank may receive.

Principal Methodologies

The principal methodology used in these ratings was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.



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


CREDITO VALTELLINESE: Moody's Reviews 'D+' BFSR for Downgrade
-------------------------------------------------------------
Moody's Investors Service has placed on review for downgrade the
Baa3/Prime-3 long- and short-term deposit ratings of Credito
Valtellinese (CreVal) and its standalone bank financial strength
rating (BFSR) of D+, equivalent to a standalone credit assessment
of ba1.

Ratings Rationale

The review for downgrade reflects Moody's concern about (i) the
rapid deteriorating trend of the bank's asset quality and (ii)
the bank's low profitability, against the background of the
current downturn in Italy. These developments could put pressure
on the bank's low capital adequacy.

CreVal's asset quality is weak and likely to deteriorate well
into 2013, given that the Italian economy is expected to remain
in recession through much of 2013. In the first nine months of
2012 the bank reported a high 25% increase of gross problem loans
to 13.4% of gross loans(1), with a low coverage. Against this
negative asset quality outlook, Moody's notes CreVal's modest
capital adequacy, with an estimated 6.9% Core Tier 1 in September
2012 (excluding the 95 bp from the government hybrid).

During the review, Moody's will focus on the expected trends in
asset quality as well as the bank's business plan and ability to
address this development and strengthen capital.

Moody's notes the bank's low internal capital generation, with
net income declining by 30% to just EUR31 million in the nine
months to September 2012, as a result of high loan loss
provisions and despite the sizable carry trade on the EUR3.6
billion Italian government bond portfolio funded cheaply by the
ECB's Long Term Refinancing Operations. As part of its review,
Moody's will analyze the bank's business plan actions to improve
profitability and its effects on efficiency and the projected
reduction of cost of credit, which could be challenged by the
ongoing recession.

WHAT COULD MOVE THE RATING -- UP/DOWN

At present, there is no upwards pressure on the ratings, given
the review for downgrade. However, the following factors could
justify a confirmation of the ratings: 1) material improvements
in profitability on a sustainable basis; 2) strengthening of the
capital adequacy (excluding the government support of EUR200
million) and 3) asset quality proving to be well above the
Italian average in the short term.

Conversely, a downgrade of the ratings of CreVal could be
triggered by (i) a failure to strengthen its Core Tier 1 ratio or
(ii) a net loss.

(1) Unless otherwise noted, data in this report are from Company
data or Moody's Financial Metrics.

List of affected ratings:

- Senior unsecured debt and EMTN, and bank deposits: Baa3;
   (P)Baa3 / RuR down

- Short-term debt and deposit: P-3 / RuR down

- Subordinate debt and EMTN: Ba2; (P)Ba2 / RuR down

- Junior subordinate EMTN: (P)Ba3 / RuR down

- Bank Financial Strength Rating: D+ / RuR down

Principal Methodologies

The principal methodology used in this rating was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.


PARMALAT SPA: Tax Police Searches Offices in LAG Buyout Probe
-------------------------------------------------------------
Silvia Aloisi, Elisa Anzolin and Stephen Jewkes at Reuters report
that Italian tax police searched the offices of dairy group
Parmalat and its owner, French cheesemaker Lactalis, on Tuesday
as part of an investigation into the Italian group's acquisition
of Lactalis American Group (LAG) this year.

According to Reuters, in a statement late on Tuesday Parmalat
confirmed tax police have been searching its offices for
documents regarding the acquisition of LAG.

Parmalat said its chairman, chief executive officer, chief
operating officer and Directors Francesco Gatti, Marco Reboa and
Antonio Sala had been served notices telling them they were being
investigated for aggravated embezzlement, Reuters relates.

Prosecutors in the northern city of Parma have raised allegations
of embezzlement in the probe, which centers on an intra-group
deal that saw Parmalat agree to buy Lactalis American Group for
more than US$900 million in May, Reuters discloses.

Italy's market regulator Consob and Parmalat's minority
shareholders have criticized Lactalis, saying it drained the
Italian group of its cash by acquiring a U.S. sister unit, a
cheese manufacturer, Reuters notes.

Lactalis, owned by the Besnier family, owns 83% of Parmalat after
a EUR4.3 billion (US$5.6 billion) takeover last year, Reuters
says.

Parmalat collapsed in 2003 in the wake of a EUR14 billion
accounting fraud, Reutes recounts.

Under the helm of Enrico Bondi, the court-appointed commissioner
of Parmalat who stayed on as chief executive until the Lactalis
takeover, Parmalat managed to claw back some EUR1.5 billion
(US$1.9 billion) from investment banks and auditors that had
worked for the group before the bankruptcy, according to Reuters.

Parmalat has defended the U.S. deal, which was unanimously
approved by its board and its internal control and governance
committees, saying it was made in the interest of the company and
at a fair price, Reuters relates.

                      About Parmalat S.p.A.

Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months.  It also has about
40 brand product lines, which include yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.  Dr.
Enrico Bondi was appointed Extraordinary Commissioner in each of
the cases.  The Parma Court declared the units insolvent.

On June 22, 2004, Dr. Bondi, on behalf of the Italian entities,
sought protection from U.S. creditors by filing a petition under
Sec. 304 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
04-14268).

Parmalat's U.S. operations filed for Chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary Holtzer,
Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges
LLP, represented the U.S. Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200 million
in assets and debts.  The U.S. Debtors emerged from bankruptcy on
April 13, 2005.

Three special-purpose vehicles established by Parmalat S.p.A. --
Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food
Holdings Ltd. -- commenced separate winding up proceedings before
the Grand Court of the Cayman Islands.  Gordon I. MacRae and
James Cleaver of Kroll (Cayman) Ltd. were appointed liquidators
in the cases.  On Jan. 20, 2004, the Liquidators filed a Sec. 304
petition (Bankr. S.D.N.Y. Case No. 04-10362).  Gregory M.
Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard
I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph,
represented the Finance Companies in the Sec. 304 case.

The Honorable Robert D. Drain presided over the Parmalat Debtors'
U.S. cases and Sec. 304 cases.  In 2007, Parmalat obtained a
permanent injunction in the Sec. 304 cases.


* ITALY: Moody's Cuts Ratings on Notes in 3 Lease ABS Deals
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of six
classes of notes in three Italian lease asset-backed securities
(ABS) transactions (F-E Gold S.r.l., Locat SV S.r.l. - Serie 2006
(LSV4), and Vela Lease S.r.l.) due to insufficient credit
enhancement levels, given increasing uncertainties in the current
negative economic environment of Italy and expected performance
deterioration. This rating action concludes the downgrade review
initiated by Moody's in August 2012 on the various rated
tranches. A detailed list of affected ratings is available
towards the end of this press release.

Ratings Rationale

"The rating action reflects the low levels of credit enhancement
in the transactions given our negative forecast and severe
downside scenarios for Italian leasing performance, as well as
deteriorating performance in some of the affected transactions,"
said Sebastian Schranz, a Moody's Analyst for some of these
affected transactions. "Our decision follows the placement of the
ratings on review because of counterparty risk, our reassessment
of the necessary credit enhancement levels in the three
transactions and performance deterioration in the Italian leasing
market," adds Mr. Schranz.

-- PERFORMANCE AND KEY REVISED ASSUMPTIONS: CUMULATIVE DEFAULT,
    VOLATILITY AND RECOVERY

F-E Gold S.r.l.

F-E Gold S.r.l. was originated by Fineco Leasing, a subsidiary of
Unicredit (Baa2/P-2) in 2006 and generally performs worse than
Moody's Italian lease delinquency index. Although performance has
shown signs of stabilization over the last year, delinquency
rates have started to rise over the last few months at a much
higher rate than the market. Total delinquencies now stand at
9.12% of current pool balance in October 2012 compared with 6.27%
for the market.

Moody's consequently increased its default assumption to 16% on
current balance, which corresponds to an average pool rating in
the low B category with an estimation of the remaining weighted-
average life of 2.5 years. When converting this number into a
cumulative mean default rate of original balance, the revised
expected cumulative default rate is 10.4%, up from 9.7%, which
Moody's previously assumed for the life of the deal. Moody's now
assumes a 45% recovery rate. At the same time the rating agency
increased its assumed volatility level to 55%, from 45%, which
reflects the increased uncertainties on future deal performance
in the current environment.

LSV4

LSV4 was originated by Unicredit Leasing (Baa3/P-3) in 2006 and
performs in line with Moody's Italian lease delinquency index.
The transaction's performance has improved since delinquencies
peaked in 2011. Although delinquency rates have again started to
rise slightly over the last few months, the increase has been at
a lower rate than the market. Total delinquencies stood at 4.29%
of current pool balance in October 2012 compared with 6.27% for
the market.

Moody's now assumes a cumulative default rate of 12% on current
balance, which corresponds to an average pool rating of B2 with
an estimation of the remaining weighted-average life of 2.5
years. When converting this number into a cumulative mean default
rate of original balance, the revised expected cumulative default
rate is 9.5%, compared with 9.2%. Moody's maintains its recovery
rate assumption at 35%, as this rate has been proven by historic
recovery data. The rating agency also increased the volatility
level to 56% from 50%, which reflects increased uncertainties in
the future performance in Italy.

Vela Lease S.r.l.

Vela Lease S.r.l. was originated by BNP Paribas Lease group, a
subsidiary of BNP Paribas (A2/P-1) in 2005. Vela Lease's
performance is slightly worse than Moody's Italian lease
delinquency index, with a sharp increase in delinquencies over
the last few months. Total delinquencies have increased from
2.74% in March 2012 to 8.34% on the last reporting date in
September 2012.

Moody's has therefore revised its mean default assumption on
current balance to 11%, which corresponds to an average pool
rating in the low B category with an estimation of the remaining
weighted-average life of 1.8 years. Taking into account the
cumulative defaults occurred until Dec. 10 (5.67%), the new
revised assumption of 11% on current balance translates into a
cumulative default assumption on original balance of 7%, which is
consistent with the revised assumption in 2011. Moody's has also
increased the volatility level to 79% from 47%, considering the
increased uncertainties for further deal performance
deterioration in the current economic cycle.

-- COUNTERPARTY RISK

As part of the review, Moody's has taken into account the recent
downgrades of the originators at the end of Q2 2012 and the
beginning of Q3 2012.

Italian lease ABS are linked to the credit profile of their
originators to a certain extent, as they are exposed to legal
uncertainties associated with recoveries on defaulted lease
contracts following originator insolvency. If an originator
becomes insolvent, asset-sale proceeds could form part of the
insolvency estate. Moody's assesses the impact of the legal risks
by assuming a stressed recovery rate. Moody's takes this linkage
into account by reducing the recovery assumption on defaulted
lease contracts to a 15% range in case of an originator default.
The likelihood of an originator default scenario occurring
increases following the lowering of the rating on the originator
or its parent.

During its review, Moody's also considered potential risk arising
from counterparties to the transaction in the role of issuer
account bank, servicer and swap provider. None of the reviewed
transactions is currently exposed to further risk arising from
the counterparties acting in these roles.

SENSITIVITY ANALYSIS

Moody's analyzed various sensitivities of default rate, recovery
rates and volatility levels to test the robustness of its revised
ratings. In particular, if the rating agency were to revise
volatility levels by a further 3.5%, the model outcome for all
tranches in F-E Gold and LSV4 would show no change in the model
indicated rating, while there would be a one-notch deterioration
for the class B notes in Vela Lease.

On 21 August 2012, Moody's released a Request for Comment seeking
market feedback on proposed adjustments to its modelling
assumptions. These adjustments are designed to account for the
impact of rapid and significant country credit deterioration on
structured finance transactions. If the adjusted approach is
implemented as proposed, the rating of the notes affected by the
rating action should not be negatively affected.

LIST OF AFFECTED RATINGS

Issuer: F-E Gold S.r.l.

    EUR749M A2 Notes, Downgraded to Baa1 (sf); previously on
    Aug 2, 2012 Downgraded to A2 (sf)

    EUR56M B Notes, Downgraded to B1 (sf); previously on
    Aug 2, 2012 Ba1 (sf) Placed Under Review for Possible
    Downgrade

    EUR10.2M C Notes, Downgraded to Caa2 (sf); previously on
    Aug 2, 2012 B2 (sf) Placed Under Review for Possible
    Downgrade

Issuer: Locat SV S.r.l.

    EUR152M B Notes, Confirmed at Baa3 (sf); previously on Aug 2,
    2012 Baa3 (sf) Placed Under Review for Possible Downgrade

    EUR64M C Notes, Downgraded to Caa2 (sf); previously on Aug 2,
    2012 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Vela Lease S.r.l. (Series 2)

    EUR60.35M Series 2 B Notes, Downgraded to Baa2 (sf);
    previously on Aug 2, 2012 Downgraded to A2 (sf) and Placed
    Under Review for Possible Downgrade

    EUR25.15M Series 2 C Notes, Downgraded to B1 (sf); previously
    on Aug 2, 2012 Baa3 (sf) Placed Under Review for Possible
    Downgrade

Principal Methodologies

The methodologies used in these ratings were "Moody's Approach to
Rating Multi-Pool Financial Lease-Backed Transactions in Italy",
published in June 2006 and "Moody's Approach to Rating CDOs of
SMEs in Europe", published in February 2007.

Moody's used its excel-based cash flow model, Moody's ABSROM(TM),
as part of its quantitative analysis of the transaction. Moody's
ABSROM(TM) model enables users to model various features of a
standard European ABS transaction including: (1) the specifics of
the default distribution of the assets, their portfolio
amortization profile, yield or recoveries; and (2) the specific
priority of payments, triggers, swaps and reserve funds on the
liability side of the ABS structure. Moody's ABSROM(TM) User
Guide is available on Moody's website and covers the model's
functionality as well as providing a comprehensive index of the
user inputs and outputs.



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


XELLA INT'L: S&P Affirms 'B+' Long-Term Corp. Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Luxembourg-registered building products manufacturer Xella
International S.A. (Xella) to stable from negative. "At the same
time, we affirmed our long-term corporate credit rating on Xella
at 'B+'," S&P said.

"In addition, we affirmed our 'B+' issue rating on the EUR300
million senior secured notes issued by Xella's financing vehicle
Xefin Lux S.C.A. The recovery rating on the notes is '3',
reflecting our expectation of meaningful (50%-70%) recovery in
the event of a payment default," S&P said.

"The outlook revision follows Xella's public announcement that it
has obtained approval to reset the leverage covenant under its
bank facility, thereby ensuring at least 15% headroom under this
covenant for the next 18 months. At the same time, Xella has
rescheduled its debt amortization under its term loan facility,
such that it will repay about EUR40 million in 2013 and about
EUR43 million in 2014 (instead of the original repayment schedule
of EUR60 million each year). We understand that both arrangements
will be fully executed within the next fortnight. In light of the
group's improved covenant headroom, we have revised upward our
assessment of Xella's liquidity to 'adequate' from 'less than
adequate,'" S&P said.

"In our base-case credit scenario, we assume that Xella's revenue
growth will be flat in 2013. This forecast reflects the
challenging market environment in countries such as The
Netherlands, Czech Republic, and France, on the back of weak
consumer sentiment and a lack of available credit for
construction projects. However, we forecast a stable outlook for
the German construction market (Xella generates about 44% its
revenues from Germany), which should offset the weak operating
conditions in its other markets. Our base-case scenario is that
Xella's Standard & Poor's-adjusted EBITDA margin will remain
almost flat at about 16.7% in financial 2013. We base this
forecast on our assumption that Xella will be able to put through
price increases -- although these will be offset by inflation in
staff and energy costs," S&P said.

"Under our base-case scenario for the year to Dec. 31, 2013, we
anticipate positive free operating cash flows (FOCF) of more than
EUR20 million, factoring in limited working capital and about
EUR80 million of capital expenditures. For financial 2013, we
estimate that Xella's credit metrics will remain highly
leveraged, with adjusted debt to EBITDA of 8.5x (3.8x excluding
the shareholder loan) and funds from operations (FFO) to debt of
about 7.0% (15.7% excluding the shareholder loan)," S&P said.

"The stable outlook reflects our view that Xella will continue to
generate positive FOCF in the medium term and use it to help
repay its debt, despite the difficult trading environment. It
also reflects our forecast that the group will post high-single-
digit adjusted FFO to debt in 2012. We believe that ratings
upside remains limited in the near term due to Xella's high debt
burden," S&P said.

"Downward rating pressure could arise from increased competition
and a sustained decline in construction in Xella's key markets,
which together would constrain its cash flow and result in
sustained negative FOCF. The ratings could also come under
pressure if Xella undertakes any material debt-financed
acquisitions or material shareholder returns," S&P said.



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


DTEK HOLDINGS: Moody's Cuts CFR/PDR to 'B3; Outlook Negative
------------------------------------------------------------
Moody's Investors Service has downgraded to B3 from B2 the
corporate family rating (CFR) and probability of default rating
(PDR) of DTEK Holdings B.V. (DTEK) and the senior unsecured bond
rating of DTEK Finance B.V. The rating outlook was changed to
negative from stable.

Ratings Rationale

The rating action follows Moody's decision to lower Ukraine's
foreign-currency bond country ceiling to B3 from B1. These
ceilings are lower than the local-currency ceiling (B2) as they
also capture foreign-currency transfer and convertibility risks.
This also follows Moody's downgrade of Ukraine's government bond
rating by one notch to B3 from B2 with a negative outlook.

In Moody's view, DTEK's capacity to service its foreign currency
debt could be exposed to actions taken by the Ukrainian
government to preserve the country's foreign-exchange reserves.
Although DTEK's Ukraine-based business generates foreign currency
in the amount somewhat exceeding its debt-servicing needs,
Moody's believes that the company's revenues and cash flows
generated in the country would be exposed to foreign-currency
transfer and convertibility risks, which are reflected in the B3
ceiling. Moody's acknowledges that DTEK has trading operations
and cash balances outside of Ukraine. However, the rating agency
believes they are not sufficient to warrant a rating higher than
the ceiling. Aside from the ceiling constraints, Moody's regards
DTEK as strongly positioned in the B3 rating category, given the
company's strong business fundamentals, good performance and
moderate leverage.

The negative outlook on DTEK's ratings reflects the outlook on
Ukraine's sovereign rating and the consequent risk of a further
downgrade of the foreign-currency bond country ceiling.

WHAT COULD MOVE THE RATING UP/DOWN

Given the negative outlook, Moody's does not currently expect
upward pressure on DTEK's rating. However, Moody's could upgrade
the rating if (1) it raises the foreign-currency bond country
ceiling; and (2) DTEK continues to deliver strong operating
performance, increases export revenues and maintains a good
liquidity position and long-term debt maturity profile. As DTEK's
integrated electric utility business is focused on Ukraine, the
company's rating will be ultimately dependent on further
developments at the sovereign level.

Conversely, downward pressure could be exerted on DTEK's rating
as a result of a further downgrade of the sovereign rating and
further lowering of the foreign-currency bond country ceiling.
The ratings could also face downward pressure if DTEK's financial
profile deteriorates materially from its mid-2012 level and its
liquidity position weakens.

The principal methodology used in these ratings was Unregulated
Utilities and Power Companies published in August, 2009.

Headquartered in Donetsk and Kyiv, Ukraine, DTEK is the first
privately owned, vertically integrated electricity utility in
Ukraine. One of the major players in the Ukrainian energy market,
DTEK generated revenue of UAH39.6 billion (US$5.0 billion) in
2011.



===========
N O R W A Y
===========


NORSE ENERGY: US Unit Files Chapter 11; Seeks DIP Financing
-----------------------------------------------------------
Norse Energy Corp. ASA on Dec. 8 disclosed that its US subsidiary
holding company, Norse Energy Holdings, Inc., filed a voluntary
petition for Chapter 11 bankruptcy protection and reorganization
under the United States Bankruptcy Code.

Norse Energy Holdings filed a Chapter 11 bankruptcy petition
(Bankr. W.D.N.Y. Case No. 12-13695) on Dec. 7, 2012, estimating
less than US$50,000 in assets and less than $100,000 in
liabilities.

The Debtor is represented by:

         Janet G. Burhyte, Esq.
         GROSS, SHUMAN, BRIZDLE & GILFILLAN, P.C.
         465 Main Street, Suite 600
         Buffalo, NY 14203
         Tel: (716) 854-4300
         E-mail: jburhyte@gross-shuman.com

Judge Carl L. Bucki presides over the case.

Norse Energy Corp. said the subsidiary Chapter 11 filing will
likely constitute an event of default under the loan agreement in
respect of the NEC convertible callable bond issue 2012/2015
(ISIN NO 001064079 (http://tel:001064079).0). This may result in
the outstanding bonds in the amount of US$21 million at the Norse
Energy Corp. ASA level being declared to be in default and due
for payment, if the bondholders elect to do so.

The Company has a significant land position of 130,000 net acres
in New York State with certified 2C contingent resources of 951
MMBOE as of June 30, 2012.

Katy Stech, writing for The Wall Street Journal, reported that
executives last week put Norway's Norse Energy Corp.'s U.S. unit
under Chapter 11 protection in the U.S. Bankruptcy Court in
Buffalo, N.Y., while they look for a bankruptcy loan that would
help pay for its seven nonproducing wells and pay off bondholders
who have extended about US$21 million to the company.

WSJ says the company in its bankruptcy petition, said it had
about US$32 million in debt but valued its assets at US$0.

The report relates Norse Energy Corp. USA has been unable to tap
into the pools of gas beneath the 133,000 acres of its land
outside Syracuse, N.Y., while state environmental regulators
write new hydraulic-fracturing rules.  According to the report,
in its most recent quarterly report, the company said it is
positioned to pull 951 net million barrels of oil equivalent from
the ground once the New York State Department of Environmental
Conservation lifts the four-year-old moratorium on hydraulic
fracturing, or fracking, a controversial method of extracting
reserves from shale deposits.  Norse Energy officials said they
expect regulators to begin permitting again in the first quarter
of 2013.

The report says the company's bonds aren't due to be paid off
until 2015, but the company said it was recently ordered by a New
York court to put nearly US$8 million in an account until a judge
can determine whether it owes a Buffalo-based business partner
any money.

According to the report, Bradford Drilling Associates filed a
lawsuit against the U.S. unit for payment after it drilled six
wells, arguing that the unit owes US$10 million.  Late last
month, a New York judge ordered the Norse Energy unit to deposit
nearly US$8 million into an account while it awaits a trail set
for the second half of 2013, according to a company press
release.

The WSJ report relates that the company, running short on money
during the drilling ban, tried to raise money by selling assets.
Earlier this year, it sold "substantially all of the company's
producing wells" for US$37 million to former Norse Energy Chief
Executive Oivind Risberg.


SIC PROCESSING: Opts to File for Insolvency in Porsgrunn Court
--------------------------------------------------------------
The management board of SiC Processing AS, the subsidiary of SiC
Processing GmbH in Norway, on Dec. 10 resolved to petition for
insolvency at the district court in Porsgrunn, Norway.

As announced on Aug. 16, its only customer REC Wafer Norway AS
has filed for insolvency in summer of this year.  Subsequently,
SiC Processing AS has started a solvent winding-up procedure with
the consent of its major creditors.  Selected creditors have now
decided to not maintain their consent, which is required for a
solvent winding-up.

Financial consequences for SiC Processing GmbH, its creditors or
creditors of its other subsidiaries beyond the cases mentioned in
the ad-hoc announcement of 16 August 2012 are currently not
foreseen.

SiC Processing GmbH is a provider for the recovery of used slurry
from the photovoltaic and the semiconductor industry.  With 755
employees worldwide (as of end October 2012) the group is located
in 5 countries all over the world with production sites in
Germany, China and US and a sales office in Italy.  Production
sites in Norway were closed down mid 2012.  The founder family
holds a 25% stake beside the majority shareholder Nordic
Capital Fund VII.



===========
P O L A N D
===========


* POLAND: Over 1,300 Companies to Face Bankruptcy in 2013
---------------------------------------------------------
Warsaw Business Journal, citing Puls Export Credit Insurance
Corporation Joint Stock Company's estimates, reports that by the
end of 2013, over 1,300 companies are expected to have gone out
of business, including 325 individual entrepreneurs.  That's 45%
more than in 2012, WBJ notes.

In November this year, 86 companies filed for bankruptcy, and 860
businesses in the last 12 months, WBJ discloses.  Last year in
November, the number came up to 711, WBJ recounts.  This year, it
is estimated that the number of bankruptcies will exceed 900, WBJ
notes.



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


AUTOTORGBANK LTD: Moody's Assigns 'E+' BFSR; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned the following first-time
ratings to "Autotorgbank" Limited Company: E+ standalone bank
financial strength rating (BFSR), equivalent to a standalone
credit assessment of b3; B3 long-term local and foreign currency
deposit ratings; and Not Prime short-term local and foreign
currency deposit ratings. All the bank's long-term deposit
ratings carry a stable outlook.

The rating action is based on Autotorgbank's audited IFRS
accounts for 2011, 2010 and 2009, statutory accounts as at end-
October 2012, and information provided by the bank's management.

Ratings Rationale

According to Moody's, Autotorgbank's ratings are constrained by
the following: (1) high concentrations in the loan book and
deposit base (with the bulk of deposits received from its main
owner, Major Group); (2) potential corporate governance risks
reflected in the bank's captive nature; and (3) limited track
record of operations under the current ownership and strategy. At
the same time, Autotorgbank's ratings are supported by its solid
reported capitalization, good asset quality indicators, and
reasonable liquidity reflected in a high share of liquid assets.

Moody's notes Autotorgbank's significant dependence on funding
from the parent group (Major). Autotorgbank is the main
settlement bank for its majority owner -- Major Group -- one of
the largest car traders in Russia. As a result of its captive
nature, the bank benefits from cheap funding from its parent
group which accounted for over 60% of deposit funding at end-Q3
2012. In addition, over 10% of deposit funding is related to
business partners of the parent. This cheap funding and a large
capital base confer a competitive advantage to Autotorgbank in
terms of pricing of corporate loans which grew rapidly over the
past three years. However, the bank's loan book remains
concentrated, with the top 20 borrowers accounting for over 95%
of corporate lending.

Autotorgbank's related-party lending has been low to date (at
less than 20% of Tier 1 capital); however, Moody's notes there
are risks associated with the bank's captive nature which raise
concerns regarding the possibility of servicing any urgent needs
of the group if other options are unavailable.

Moody's also notes the limited track record of operations under
the current ownership and strategy: Autotorgbank's franchise
started to grow rapidly after the acquisition of the bank by the
current owners in 2007.

Autotorgbank's profitability has been modest to date, due to
strong and rapid loan growth leading to high provision charges:
significant loan loss reserves resulted in return on assets (ROA)
below 1%. At the same time, if reserves are excluded, the healthy
net interest margin of over 6% would have resulted in ROA of over
3%.

Moody's notes the commitment of Autotorgbank's owners to
capitalizing the bank -- which provided $30 million of Tier 2
capital during 2009-11 and RUB500 million of Tier 1 in 2011.
These capital injections resulted in a strong capital adequacy
ratio of over 35%. According to Autotorgbank's owners, the new
capital support is likely to support growth, especially given the
bank's size compared with the group's financial flexibility.

In Moody's opinion, cheap parental funding and a high capital
base enables Autotorgbank to operate in a lower-risk segment
compared to peers (mainly lending for operational purposes). As a
result, historic losses during the last several years did not
exceed 1% of the loan book. In addition, Autotorgbank's liquidity
is reasonable because the bank has an ample liquidity cushion
(over 90% of demand deposits) given its role as one of the main
settlement banks for its parent.

What Could Move The Ratings UP/DOWN

Moody's says an upgrade Autotorgbank's ratings is unlikely in the
near term. However, upward pressure could be exerted on the
ratings as a result of successful growth and diversification of
business, especially by growing business unrelated to its
majority owner, accompanied by improvement in profitability and
maintenance of financial indicators at adequate levels. A
downgrade is not expected in the near term; however, downward
pressure could be exerted on the ratings (1) as a result of loss
of franchise, including evidence of diminished competitive
advantage, caused, in turn, by lower levels of funding and
capital support from the parent group; and (2) as a result of
deterioration of financial fundamentals. Any liquidity problems
could also have negative rating implications.

Principal Methodologies

The principal methodology used in this rating was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.

Headquartered in, Moscow, Russia, "Autotorgbank" Limited Company
reported (audited IFRS) total assets of RUB6.2 billion (US$194
million) and shareholder's equity of RUB1.4 billion (US$44
million) as at end-December 2011. The bank's net income totalled
RUB36 million (US$1.1 million) in 2011.


FEDERAL BANK: S&P Affirms 'B-/C' Counterparty Credit Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Russian
Federal Bank for Innovation and Development (FBID) to stable from
negative. "At the same time, we affirmed the 'B-' long-term and
'C' short-term counterparty credit ratings and 'ruBBB-' Russia
National Scale Rating on the bank," S&P said.

"The outlook revision reflects our reduced concerns about the
bank's capital position and asset quality. We believe that FBID
has created sufficient loan loss provisions to cover existing
problem assets. We expect FBID to show a marginal loss of about
Russian ruble (RUB) 25 million in 2012 (under International
Financial Reporting Standards), mainly stemming from additional
provisions, which were made in the first half of 2012," S&P said.

"We anticipate that the bank's operating efficiency will remain
at the current weak levels (with a cost-to-income ratio of about
80%), despite its efforts to reduce costs, which will be balanced
by investments into its new IT platform in 2012-2013. That said,
in our view, negative 2012 bottom-line results should not put
material pressure on the bank's capitalization, which we
currently assess as 'moderate'. According to Standard & Poor's
measures, the bank's risk-adjusted capital (RAC) ratio before
adjustments for diversification was 6.3% as of year-end 2011. We
expect the bank's projected RAC ratio to stay above 5% over the
next 12-18 months," S&P said.

"We also consider that the bank's asset quality is gradually
stabilizing, even if it remains one the main weaknesses for the
rating. On Sept. 1, 2012, loan-loss reserves were 9.5% of total
loans (6.3% at year-end 2010) and fully cover FBID's reported
nonperforming loans (overdue by more than 90 days), which
represented 6.3% of total loans as of Sept. 1, 2012, reflecting
the bank's still-weak asset quality. At the same date, the bank
restructured another 14.5% of total loans, which reflects its
still-weak asset quality. We understand that the bank's
underwriting standards stipulate significant collateralization of
loans, which we view positively. However, the majority of the
bank's collateral is in hard-to-recover real estate, which makes
the workout of problem loans more difficult," S&P said.

"In addition to a 'moderate' assessment of capital and earnings,
our ratings on FBID reflect the 'bb' anchor that we assign to
commercial banks operating only in Russia, the bank's 'weak'
business and risk positions, 'average' funding, and 'adequate'
liquidity, as our criteria define these terms. The stand-alone
credit profile (SACP) is 'b-'," S&P said.

"The outlook on FBID is stable, reflecting our view that the
bank's marginal losses in 2012 will not put material pressure on
its capitalization, which we currently assess as 'moderate'. The
bank's financial results could remain volatile, however, given
its high cost-to-income ratio, concentrated loan portfolio, and
generally weak asset quality," S&P said.

"We could lower the ratings if the bank incurred unexpected
losses, stemming from the credit portfolio or other market-
sensitive income, leading to a deterioration in its
capitalization to the point where our RAC ratio before
adjustments for diversification was lower than 5%, or if the
currently adequate liquidity cushion were to reduce
significantly. We could also take a negative rating action if we
saw a significant deterioration in the bank's already weak
competitive position, for example if several large clients left
the bank," S&P said.

"Although currently remote, we could consider a positive rating
action if FBID improved its market position and presence in the
market and achieved greater diversification of its customer base,
or if it significantly improved the quality of its loan portfolio
at least in line with the industry average, and was able to
demonstrate a positive workout of problem loans," S&P said.



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


BANCO CAM: Moody's Withdraws 'Ba1/NP/E+' Ratings
------------------------------------------------
Moody's Investors Service has withdrawn the following ratings of
Banco CAM: (1) the standalone bank financial strength rating
(BFSR) of E+, equivalent to a standalone credit assessment of b3;
and (2) the long-term and short-term local-currency and foreign-
currency deposit ratings of Ba1 and Not-Prime, respectively. The
long-term ratings had a negative outlook while the standalone
credit assessment was on review for upgrade.

Ratings Rationale

Banco CAM's standalone credit assessment and deposit ratings have
been withdrawn following its acquisition by Banco Sabadell, S.A.
(Banco Sabadell, Ba1 negative; D/ba2 negative outlook) as of 1
June 2012 and the fact that Banco CAM has ceased to exist as an
independent legal entity upon completion of the merger and
completion of the technological integration on 8 December 2012.
At the same time, the ratings on Banco CAM's debt instruments
remain unchanged and have been transferred to Banco Sabadell.

The E+ standalone BFSR and Baseline Credit Assessment of b3 of
Banco CAM reflected its very weak standalone credit profile. It
was placed on review for upgrade on October 24, 2012 to reflect
the positive implications of integrating into Banco Sabadell (see
"Moody's confirms ratings of Caixabank, La Caixa, Banco Sabadell
and Banco CAM, maintains other banks on review").

Banco CAM's Ba1 debt and deposits ratings had already
incorporated Moody's assumptions about strong parental support
from Banco Sabadell and thus were placed at the same level as the
parent.

The principal methodology used in this rating was Moody's
Consolidated Global Bank Rating Methodology published in
June 2012.

At end of December 2011, Banco CAM had total assets amounting to
EUR70.8 billion.



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


SAAB AUTOMOBILE: Trial in Suit Against GM to Begin February
-----------------------------------------------------------
Jeff Bennett, writing for Dow Jones Newswires, reports that Judge
Gershwin Drain of the U.S. District Court in Detroit, Michigan,
agreed on Thursday to hear arguments in February over the fate of
a US$3 billion lawsuit filed against General Motors Co. by former
subsidiary, Saab Automobile AB, which claims it was forced into
bankruptcy after GM blocked a financial deal that would have
saved the company.  The hearing will begin Feb. 19.

The report relates Saab and its controlling partner, Dutch auto
maker Spyker NV, sued GM in August, alleging the Detroit auto
maker interfered with Spyker's plans to sell Saab to the China
Youngman Automobile Group Co.  GM executives worried Youngman
would have access to GM technology and compete against the U.S.
auto maker in China, according to the suit.  After the deal
collapsed, Saab launched liquidation proceedings in December
2011.

The report notes GM claims the suit is without merit and has
asked the court to dismiss it.

Spyker purchased Saab in 2010 for US$74 million in cash and $326
million in preferred shares.  At the time, GM was exiting from
its own bankruptcy proceedings and had been looking to close or
sell the Swedish brand, along with other divisions.

           About Saab Automobile AB and Saab Cars N.A.

Saab Automobile AB is a Swedish car manufacturer owned by Dutch
automobile manufacturer Swedish Automobile NV, formerly Spyker
Cars NV.  Saab halted production in March 2011 when it ran out of
cash to pay its component providers.  On Dec. 19, 2011, Saab
Automobile AB, Saab Automobile Tools AB and Saab Powertain AB
filed for bankruptcy after running out of cash.

Some of Saab's assets were sold to National Electric Vehicle
Sweden AB, a Chinese-Japanese backed start-up that plans to make
an electric car using Saab Automobile's former factory, tools and
designs.

On Jan. 30, 2012, more than 40 U.S.-based Saab dealerships filed
an involuntary Chapter 11 petition for Saab Cars North America,
Inc. (Bankr. D. Del. Case No. 12-10344).  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" 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.

On Feb. 24, 2012, the Court granted Saab Cars NA relief under
Chapter 11 of the Bankruptcy Code.

Donlin, Recano & Company, Inc., was retained as claims and
noticing agent to Saab Cars NA in the Chapter 11 case.

On March 9, 2012, the U.S. Trustee formed an official Committee
of Unsecured Creditors and appointed these members: Peter Mueller
Inc., IFS Vehicle Distributors, Countryside Volkwagen, Saab of
North Olmstead, Saab of Bedford, Whitcomb Motors Inc., and
Delaware Motor Sales, Inc.  The Committee tapped Wilk Auslander
LLP as general bankruptcy counsel, and Polsinelli Shughart as its
Delaware counsel.



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


MHP SA: Moody's Reviews 'B3' CFR/PDR for Downgrade
--------------------------------------------------
Moody's Investors Service has placed on review for downgrade the
B3 corporate family rating (CFR) and probability of default
rating (PDR) of MHP S.A., the B3 senior unsecured rating assigned
to its $585 million Eurobond due in 2015, and MHP's Baa2.ua
national scale rating (NSR).

Ratings Rationale

The rating action follows Moody's decision to lower Ukraine's
foreign-currency bond country ceiling to B3 from B1. These
ceilings are lower than the local-currency ceiling (B2) as they
also capture foreign-currency transfer and convertibility risks.
This follows Moody's downgrade of Ukraine's government bond
rating by one notch to B3 from B2 with a negative outlook.

Moody's review of MHP's ratings will be focused on an assessment
of the company's ability to address potential liquidity
constraints and a deterioration in its credit metrics in the
event of a depreciation of the Ukrainian national currency. A
material currency depreciation could have an adverse impact on
MHP's ability to service its foreign-currency denominated debt
and/or proceed with its planned capex program while its revenues
remain primarily domestic.

What Could Change The Rating UP/DOWN

Moody's does not envisage any positive pressure being exerted on
MHP's ratings in the near term. However, Moody's could consider
an upgrade of the ratings if (1) it raises the foreign-currency
bond country ceiling; (2) MHP continues to demonstrate strong
operating performance, with an adjusted EBITA margin of above
25%, positive free cash flow, an adjusted debt/EBITDA ratio
sustained below 2.0x and a retained cash flow (RCF)/debt ratio
above 30%; and (3) the company builds up a liquidity cushion.
MHP's ratings are constrained by factors related to the Ukrainian
political, business, legal and regulatory environment, given that
all its assets located within the country. Therefore, the
company's ratings will also be ultimately dependent on further
developments at the sovereign level.

Downward pressure could be exerted on MHP's ratings as a result
of (1) a further potential downgrade of the sovereign rating or
lowering of the foreign-currency bond country ceiling; or (2) a
material depreciation of the domestic currency, which would
undermine MHP's financial flexibility and exert pressure on its
liquidity.

Principal Methodology

The principal methodology used in rating MHP S.A. was the Global
Food - Protein and Agriculture Industry Methodology published in
September 2009. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

MHP is one of Ukraine's leading agro-industrial groups. Its
operations include the production of poultry and sunflower oil,
as well as the production and sale of convenience foods. The
holding company, MHP S.A., is domiciled in Luxembourg, while all
of MHP's production assets are located in Ukraine. The company is
vertically integrated into grain and fodder production. MHP
operates one of the largest land banks in Ukraine. In 2011, MHP's
dollar-denominated total revenue from continuous operations was
$1.23 billion. As of end-2011, the company employed more than
24,000 staff.

The controlling beneficiary shareholder of MHP (with a stake of
approximately 65%) is Mr. Yuriy Kosyuk, who is the founder and
CEO of the company. Following its May 2008 IPO, MHP is traded on
the London Stock Exchange (LSE).

Moody's National Scale Ratings (NSRs) are intended as relative
measures of creditworthiness among debt issues and issuers within
a country, enabling market participants to better differentiate
relative risks. NSRs differ from Moody's global scale ratings in
that they are not globally comparable with the full universe of
Moody's rated entities, but only with NSRs for other rated debt
issues and issuers within the same country. NSRs are designated
by a ".nn" country modifier signifying the relevant country, as
in ".mx" for Mexico. For further information on Moody's approach
to national scale ratings, please refer to Moody's Rating
Methodology published in October 2012 entitled "Mapping Moody's
National Scale Ratings to Global Scale Ratings".


* UKRAINE: S&P Revises Outlooks on Two Cities to Negative
---------------------------------------------------------
Standard & Poor's Ratings Services revised the outlooks on the
Ukrainian cities of Ivano-Frankivsk and Dnipropetrovsk and the
Autonomous Republic of Crimea to negative from stable and
affirmed the long-term issuer credit ratings at 'B' and the
Ukraine national scale ratings at 'uaA-'.

"This follows our downgrade of Ukraine (B/Negative/B, Ukrainian
National Scale uaA-')," S&P said.

"In accordance with the methodology we apply to local and
regional governments (LRGs) and their related sovereigns, we cap
the ratings on Ukrainian LRGs at the same level as the sovereign.
Under our criteria, an LRG can be rated higher than its sovereign
only if we expect it to exhibit characteristics including," S&P
said:

    The ability to maintain stronger credit characteristics than
    the sovereign in a stress scenario. This includes, among
    other factors, lack of dependence on the sovereign for any
    appreciable share of its revenues, and a more diverse and
    wealthy economy than the national economy;

    An institutional framework that limits the risk of negative
    sovereign intervention; and

    The ability to mitigate negative sovereign intervention
    through high financial flexibility and independent treasury
    management.

"At this stage we do not believe that Ivano-Frankivsk,
Dnipropetrovsk, and Crimea meet these criteria, so we cannot rate
them above the sovereign," S&P said.

"The negative outlooks on Ivano-Frankivsk, Dnipropetrovsk, and
Crimea reflect that on the sovereign. We might lower the ratings
on the three LRGs if we lowered the ratings on Ukraine
(B/Negative/B), all other things being equal," S&P said.

"We would revise the outlooks to stable if we revised the outlook
on the sovereign to stable," S&P said.



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


CLAVIS SECURITIES: S&P Puts 'B+' Ratings on Watch Negative
----------------------------------------------------------
Standard & Poor's Ratings Services placed on CreditWatch negative
its credit ratings on the class M1, M2, B1, and B2 notes in
Clavis Securities PLC's series 2006-01 and 2007-01.
"Additionally, we have placed on CreditWatch negative our rating
on the class AZ notes in series 2007-01," S&P said.

"On May 30, 2012, we lowered our long- and short-term ratings on
Danske Bank A/S -- the guaranteed investment contract (GIC) and
liquidity provider for Clavis Securities' series 2006-01 and
series 2007-01," S&P said.

"Following the downgrade, rating triggers under the GIC and
liquidity facility documentation were breached in each
transaction. Following the issuer's inability to replace Danske
Bank and to remedy this breach, a standby liquidity drawing was
made and all monies held in the GIC account were transferred to
the transaction account," S&P said.

"We have been advised that monies held in the transaction account
earn a flat interest rate. Monies previously held in the GIC
account received a rate of interest linked to LIBOR. We have
modeled this change in interest that the transaction can earn
into our cash flow models, and this affects our ratings under our
stress of varying LIBOR on the transactions' cash flows. As such,
we have placed on CreditWatch negative our ratings on the
transactions' mezzanine and junior notes," S&P said.

Clavis Securities' series 2006-01 and series 2007-01 are U.K.
residential mortgage-backed securities (RMBS) transactions backed
by residential mortgages originated by GMAC Residential Funding
Co. LLC.

            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 Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

                             Rating
Class         To                           From

Clavis Securities PLC
EUR333.25 Million and GBP371.35 Million Mortgage-Backed Floating-
Rate Notes Series 2006-01

RATINGS PLACED ON CREDITWATCH NEGATIVE

M1a           BBB- (sf)/Watch Neg          BBB- (sf)
M1b           BBB- (sf)/Watch Neg          BBB- (sf)
M2a           BB (sf)/Watch Neg            BB (sf)
B1a           B+ (sf)/Watch Neg            B+ (sf)
B1b           B+ (sf)/Watch Neg            B+ (sf)

Clavis Securities PLC
EUR314.6 Million and GBP338.9 Million Mortgage-Backed Floating-
Rate Notes Series
2007-01

AZa           BBB+ (sf)/Watch Neg          BBB+ (sf)
M1a           BBB- (sf)/Watch Neg          BBB- (sf)
M1b           BBB- (sf)/Watch Neg          BBB- (sf)
M2a           BB- (sf)/Watch Neg           BB- (sf)
M2b           BB- (sf)/Watch Neg           BB- (sf)
B1a           B (sf)/Watch Neg             B (sf)
B1b           B (sf)/Watch Neg             B (sf)


ODEON & UCI: S&P Affirms 'B' Long-Term Corp. Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on U.K.-
based cinema operator Odeon & UCI Cinemas Group Ltd. (Odeon) to
negative from stable. "At the same time, we affirmed our 'B'
long-term corporate credit rating on the company," S&P said.

"The outlook revision reflects our view that the weaker
performance of the first and third quarters of 2012 points to a
weakening of Odeon's business risk profile, although we still
view it as 'fair' as our criteria define this term, and that its
credit ratios may deteriorate in 2012," S&P said.

"We now forecast that reported EBITDA generation will decline to
about GBP80 million in 2012 from GBP93 million in 2011 according
to our calculations, which is well below our previous estimate of
about GBP90 million, because of adverse economic conditions and
the impact of sporting events, namely the UEFA European Football
Championship and the 2012 Summer Olympic games in London. In our
opinion, Odeon's inability to stabilize EBITDA generation despite
the contribution of recent acquisitions shows that its business
model may have deteriorated," S&P said.

So far, geographic diversity has supported the company's "fair"
business risk profile because it makes Odeon less reliant on
Hollywood productions than its U.S. counterparts. Yet box office
revenues have fallen more in Spain, Portugal, and Italy--which
together account for about 40% of Odeon's total revenues--than in
the U.K. "We anticipate that these countries will remain under
pressure, especially Spain, where value-added tax on cinema
tickets has increased sharply. Recent quarterly performances have
also highlighted that Odeon's cost structure is primarily fixed,
in our view," S&P said.

"We now think Odeon's credit measures may weaken in 2012, while
we initially thought that they were going to stabilize. Although
Odeon has made no acquisitions in 2012, we believe that it still
intends to expand through external growth. As a result, Odeon
must increase its EBITDA to reduce its leverage," S&P said.

"On the positive side, liquidity remains adequate, underpinned by
a lack of meaningful short-term debt maturities and a GBP90
million revolving credit facility maturing in 2017," S&P said.

"The negative outlook reflects our view that Odeon's financial
performance may decline significantly in 2012 and that its credit
ratios will deteriorate as a result. Our base-case scenario for
2012 factors in a low single-digit decrease in revenues and a
decline of the reported EBITDA margin to about 11% from 12.8%. We
expect that EBITDA generation will subsequently grow moderately,"
S&P said.

"We could lower the rating if we revised our assessment of the
company's business profile downward to 'weak' from the current
'fair'. This could be the case if we believed that the financial
performances of Odeon's U.K. and Germany operations no longer
offset the deterioration of those in Southern Europe, if Odeon
appeared unable to restore its profitability, or if we believed
that its competitive position had deteriorated. We would also
consider a downgrade if the company appeared unable to maintain
an adjusted EBITDA-to-interest ratio of about 1.0x, which
translates into a cash EBITDA-to-interest ratio of 1.5x. Finally,
negative rating pressure could also arise if we perceived that
liquidity had deteriorated," S&P said.

"We could revise the outlook to stable if the company
significantly increased its EBITDA generation on a like-for-like
basis and if it appeared able to sustainably maintain its credit
ratios above our estimates," S&P said.


SPEYMILL CONTRACTS: Parent Opts to Appoint Administrators
---------------------------------------------------------
Speymill PLC on Dec. 10 disclosed that it has completed a
comprehensive strategic review to maintain shareholder value in
the light of current trading conditions.  This review included an
expert analysis of the current and future prospects for its
subsidiary Speymill Contracts Limited.  As a result, the Board
has regrettably concluded that the Contracts business is not
viable and represents an unsupportable burden on Speymill.  Thus
the Board of Contracts, acting by its sole shareholder, on
Dec. 10 lodged with the Court a 'Notice of Intention to Appoint
Administrators'.

Contracts, valued at nil in the Company's accounts, suffered a
loss of GBP1.76 million for the first six months of the current
financial year and, despite Speymill advancing in excess of GBP2
million cash in additional support via the principal shareholders
during the year, the continued deteriorating results and
difficult economic environment has resulted in the Board being
forced to take this decision.

The remainder of Speymill, consisting of its property investment
portfolio, continues to trade in line with expectations and the
other elements of its business are not directly affected by the
proposed administration of Contracts.  The Board will make
further announcements concerning its intentions in due course.



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


* Moody's Says ABS, RMBS Quality to Deteriorate in Some Countries
-----------------------------------------------------------------
In 2013, the credit quality of new European ABS and RMBS issuance
will be better than that of existing transactions, says Moody's
Investors Service in a Special Report published on Dec. 10. The
performance of existing ABS and RMBS transactions will be
correlated to sovereign strength, with asset performance being
stable in highly rated countries but deteriorating in lower rated
countries in 2013. New issuance volumes in 2013 will be lower
than in 2012.

"Although transactions issued in 2013 will have counterparties
with lower ratings and less geographically diversified pools than
in the past, the credit quality of the underlying loans,
particularly in RMBS and SME ABS, will improve as a result of
tighter underwriting criteria for loans originated since 2011,"
says David Bergman, a Moody's Vice President -- Senior Analyst
and author of the report.

In Moody's view, Dutch, French, German and UK ABS and RMBS will
come under minimal further pressure following its actions on bank
ratings and current proposed changes to its structured finance
methodologies. Moody's anticipates that less than 10% of
transactions in those regions would be affected by fewer than two
notches, with the remainder unaffected.

In 2013, Moody's expects that ABS and RMBS asset performance will
be stable in highly rated countries because of the less negative
macroeconomic conditions and tightened underwriting criteria. In
the 2013-14 period, the rating agency forecasts that GDP growth
will remain flat or weak in the euro area as a whole. The low
interest rate environment and stable or falling unemployment
levels in many countries support affordability and performance
stability.

However, Moody's expects that the performance of Irish RMBS and
Italian, Portuguese and Spanish ABS and RMBS will deteriorate by
a moderate to significant degree in 2013. The primary drivers of
this deterioration will be the worsening credit quality of
transaction counterparties, continued collateral performance
deterioration and Moody's proposed methodology changes.

The current inactivity in most euro area housing markets will
continue in 2013 due to the weak macroeconomic environment.
Rising illiquidity in housing markets will reduce recovery values
and lengthen recovery times. In 2013, the rating agency expects
that lenders in Ireland and Spain will continue to modify loans,
which will partially mitigate delinquencies in existing
transactions. As the crisis continues, the recourse nature of
mortgages may be at risk.

Moody's notes that overall new ABS and RMBS issuance volumes in
Europe will be lower in 2013 than in 2012. Regulatory
uncertainty, a dearth of eligible receivables and the use of
covered bonds as collateral for repo trades will suppress
issuance. While the number of securitization transactions will
remain the same in 2013, total issuance will be lower because
more, but smaller, portfolios will back structured finance notes.


* Moody's Says Global Spec-Grade Corp. Default Rate Down 2.7%
-------------------------------------------------------------
Moody's Investors Service's trailing 12-month global speculative-
grade default rate came in at 2.7% in November, down from 3.1% in
October and close to the rating agency's year-ago forecast of
2.4%, Moody's Investors Service says in its monthly default
report. A total of 53 Moody's-rated corporate debt issuers have
defaulted so far this year, with three defaulting in November.

"Corporate defaults remain rare, in keeping with our recent
expectations," says Albert Metz, Managing Director of Moody's
Credit Policy Research. "We are concerned about the possibility
of significant economic and financial disruptions following a
fiscal crisis in the US. Still, if liquidity and funding remain
available, our baseline expectation is that corporate default
rates will remain below historical averages."

In the US, the speculative-grade default rate dropped to 3.1% in
November from a revised rate of 3.5% in October. The decrease was
driven mainly by eight defaulters leaving the trailing 12-month
window, while only two entered. At this time last year, the US
rate was 2.0%. In Europe the rate declined to 2.3% in November,
down from 2.8% in October. Last year, the European default rate
stood at 2.8% at end-November.

Based on its forecasting model, Moody's now expects the global
speculative-grade default rate to end 2012 at 2.7%, which if
realized is well below the average of 4.8% since 1983. By region,
the model predicts that the rate will be 3.2% in the US and 2.2%
in Europe by year's end. Across industries, Moody's expects
default rates to be highest in the Media: Advertising, Printing &
Publishing sector in the US, and the Hotel, Gaming & Leisure
sector in Europe.

By dollar volume the global speculative-grade bond default rate
dropped to 1.3% in November from 1.9% in October. At this time
last year, the rate was 1.8%.

In the US, the dollar-weighted speculative-grade bond default
rate came in at 0.9% in November, down from 1.5% in October. The
rate was 1.2% in November 2011.

In Europe, the dollar-weighted speculative-grade bond default
rate fell to 2.7% in November from 3.3% in October. Last year,
the rate stood at 3.8% at end-November.

Moody's global distressed index came in at 15.1% in November, up
slightly from October's 14.7%. A year ago, the index was at
24.1%.

In the leveraged-loan market, AMF Bowling Worldwide was the sole
Moody's-rated defaulter in November. The company sent Moody's
trailing 12-month US leveraged loan default rate to 2.8% in
November, up from 2.7% in October. In November last year, the
rate was 0.8%.


                            *********

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
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.


                 * * * End of Transmission * * *