TCREUR_Public/130412.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

             Friday, April 12, 2013, Vol. 14, No. 72

                            Headlines


C R O A T I A

KRALJEVICA: Four Companies Sign Up Shipyard Sub-Concession Deal


C Y P R U S

* CYPRUS: Sells Gold Reserves to Help Finance Part of Bailout
* CYPRUS: Banking Sector Shrinks Since Last Month's Rescue
* CYPRUS: S&P Affirms 'CCC/C' Sovereign Ratings; Outlook Stable


C Z E C H   R E P U B L I C

SEBA T: Declared Bankrupt by Liberec Court


F I N L A N D

KUITU FINLAND: Bankruptcy Estate Files Suit v. Neo Industrial


F R A N C E

HOLDING BERCY: Fitch Assigns 'B+' Long-Term Issuer Default Rating
KEM ONE: Arkema Takes EUR125 Million Hit From Bankruptcy


G E R M A N Y

IDENTIVE GROUP: Ernst & Young GmbH Raises Going Concern Doubt
VERIS GOLD: Incurs US$20 Million Net Loss in 2012


G R E E C E

DRYSHIPS INC: E&Y Raises Going Concern Doubt
* GREECE: Bank Recapitalization Credit Positive, Fitch Says


I R E L A N D

PATRICK PUNCH'S: In Liquidation; 50 Jobs Affected


I T A L Y

BANCA PADOVANA: Moody's Downgrades Standalone BFSR to 'E'
* ITALY: Fitch Says Delinquency Levels Continue to Increase


K A Z A K H S T A N

MANGISTAU ELECTRICITY: Fitch Assigns Rating to Domestic Bond


N E T H E R L A N D S

FLORIMEX: Files for Bankruptcy; Owes EUR20 Million
MONASTERY 2006-1: Liquidity Transfer, Waiver No Impact on Ratings
SENSATA TECHNOLOGIES: S&P Assigns 'BB-' Rating to US$400MM Notes


P O L A N D

COGNOR SA: S&P Cuts Rating on EUR118MM Sr. Sec. Notes to 'CCC-'
POLIMEX-MOSTOSTAL: Has Until May 31 to Meet Share Sale Terms


R U S S I A

KALVACHA GAS: Declared Insolvent by Razgrad Court


S P A I N

BBVA-6 FTPYME: Moody's Cuts Rating on Class B Notes to 'Caa1'
GC FTYPME PASTOR: Moody's Lowers Rating on Class E Notes to 'Ca'
HIPOCAT 17: Moody's Lowers Rating on Class C Notes to 'Caa3'
NCG BANCO: Fitch Maintains Watch Negative on Ratings
* SPAIN: Fitch Says Delinquency Levels Continue to Increase


S W I T Z E R L A N D

MATTERHORN FINANCING: S&P Assigns 'B+' Corporate Credit Rating


U N I T E D   K I N G D O M

CORNERSTONE TITAN: S&P Lowers Rating on Class E Notes to 'D'
ITV PLC: Fitch Raises Long-Term IDR From 'BB+'; Outlook Stable
ROYAL BANK: Shareholders File Suit Over 2008 Cash Call


X X X X X X X X

* Moody's Examines Role of Holdout Creditors in Restructurings
* BOOK REVIEW: The Oil Business in Latin America: The Early Years


                            *********


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C R O A T I A
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KRALJEVICA: Four Companies Sign Up Shipyard Sub-Concession Deal
---------------------------------------------------------------
International Maritime Information reports that Kraljevica
shipyard plans to rent out part of its yard facilities.

The bankruptcy trustee of the Croatian shipyard is set to hire
out part of its quayside until the finalization of its bankruptcy
proceedings, the report relates.

According to International Maritime Information, four
shipbuilding-related companies have signed up for Kraljevica's
quayside land, which is subject to government approval.

The sub-lets amount to about 31% of the yard's land,
International Maritime notes.

Meanwhile, ships nearing completion at the yard were towed to
other plants in Croatia and Italy for completion last year,
International Maritime discloses.

Hina reports that bankruptcy trustee for the Kraljevica shipyard
Marija Ruzic on March 21 said subsequent to the government's
approval, the Dalmont company would take over a sub-concession of
20,300 square meters of land and 10,000 square meters of sea,
while 11,000 square meters of coastline and 4,500 square metres
of the coastal belt would be allocated to Kvarnerplastika.

Two other companies, Vidis and Takala, would take over several
hundred square meters each at the site of the dockyard, Hina
says.

The sub-concession incorporates around 31% of land, which the
dockyard pays, and around 18% of sea, and will be valid until the
finalization of the shipyard's bankruptcy proceedings, Hina
notes.

All four companies are associated with shipbuilding and will pay
a fee of HRK3 per square meter each year and 1% of their annual
revenue for the use of this space, Hina states.

Mr. Ruzic, as cited by Hina, said that two docks would be put up
for lease during the proceedings.



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C Y P R U S
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* CYPRUS: Sells Gold Reserves to Help Finance Part of Bailout
-------------------------------------------------------------
BBC News reports that Cyprus is to sell off much of its gold
reserves to help finance part of its bailout.

According to BBC, an assessment by the European Commission says
Cyprus must sell about EUR400 million (GBP341 million) worth of
gold.

The country has already been forced to wind down one of its
largest banks in order to qualify for a EUR10 billion lifeline
from international lenders, BBC notes.

Even with that bailout, it is predicted that the Cypriot economy
will shrink by 8.7% this year, BBC discloses.

Cyprus's total bullion reserves stood at 13.9 tonnes at the end
of February, BBC says, citing data from the World Gold Council.

At current prices, EUR400 million's worth of gold amounts to
about 10.36 tonnes of metal, BBC states.

The sale will be the biggest bullion sale by a eurozone central
bank since France sold 17.4 tonnes in the first half of 2009,
according to BBC.

European finance ministers meet in Dublin today to discuss the
Cyprus bailout, BBC discloses.


* CYPRUS: Banking Sector Shrinks Since Last Month's Rescue
----------------------------------------------------------
The Associated Press reports that a draft bailout document
between Cyprus and its international creditors shows that the
size of the country's banking sector has been sharply reduced
since the country's rescue package was agreed last month.

The draft memorandum of understanding, seen by the AP Wednesday,
claims the country's banking sector is now three-and-a-half times
the size of the country's economy, down from five-and-a-half
times.  The new figure is placed in brackets, indicating that it
could change further before the memorandum is finalized, the AP
notes.

Cyprus's outsized financial institutions were among the main
reasons the country sought a US$10-billion (US$13.04-billion)
bailout, the AP discloses.  As part of the rescue, Cyprus agreed
to break up no. 2 bank Laiki, and impose losses on savers with
more than US$100,000 in another lender, the Bank of Cyprus, the
AP relates.

Before it is implemented, the memorandum has to be agreed by the
17 eurozone finance ministers and the International Monetary Fund
and then voted on by several countries' parliaments, the AP
states.

According to the AP, the draft memorandum also makes 30 proposals
for ways Cyprus can increase its tax revenue and cut expenditure,
ranging from public-sector job cuts and wage freezes to taxing
big lottery wins and increasing the country's sales tax.


* CYPRUS: S&P Affirms 'CCC/C' Sovereign Ratings; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on the
Republic of Cyprus to stable from negative.  At the same time,
S&P affirmed its long- and short-term sovereign credit ratings on
Cyprus at 'CCC/C'.

The outlook revision reflects S&P's expectation that the Cypriot
government will agree to the terms of an up-to EUR10 billion ESM-
IMF financial assistance program and that the program's first
loan tranche will be disbursed in time for the government to make
a June 4 payment due on a Eurobond.  S&P understands that the
ESM-IMF loan will be provided at a low interest rate and at long
maturities.

"Our baseline expectation continues to be that Cyprus will remain
a member of the European Economic and Monetary Union (the
eurozone).  Nevertheless, it seems likely that recently-imposed
capital controls will remain, in some form, to protect Cyprus'
banks from renewed deposit flight.  We expect that the current
account deficit will initially widen to more than 10% of GDP as
business and financial services exports fall on the expected loss
of non-resident transactional deposits.  Troika (the EU, IMF, and
European Central Bank [ECB]) and Eurosystem lending (the
Eurosystem consists of the ECB and eurozone central banks) is
likely to fund the greater part of this external financing gap
during the life of the program," S&P said.

"We understand that once the Memorandum of Understanding
formalizing the terms of the program is approved by the Cypriot
government, the board of governors of the ESM, and the IMF
executive board, the ECB would once again accept Cypriot
government securities as collateral in exchange for its credit
support to Cyprus' financial institutions.  We view this as an
important normalization of monetary support for Cyprus'
challenged financial sector," S&P added.

"In our opinion, Cyprus' economic prospects remain difficult over
the near term.  We expect economic growth will depend on a
significant reorientation of the economic base, likely including
the development of offshore gas fields.  Expected downsizing in
the public sector and financial services sector, as well as the
banking system, will likely lead to significant job losses in
these areas as well as in real estate and tourism; these sectors
account for over 50% of Cyprus' GDP.  We project that Cyprus'
economy will contract by an estimated 20% between 2013 and 2016.
Weak growth and employment prospects may also weigh on public and
political support for an ambitious budgetary consolidation
program, while raising questions about debt sustainability," S&P
noted.

The stable outlook balances what S&P views as the formidable
economic adjustment challenges Cyprus faces against the time and
resources provided by the Troika and the ECB as a result of the
recently-agreed financial adjustment program, which S&P expects
to be approved shortly by all parties.  S&P would likely lower
the rating if, contrary to its expectations, the Cypriot
government rejects the terms of the revised Memorandum of
Understanding.  S&P could also lower the ratings later this year
if the government appeared unable to fulfill the program's
conditions.

S&P could consider raising the ratings if the economy were to
stabilize sooner and at higher levels than it currently projects,
enabling general government debt to GDP to stabilize earlier.
S&P could also consider an upgrade, in time, if official
creditors were to provide even more concessional lending terms to
Cyprus over the course of its adjustment program.



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C Z E C H   R E P U B L I C
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SEBA T: Declared Bankrupt by Liberec Court
------------------------------------------
CTX, citing the insolvency register, reports that the Regional
Court in Liberec, northern Bohemia, declared Seba T bankrupt.

Seba T had been insolvent since last September, CTX recounts.

Owners originally wanted reorganization as a way of settling the
firm's insolvency but then withdrew their proposal, CTX notes.

According to CTX, insolvency administrator Lenka Vidovicova said
that bankruptcy is the only viable option.

Seba T's debt exceeds CZK160 million, CTX discloses.  Its
production was halted last year, CTX recounts.

Seba T is a Czech textile company.



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F I N L A N D
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KUITU FINLAND: Bankruptcy Estate Files Suit v. Neo Industrial
-------------------------------------------------------------
The bankruptcy estate of Kuitu Finland Oy has initiated action
against Neo Industrial Oyj in the District Court of Pirkanmaa
regarding purchase price of the mill real estate owned by Avilon
Fibres Oy, which has been declared bankrupt.  Neo Industrial Plc
has given a personal guarantee on the repayment of the purchase
price.

The bankruptcy estate of Kuitu Finland Oy demands that Neo
Industrial Plc shall pay EUR5,000,000, which is the remaining
principal of the purchase price at the time of Avilon Fibres Oy's
bankruptcy March 6, 2013.  The bankruptcy estate of Kuitu Finland
Oy demands also EUR309.381,24 as building cost index in addition
to penalty interests.  Additionally, the bankruptcy estate of
Kuitu Finland Oy demands Neo Industrial Plc to pay its legal
expenses.

Neo Industrial Plc considers the action unjustified.  The company
is preparing a response and shall seek to settle the matter with
the bankruptcy estate of Kuitu Finland Oy.



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HOLDING BERCY: Fitch Assigns 'B+' Long-Term Issuer Default Rating
-----------------------------------------------------------------
Fitch Ratings has assigned Holding Bercy Investissement SCA a
Long-term Issuer Default Rating (IDR) of 'B+' with a Stable
Outlook. Holding Bercy Investissement SCA is the holding company
of France-based contract foodservices and concession catering
operator Elior Group (Elior). Fitch has also assigned the
company's existing EUR2.0 billion senior secured credit facility
a 'BB-'/'RR3' rating.

Key Rating Drivers

Balanced and Resilient Business Profile

Elior's large scale, broad product offering, strong customer and
business diversification, and high barriers to entry have
resulted in consistent performance through the economic cycle.
The company has a balanced presence in each sub-market it
competes in, both in contract catering and concession catering,
and is benefiting from a long-term secular trend toward
outsourced foodservices. These factors, combined with the
company's high retention rate, strong reputation and expertise,
are expected to support continued sales and profit growth over
the intermediate term.

Position Relative to Peers

Elior possesses several company-specific traits akin to low
investment grade for business services companies such as a broad
range of services and customer diversification as well as a high
proportion of contracted revenues and low renewal risk. However
the main constraining factor on the rating is Elior's
geographical concentration in France and other southern European
countries, relative to its closest peers Compass ('A-'/Stable)
and Sodexo ('BBB+'/Stable).

Strong Cash Flow Conversion

The asset-light nature and low capital intensity of the business
allows Elior to consistently convert operating profits into
strong cash flow before debt service. Given the high prevailing
leverage, this aspect is viewed as critical to providing
financial flexibility and supporting the overall credit profile
of the company. From a business risk standpoint, Fitch considers
Elior has a profile in line with a 'BB' rating. However, the
company's financial profile is more in line with a 'B' rated
issuer, thus bringing the rating to 'B+'.

Weak Metrics, Expected Improvement

While the business has shown strong growth over the past several
years, the company relevered in 2012 to execute a share buyback
and, as a result, has only achieved modest credit metric
improvement since the LBO in 2006. FFO adjusted leverage
increased to almost 8.0x in FY12 from under 6.2x at FY11 while
FFO fixed charge cover declined to below 2.0x from above 2.2x the
prior year. While Fitch expects the capital structure to remain
highly levered over the intermediate term, Elior's credit metrics
are projected to show near-term improvement as recent
acquisitions are fully integrated and Elior benefits from lower
taxation resulting from the French CICE staff cost rebate scheme
in FY13. FFO adjusted leverage is projected to decrease to around
6.8x while FFO fixed charge cover is expected to increase to
around 2.0x. These credit ratios will be more compatible with the
assigned IDR.

Adequate Liquidity

Elior also completed an "amend and extend" of its current capital
structure in April 2012 that pushed the maturity of its RCF to
June 2016 and extended the maturity on most of the term loans to
June 2017. As such, liquidity and refinancing are not a material
rating concern at present. In our view, the company is projected
to have sufficient cash and borrowing capacity to repay or
refinance near-term maturities.

Expected Recovery for Creditors upon Default

Elior's Recovery Ratings reflect Fitch's expectations that the
enterprise value of the company -- and resulting recoveries for
its creditors upon default -- would be maximized in a
restructuring scenario (going concern approach), rather than a
liquidation due to the asset-light nature of the business. Fitch
believes a 6.0x distressed EV/EBITDA multiple and 25% discount to
EBITDA resulting from unsustainable financial leverage, possibly
as a result of increasingly aggressive acquisition activity or
contract losses, are fair assumptions under a distress scenario.
This results in above-average expected recoveries (51%-70%) for
first lien creditors in the event of default and hence a rating
for the senior secured bank debt at 'BB-' one notch above Elior's
IDR. Recoveries are supported by share pledges and guarantees
representing at least 85% of the group's EBITDA and gross assets.

RATING SENSITIVITIES

Positive: Future developments that could lead to positive rating
actions include:

- Additional diversification, by segment and/or geography

- Further deleveraging resulting in FFO adjusted gross leverage
   below 5.0x

- FFO fixed charge coverage above 2.8x

- FCF/total adjusted debt margin above 12%

Negative: Future developments that could lead to negative rating
action include:

- FFO adjusted gross leverage above 7.0x

- FFO fixed charge coverage below 2.0x

- FCF/total adjusted debt margin below 5%


KEM ONE: Arkema Takes EUR125 Million Hit From Bankruptcy
--------------------------------------------------------
Elena Berton at Reuters reports that Arkema said on Wednesday
that Arkema will book a first-quarter charge of EUR125 million
(US$163 million) to reflect its exposure to unprofitable vinyls
business Kem One.

A French commercial court opened bankruptcy proceedings for Kem
One in March at the request of its new owner, Klesch Group, led
by American investor Gary Klesch, Reuters relates.

According to Reuters, a court-appointed administrator is due to
oversee Kem One's operations as part of the initial six-month
procedure.  Reuters relates that Arkema said the company will
contribute EUR68.7 million to Kem One's financing during the
observation period.

Klesch Group is also suing Arkema for EUR310 million (US$403
million) in a dispute over the sale of Kem One, Reuters
discloses.

KemOne is a France-based chlor-alkali and polyvinyl chloride
maker.  The company operates at 22 industrial sites in 10
countries and has 2,600 employees, of whom 1,780 are based in
France.



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IDENTIVE GROUP: Ernst & Young GmbH Raises Going Concern Doubt
-------------------------------------------------------------
Identive Group, Inc., filed last month its annual report on Form
10-Q for the year ended Dec. 31, 2012.

Ernst & Young GmbH Wirtschaftsprufungsgesellschaft, in Munich,
Germany, expressed substantial doubt about Identive Group's
ability to continue as a going concern, citing the Company's
recurring losses and negative cash flows from operations.

The Company reported a net loss of US$53.6 million on US$94.6
million of net revenues, compared with a net loss of US$10.2
million on US$102.7 million of net revenues in 2011.

As a result of a significant decline in its stock price and
changes to its forecasted revenue, gross margin and operating
profit, the Company undertook interim goodwill impairment
analyses as of June 30, 2012, and recorded a total goodwill
impairment charge of US$27.1 million in its consolidated
statements of operations for 2012.

In conjunction with the goodwill impairment test, the Company
also tested its long-lived assets for impairment and adjusted the
carrying value of each asset group to its fair value and recorded
the associated impairment charge of US$24.8 million in the
consolidated statements of operations for 2012.

The Company's balance sheet at Dec. 31, 2012, showed
US$104.9 million in total assets, US$55.3 million in total
liabilities, and stockholders' equity of US$49.6 million.

A copy of the Form 10-K is available at http://is.gd/OIgKpj

Identive Group, Inc., provides secure identification solutions
that allow people to gain access to buildings, networks,
information, systems and services -- while ensuring that the
physical facilities and digital assets of the organizations they
interact with are protected.

The Company's common stock is listed on the NASDAQ Global Market
in the U.S. under the symbol "INVE" and the Frankfurt Stock
Exchange in Germany under the symbol "INV."

The Company's corporate headquarters are located in Santa Ana,
California and its European and operational headquarters are
located in Ismaning, Germany, where the Company's financial
reporting process is performed.  The Company maintains facilities
in Chennai, India for research and development and in Australia,
Canada, Germany, Hong Kong, Japan, The Netherlands, Singapore,
Switzerland and the U.S. for local operations and sales.  The
Company was founded in 1990 in Munich, Germany and incorporated
in 1996 under the laws of the State of Delaware.


VERIS GOLD: Incurs US$20 Million Net Loss in 2012
-------------------------------------------------
Veris Gold Corp. submitted to the U.S. Securities and Exchange
Commission on March 26, 2013, its consolidated financial
statements for the year ended Dec. 31, 2012.

Deloitte LLP, in Vancouver, Canada, noted that the Company has
incurred net losses over the past several years and has a working
capital deficit in the amount of US$34.3 million and has an
accumulated deficit of US$379 million as at Dec. 31, 2012.
"These conditions, along with other matters as set forth in Note
1, indicate the existence of material uncertainties that may cast
substantial doubt about the Company's ability to continue as a
going concern."

The Company reported a net loss of US$20.0 million on
US$160.6 million of revenue in 2012, compared with net income of
US$26.4 million on US$105.1 million of revenue in 2011.

The Company has share purchase warrants issued that are
denominated in Canadian dollars.  As the Canadian dollar is not
the functional currency of the Company, the issued and
outstanding warrants are treated as financial instruments
(derivative liabilities), and are thus revalued at each reporting
period with the change in fair value recorded in net income.

For the year ended Dec. 31, 2012 a revaluation gain of
US$17.3 million was recognized compared to a gain of
US$97.2 million in 2011.

The decrease in the gain on warrants was offset by an
$11.6 million decrease in derivative losses year over year.

The Company's balance sheet at Dec. 31, 2012, showed
US$348.5 million in total assets, US$249.8 million in total
liabilities, and shareholders' equity of US$98.7 million.

A copy of the consolidated financial statements for the year
ended Dec. 31, 2012, is available at http://is.gd/1tLneq

Veris Gold Corporation (TSX: VG) (OTC QB: YNGFF) (Frankfurt Xetra
Exchange: NG6A), headquartered in Vancouver, Canada, is a mid-
tier North American gold producer in the business of developing
and operating gold mines in geo-politically stable jurisdictions.
The Company's primary asset is the permitted and operating
Jerritt Canyon gold mine located 50 miles north of Elko, Nevada.
The Company also holds a diverse portfolio of precious metals
properties in British Columbia and the Yukon Territory, Canada,
including the former producing Ketza River mine.  The Company's
focus has been on the re-development of the Jerritt Canyon mining
and milling facility.



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DRYSHIPS INC: E&Y Raises Going Concern Doubt
--------------------------------------------
DryShips Inc. filed on March 22, 2013, its annual report on Form
20-F for the year ended Dec. 31, 2012.

Ernst & Young (Hellas), in Athens, Greece, expressed substantial
doubt about DryShips Inc.'s ability to continue as a going
concern, citing the Company's working capital deficit of
US$670 million at Dec. 31, 2012, and in addition, the non-
compliance by the shipping segment with certain covenants of its
loan agreements with banks.

As of Dec. 31, 2012, the shipping segment was not in compliance
with certain loan-to-value ratios contained in certain of its
loan agreements.  In addition, as of Dec. 31, 2012, the shipping
segment was in breach of certain financial covenants, mainly the
interest coverage ratio, contained in the Company's loan
agreements relating to US$769,098,000 of the Company's debt.  As
a result of this non-compliance and of the cross default
provisions contained in all bank loan agreements of the shipping
segment and in accordance with guidance related to the
classification of obligations that are callable by the creditor,
the Company has classified all of its shipping segment's bank
loans in breach amounting to US$941,339,000 as current at
Dec. 31, 2012.

The Company reported a net loss of US$288.6 million on
US$1.210 billion of revenues in 2012, compared with a net loss of
US$47.3 million on US$1.078 billion of revenues in 2011.

The Company's balance sheet at Dec. 31, 2012, showed
US$8.878 billion in total assets, US$5.010 billion in total
liabilities, and shareholders' equity of US$3.868 billion.

A copy of the Form 20-F is available at http://is.gd/0EhRQk

Headquartered in Athens, Greece, DryShips Inc. (NASDAQ: DRYS) is
an owner of drybulk carriers and tankers that operate worldwide.
Through its majority owned subsidiary, Ocean Rig UDW Inc.,
DryShips owns and operates 10 offshore ultra deepwater drilling
units, comprising of 2 ultra deepwater semisubmersible drilling
rigs and 8 ultra deepwater drillships, 3 of which remain to be
delivered to Ocean Rig during 2013 and 1 is scheduled for
delivery during 2015.  DryShips owns a fleet of 46 drybulk
carriers (including newbuildings), comprising of 12 Capesize, 28
Panamax, 2 Supramax and 4 Very Large Ore Carriers (VLOC) with a
combined deadweight tonnage of about 5.1 million tons, and 10
tankers, comprising 4 Suezmax and 6 Aframax, with a combined
deadweight tonnage of over 1.3 million tons.


* GREECE: Bank Recapitalization Credit Positive, Fitch Says
-----------------------------------------------------------
The completion of the recapitalization process for Greek banks
should contribute to their funding stability, Fitch Ratings says.
If they can achieve sufficient private-sector participation, it
could send a signal of improved investor confidence and
eventually provide opportunities for them to access capital and
wholesale funding markets. This development would be positive for
their credit profile.

However, a significant extension of the end-April deadline for
the four largest banks (NBG, Eurobank, Alpha Bank and Piraeus
Bank) to complete their recapitalization plans could prolong the
correction of the sector's funding imbalances and its recovery.
The bank recapitalizations involve raising equity and issuing
contingent convertibles.

The final capital needs estimated by the Bank of Greece total
EUR40.5 billion and arise mainly from losses on Greek sovereign
debt and projected credit losses on domestic loan portfolios
based on an external stress test. The central bank also assessed
each banks' profitability, deleveraging and capital plans.

If the banks are unable to raise private-sector equity to meet
the 10% threshold set under the recapitalization framework, the
Greek authorities will cover banks' capital needs. The banks
should also focus on achieving restructuring and synergy targets,
especially in view of recent mergers and acquisitions, and manage
asset-quality pressures. This should enhance their chances of
attracting potential investors.

The banks' 'f' Viability Ratings (VRs) could be upgraded if they
achieve better solvency and funding profiles. Fitch will reassess
the banks' VRs when their stand-alone credit profiles are
clearer, and take into account recent acquisition activity and
revised restructuring/recapitalization plans. However, VRs are
likely to remain at a deeply speculative-grade level in the
medium term because of weak credit fundamentals in the poor
domestic operating environment. In addition, the four major banks
face increased short-term risks from the restructuring and
integration of recent acquisitions.

Consolidation of the Greek banking sector could reduce excess
capacity and improve financial stability in the longer term, but
it also brings many challenges. The most significant transaction
-- the NBG-Eurobank merger -- has been suspended, but will prove
challenging due to the size of both banks if it eventually
proceeds.

Greek banks' Long-Term IDRs of 'CCC' remain linked to the
sovereign. Their IDRs could at some point be driven by their VRs.

The largest four Greek banks received bridge capital under the
IMF/EU support framework, temporarily restoring capital levels
until their capital-raising plans are completed. The share issues
are fully underwritten by the Hellenic Financial Stability Fund,
which has received EUR50 billion under the international bail-out
program. Private shareholders will retain control of the banks
provided they subscribe to at least 10% of the new issue, and
will be granted warrants to buy the Fund's shares.



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PATRICK PUNCH'S: In Liquidation; 50 Jobs Affected
-------------------------------------------------
Business World reports that the Patrick Punch's Hotel in Limerick
in has been placed into liquidation, affecting 50 jobs.

The workers at the 72-bedroom at the hotel are angry at the
closure, with some owed up to EUR5,000 in payment, Business World
discloses.  They apparently had foregone their wages in recent
weeks to ensure the hotel kept trading, Business World says,
citing the Limerick Leader newspaper.

It is understood there are now around 34 full-time and 14 part-
time staff facing redundancy, Business World notes.

During the 1980s, Patrick Punch's was one of the most popular
pubs in Limerick.  It later expanded to become a four-star hotel.



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BANCA PADOVANA: Moody's Downgrades Standalone BFSR to 'E'
---------------------------------------------------------
Moody's Investors Service downgraded Banca Padovana's standalone
bank financial strength rating to E, equivalent to a standalone
baseline credit assessment (BCA) of ca, from D- (equivalent to a
BCA of ba3), and the bank's long-term deposit rating to B3 from
Ba2. This action concludes the review initiated on 5 December
2012.

At the same time, the rating agency said that it will withdraw
all the bank's ratings for business reasons. The bank has no
rated debt outstanding at the time of the withdrawal.

At the time of withdrawal, Banca Padovana's ratings are as
follows:

  - Long-term local and foreign currency deposit ratings of B3
    with negative outlook;

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

  - Standalone bank financial strength rating (BFSR) of E with no
    outlook; the BFSR is equivalent to a standalone baseline
    credit assessment (BCA) of ca.

Ratings Rationale:

Moody's says that the downgrade of the BCA to ca takes into
account Banca Padovana's (i) loss making profile, (ii) the
deterioration of asset quality to such high levels that it
undermines the solvency and sustainability of the bank in the
absence of external support (iii) modest capitalization which
provides a wholly insufficient cushion against such asset
impairments. Moody's believes that the bank's main source of
credit strength stems from a high expectation of support from the
cooperative credit banks, which results in a four-notch uplift of
its long-term deposit rating to B3.

In December 2012, the bank reported a net profit of just EUR0.2
million (1), which was positively influenced by a EUR11 million
extraordinary gain (gross of taxes) on the sale of government
bonds. This result comes after three consecutive years of net
losses owing to weak and deteriorating asset quality and
subsequently high provisions for loan losses.

Problem loans at December 2012 stood at almost one quarter (2) of
the overall loan book of Banca Padovana, which is significantly
worse than the system average of 10% as of June 2012 (3).

Additionally, capital levels are modest, especially taking into
account the weak asset quality of the bank; as of December 2012,
Banca Padovana's core tier 1 ratio stood at 7%, which compares to
an average of around 12.6% for the smallest Italian banks as of
June 2012 (4).

Moody's believes that there is a high likelihood that Banca
Padovana may require outside support from the co-operative credit
bank network (BCCs), as indicated by the BCA of ca.

At the same time, Moody's believes that there is a high
probability of support for Banca Padovana from the co-operative
credit bank network, which results in a four-notch uplift from
the standalone BCA of ca to the deposit rating of B3. The rating
agency's expectation is based on the co-operative network's track
record of aiding troubled members in terms of capital and
management support. This is somewhat moderated by Banca
Padovana's relatively big size within the sector (its total
assets are EUR2.2 billion as of December 2012, one of the largest
cooperative sector banks in Italy), which may make it more
challenging for the sector to provide support.

The outlook on the long-term deposit rating is negative,
reflecting the ongoing pressures on Banca Padovana as well as on
the cooperative banking group in 2013 and 2014 in the current
challenging operating environment.

Moody's will withdraw the ratings for its own business reasons.

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

  (1) Unless noted otherwise, data in this report is sourced from
      company's reports or Moody's Banking Financial Metrics.

  (2) Problem loans include: non-performing loans (sofferenze),
      watchlist (incagli - including only an estimate of those
      over 90 days overdue), restructured (ristrutturati) and
past
      due loans (scaduti).

  (3) Source: Bank of Italy's Financial Stability Report,
      published in November 2012.

  (4) Source: Bank of Italy's Financial Stability Report,
      published in November 2012.


* ITALY: Fitch Says Delinquency Levels Continue to Increase
-----------------------------------------------------------
Fitch Ratings has published an updated version of its SME CLO
Compare. The report is updated on a monthly basis.

On March 15, 2013, Fitch assigned final rating to a new Italian
SME CLO transaction, Pontormo SME Srl. The senior class A1, A2
and A3 notes which benefit from 40.6% credit enhancement (CE)
were rated at 'AAsf', Outlook Stable. Pontormo SME Srl is a
multi-originator cash flow securitisation of a EUR375.9 million
static portfolio of secured and unsecured loans granted to small-
and medium-sized enterprises in Italy, originated by Banca di
Credito Cooperativo di Fornacette S.c.p.a, Banca di Credito
Cooperativo di Castagneto Carducci S.c.p.a. and Banca Popolare di
Lajatico S.c.p.a. all of which are not rated by Fitch.

On March 26, 2013, the agency assigned expected ratings to a new
Spanish SME CLO, IM Cajamar Empresas 5 FTA. The senior class A1
and A2 notes which benefit from 37% CE were assigned a
'A+sf(exp)' rating. IM Cajamar Empresas 5, F.T.A. is a granular
cash flow securitisation of a EUR675 million static portfolio of
secured and unsecured loans granted to Spanish small- and medium-
sized enterprises (SMEs) and self-employed individuals (SEIs).
The loans were originated by Cajamar Caja Rural and Caja Rural
del Mediterraneo, Ruralcaja. Cajamar and Ruralcaja merged in
October 2012 to form Cajas Rurales Unidas (CRU, 'BB'/Stable/'B').

On March 22, 2013, Fitch assigned final ratings to a Spanish
leasing transaction, Foncaixa Leasings 2, FTA. The senior class A
notes, which benefit from 31% CE were assigned a 'A-sf', Outlook
Stable. The transaction is a securitization of a static EUR1.15
billion portfolio of credit rights associated to leasing
contracts originated by CaixaBank ('BBB'/Negative/'F2') in Spain.
A large share of the portfolio (c. 68% of the assets in the
preliminary portfolio analyzed by Fitch) was previously
securitized in Foncaixa Leasings 1, FTA and has been refinanced
in this transaction. The leasing contracts have been underwritten
by Spanish small and medium enterprises domiciled in Spain.

Fitch has updated its global rating criteria for collateralized
debt obligations backed by loans to small- and medium-sized
enterprises (SMEs). The agency anticipates no rating impact from
the implementation of this criteria update. As of the updated
criteria, Fitch has increased the market value decline (MVD)
expectations for commercial properties located in Spain by up to
10% as a result of further recent increased volatility observed
in this market. Moreover, commercial MVD assumptions for other
jurisdictions have also been increased by up to 5%. Additionally,
the agency has revised the average annual default rate
expectation for Italy, increasing it to 5% from 3.75%, in line
with recent default statistics received from originating banks.

On March 8, 2013, Fitch downgraded Italy's Long-term Issuer
Default Rating (IDR) to 'BBB+' from 'A-'. As a result a rating
cap of 'AA+sf', six notches above Italy's IDR, is applied for all
structured finance transactions. Currently Fitch rates nine
Italian SME CLOs. While their originators were downgraded,
following Italy's downgrade, this downgrade had no impact on the
rating of the senior notes, as the transactions' main
counterparty roles are performed by international institutions
which were not affected by the downgrades.

Delinquency levels in Italy and Spain have continued to increase
since Q112 reflecting the economic contraction in the eurozone
periphery. Loans that are 90 days past due (dpd) but not
considered as defaulted by the transaction documents have almost
doubled since last year and now represent almost 6% of the
Spanish SME portfolio. While part of the increase results from
portfolio amortization, the high level of arrears reflects
continuing portfolio deterioration as an increasing number of
loans become delinquent. Fitch expects cumulative defaults that
currently stand at only 3.3% to increase sharply following the
increasing pattern of delinquencies, as for most transactions
defaults are defined as loans more than 12 months in arrears.

Cumulative defaults in Italy have increased rapidly since Q112
and currently represent more than 5% of the initial portfolio
balance and over 8% of the outstanding portfolio balance. The
worsening performance in Italian and Spanish transactions has
been largely offset by the increasing levels of credit
enhancement due to structural deleveraging.



===================
K A Z A K H S T A N
===================


MANGISTAU ELECTRICITY: Fitch Assigns Rating to Domestic Bond
------------------------------------------------------------
Fitch Ratings has assigned Mangistau Electricity Distribution
Company JSC's (MEDNC) KZT1,700 million 8% domestic bond due 2023
an expected local currency senior unsecured 'BBB-(EXP)' rating.

The rating is in line with MEDNC's Long-term local currency
Issuer Default Rating (IDR) of 'BBB-', which has a Stable
Outlook, as the bond will be direct and unsecured obligations of
the company. A full list of MEDNC's ratings is below.

The final rating is contingent upon the receipt of final
documentation conforming materially to information already
received.

The proceeds of the bond issue will be used by the company for
financing its investment program for 2013-2015.

KEY RATING DRIVERS

- State Support
MEDNC's ratings are linked to those of Kazakhstan (Long-term
foreign and local currency IDRs of 'BBB+'/Stable and 'A-'/Stable,
respectively), and notched down by three levels to reflect that
little indication has been given by MEDNC's state-owned parent,
JSC Samruk-Energy (S-E, BBB/Stable), that it will provide timely
financial assistance to MEDNC in case of need. The notching
reflects the fact that S-E has not provided tangible financial
assistance to MEDNC in the past three years.

The dividend payout ratio to S-E from MEDNC was set back to 50%
of net profit (or KZT83 million) for 2011 from 100% of net income
(or KZT64 million) for 2010, which management expects to remain
the case over the medium term. Fitch believes that this will not
put significant pressure on the rating. Fitch views MEDNC's
standalone business and financial profile as commensurate with a
weak 'BB-' rating.

S-E does not view MEDNC as a strategic investment but is not
actively pursuing a reduction of its stake in MEDNC. The ratings
are based on Fitch's assumption that S-E will retain at least
majority ownership of MEDNC over the medium term.

- Near-Monopoly Position
MEDNC's credit profile is supported by its near-monopoly position
in electricity transmission and distribution in the Region of
Mangistau, one of Kazakhstan's strategic oil & gas regions. It is
also underpinned by prospects for economic development and
expansion in the region, in relation to oil & gas and
transportation, and a cost-plus-based tariff mechanism under
which MEDNC operates. The company also benefits from limited
foreign exchange exposure and absence of interest rate risks.

- Small Scale, High Customer Concentration
The ratings are constrained by MEDNC's small scale limiting its
cash flow generation capacity, high exposure to a single industry
(oil & gas) and, within that, high customer concentration (the
top four customers represented over 65% of 2011 revenue). The
latter is somewhat mitigated by the state ownership of major
customers (Ozenmunaigaz and Kaz GPZ are 100% subsidiaries of
KazMunaiGaz National Company; and Mangistaumunaigas and
Karazhanbasmunai are 50%-owned by KazMunaiGaz National Company)
and by prepayment terms under sales agreements.

- Stable Cash Flow From Operations Expected
Fitch expects MEDNC to continue generating solid and stable cash
flow from operation over 2012-15. Free cash flows are likely to
have remained positive in 2012, but may turn negative in 2013,
due to substantial capex plans. For 2012, Fitch estimates MEDNC's
cash flow from operations at about KZT1.5 billion, before capex
(KZT570 million) and dividends (KZT88 million).

- Capex-Driven Leverage Increase Expected
MEDNC's funds flow from operations (FFO) adjusted leverage for
2011 slightly improved to 2.2x from 2.9x at end-2010. This ratio
is expected to remain below 3x in 2012-2013 before increasing to
around 3x in 2014, driven by an increase in capex. FFO interest
cover also increased to 3.6x at end-2011 from 2.9x at end-2010.
Fitch expects interest cover to remain in the low single-digit
territory.

RATING SENSITIVITIES

Positive: Future developments that could lead to positive rating
actions include:

- A positive change in Kazakhstan's ratings, provided the link
  between MEDNC and the sovereign strengthens.

- Stronger links with the sovereign demonstrated by unexpected
  explicit state support

- Enhancement of business profile, such as diversification and
  scale with only modest increase in leverage

Negative: Future developments that could lead to negative rating
action include:

- A negative change in Kazakhstan's ratings

- Reduction of S-E's stake to less than 50% provided that a new
  shareholder does not offer meaningful financial support or
  capex funding

- Deterioration in MEDNC's FFO adjusted leverage to 4x or above
  and FFO interest cover to 2x or below on a sustained basis

Liquidity & Debt Structure

- Manageable Liquidity
Fitch views MEDNC's liquidity as manageable, comprising solely
cash as the company does not have any available credit lines. At
end-2012, MEDNC's cash balance of KZT1.2 billion was sufficient
to cover short-term maturities of KZT1.1 billion. Cash balances
are mostly held in local currency with a domestic bank, which is
a concern. At end-2012, most of MEDNC's debt was represented by
two unsecured fixed-rate bonds of KZT800 million each with
maturity in 2013-2014. The rest of the debt is represented by 25-
year interest-free loans provided until 2009 by MEDNC's customers
to co-finance new network connections.

Full List of MEDNC's Ratings

Long-term foreign currency IDR: 'BB+', Outlook Stable
Long-term local currency IDR: 'BBB-', Outlook Stable
National Long-term rating: 'AA(kaz)', Outlook Stable
Foreign currency short-term IDR: 'B'
Foreign currency senior unsecured rating: 'BB+'
Local currency senior unsecured rating: 'BBB-'



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


FLORIMEX: Files for Bankruptcy; Owes EUR20 Million
--------------------------------------------------
FloraCulture International reports that Florimex has filed for
bankruptcy as it struggles under a mammoth burden of an estimated
EUR20 million.

Plans for restart or take-over failed due to a lack of time and
interested buyers, FloraCulture discloses.

The collapse of the firm, which employed around 300 personnel,
has shocked the flower industry, raising fears over Florimex's
creditors, FloraCulture relates.

Florimex is a Dutch floral wholesaler.  Owned by private equity
company Bencis, Florimex was one of the largest players in the
European flower and plant trade with a turnover of EUR207 million
in 2011.  It has been active in both the retail and wholesale
segments of the market.  Florimex's holding was located in
Aalsmeer and consisted of Florimex Aalsmeer (cut greens), Cees
van Starkenburg (flower wholesale Europe) Baardse (worldwide
potted plant wholesale and retail), according to FloraCulture.


MONASTERY 2006-1: Liquidity Transfer, Waiver No Impact on Ratings
-----------------------------------------------------------------
Moody's has determined the proposed actions to (i) transfer the
liquidity facility from Royal Bank of Scotland N.V. (RBS N.V.,
A3/P-2) to Royal Bank of Scotland PLC (RBS PLC, A3/P-2); and (ii)
waive the liquidity facility short term rating trigger,
effectively waiving the liquidity facility stand-by drawing
requirement, will not, in and of themselves and at this time,
result in a reduction or withdrawal of the current ratings of the
notes (the "Notes") issued by Monastery 2006-1 B.V.

Moody's does not express an opinion as to whether the proposals
may be considered to have negative effects in any other respect.

Moody's has assessed the proposal to disregard the breach of
liquidity facility trigger as a result of the downgrade of RBS to
A3/P-2 on 21 June 2012, effectively disregarding the stand-by
drawing requirement under the liquidity facility agreement.

In reaching the conclusion, Moody's has paid particular regard to
the highest rated notes in the transaction being A2(sf). However
the linkage to RBS has increased and is significant as there is
no stand-by drawing under the liquidity facility and the reserve
fund is not fully funded. There is also linkage to RBS as it
remains the swap counterparty guaranteeing excess spread in the
transaction.

The principal methodology used in this rating was Moody's
Approach to Rating RMBS Using the MILAN Framework published in
March 2013.

Moody's Rates Monastery 2006-1's Class D Notes at B3 and Class D
Notes at Ca.


SENSATA TECHNOLOGIES: S&P Assigns 'BB-' Rating to US$400MM Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
'BB-' issue rating to Sensata Technologies B.V.'s proposed $400
million senior unsecured notes with a recovery rating of '5',
indicating the expectation of modest (10%-30%) recovery in the
event of a payment default.  At the same time, S&P placed its
'B+' issue-level rating on the existing US$700 million unsecured
notes on CreditWatch with positive implications.  If the company
completes the transaction as S&P expects, it will raise the issue
rating on these notes to 'BB-' and revise the recovery rating on
the notes to '5' from '6'.  S&P also affirmed the senior secured
issue ratings at 'BBB-' with a recovery rating of '1', indicating
expectation of very high (90% to 100%) recovery in event of a
payment default.

S&P affirmed its 'BB' corporate credit rating on the company.
The outlook remains stable.

"The rating actions reflect our review of the recovery prospects
for the senior unsecured noteholders, which we believe will
improve following the proposed transaction," said Standard &
Poor's credit analyst Dan Picciotto.  "We expect the transaction
to reduce term loan debt by about US$600 million to about
US$480 million from US$1.08 billion and will be funded through
notes proceeds and cash on hand.  The affirmation of the
corporate credit rating reflects our view that Bain Capital's
ownership of publicly traded Sensata Technologies Holding N.V.
(the ultimate parent of rated Sensata Technologies B.V.) remains
substantial (about 36%) and that a higher rating requires
significant further exit by Bain.  We raised the corporate rating
one notch in December 2012 to 'BB' when Bain reduced its holding
to less than 50% because we believe this provided further
evidence of the lessening influence of Bain on the company's
financial policy".

The ratings on electronic sensors and controls manufacturer
Sensata reflect the company's "aggressive" financial risk profile
and "satisfactory" business risk profile.  Standard & Poor's
believes credit measures will be somewhat better than levels S&P
expects for the rating, including funds from operations (FFO) to
adjusted debt of about 20% and adjusted debt to EBITDA of about
3.5x.  S&P believes these figures will approach 25% and 2.5x,
respectively, in 2013, providing some capacity for potential for
debt-financed acquisitions.  Also, S&P expects Sensata's adjusted
EBITDA margin to remain very good at about 29% and revenue to
increase modestly, benefiting from:

   -- A continued slow global economic recovery, including S&P's
      economists' estimate of 2.7% GDP growth this year and 3.1%
      in 2014,

   -- Global light-vehicle production growth (for the U.S. up
      about 6% to 15.2 million in 2013 per S&P's economist
      forecast) despite potentially weak conditions in Europe,
      and

   -- The potential to supplement growth through some
      acquisitions.

The Netherlands-based Sensata, formerly a division of Texas
Instruments Inc., consists of two business units that manufacture
highly engineered electronic sensors and controls.  S&P's
assessment of the company's management and governance is "fair."
S&P expects revenue to approach US$2 billion in 2012.  The
company is significantly exposed to the volatility of the global
automotive market, which accounts for more than half of sales.
The European auto market is Sensata's largest single exposure,
accounting for 24% of 2012 sales, and S&P believes the region
presents heightened near-term economic risks.

The outlook is stable.  S&P believes credit measures will be
somewhat better than levels it considers appropriate for the
rating of about 20% FFO to debt and 3.5x debt to EBITDA.
However, an upgrade is unlikely until Bain has significantly
further reduced its investment in Sensata such that a full exit
is very likely.  It would also depend on S&P's expectation that
the company would maintain appropriate credit measures for a
higher rating, such as FFO to debt of 25% or more and debt to
EBITDA of about 3x or less.

A downgrade is possible if results deteriorated such that S&P
expected FFO of about 15% or less and debt to EBITDA of 4x or
more.  Given the planned debt repayment, this would likely
require a substantial market downturn in the absence of
increasing debt. This could occur, for instance, if revenue
declines by more than 15% in 2014 and operating margin declines
by more than 2%, and no further debt reduction takes place.  This
scenario would likely require global recessionary conditions
causing declines in global light vehicle production.



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


COGNOR SA: S&P Cuts Rating on EUR118MM Sr. Sec. Notes to 'CCC-'
---------------------------------------------------------------
Standard & Poor's Rating Services said that it lowered its long-
term corporate rating on Poland-based steel maker Cognor S.A. to
'CCC' from 'CCC+'.  The outlook is negative.

At the same time, S&P lowered to 'CCC-' from 'CCC' its issue
rating on Cognor's outstanding EUR118 million (about Polish zloty
[PLN] 485 million) senior secured notes.

In addition, S&P corrected its short-term corporate credit rating
on Cognor by lowering it to 'C'.  The short-term rating was
previously incorrect in S&P's systems as 'B'.

"The downgrades reflect our view that Cognor's ability to execute
a refinancing program over the coming months is highly uncertain
in light of its "weak" liquidity, large debt maturities, and weak
conditions in the Polish steel industry.  In our view, the
likelihood of a near-term default or distressed exchange offer
has therefore increased.  We understand that Cognor's debt
maturities include short-term credit facilities of more than
PLN80 million to be repaid in the third and fourth quarters of
2013, and EUR118 million senior secured notes due in February
2014.  This compares with unrestricted available cash of PLN48
million as of Dec. 31, 2012," S&P said.

"We understand that Cognor is formulating a refinancing plan that
includes an equity injection of less than PLN100 million and the
issuance of new notes of at least PLN370 million.  However, the
equity injection is more than Cognor's current market value of
PLN85 million and therefore we are uncertain that Cognor would
succeed in raising this amount.  Moreover, we estimate that the
main shareholder's ability to maintain his 65% stake as part of
the proposed refinancing is low.  According to the company, the
equity injection should take place in the second quarter of 2013.
Even if Cognor executes the equity issue, we believe that its
capital structure would remain weak, with debt to EBITDA of more
than 6x and no prospect of deleveraging quickly," S&P added.

In S&P's view, Cognor's weakening liquidity may lead to further
downgrades and ultimately to a default in the coming quarters if
there is a lack of progress on the refinancing of its
EUR118 million senior secured notes due February 2014.

S&P could revise the outlook to stable if Cognor presents a
refinancing plan that it considers to be achievable, including a
material equity injection.  However, S&P believes that the
success of the company's refinancing plan is uncertain,
particularly in the context of challenging conditions in the
Polish steel market.


POLIMEX-MOSTOSTAL: Has Until May 31 to Meet Share Sale Terms
------------------------------------------------------------
Piotr Skolimowski at Bloomberg News, citing an e-mailed
statement, reports that Polimex-Mostostal said its creditors gave
it until May 31 to raise PLN50 million from a share sale,
extending deadline in the company's debt restructuring plan.

Polimex filed a share sale prospectus with the financial
watchdog, Bloomberg relates.

As reported by the Troubled Company Reporter-Europe on April 4,
2013, Polska Agencja Prasowa related that Polimex said so far,
the company raised around PLN200 million from the issue of N1-
series shares.  In line with the standstill agreement annex
signed in late September, Polimex was to raise some PLN250
million from a share issue addressed to bondholders, some PLN235
million from a share issue addressed to select investors as well
as at least PLN330 million from asset disposal, PAP disclosed.

Polimex-Mostostal is an engineering and construction company that
has been on the market since 1945.  The Company is distinguished
by a wide range of services provided on general contractorship
basis for the chemical as well as refinery and petrochemical
industries, power engineering, environmental protection,
industrial and general construction.  The Company also operates
in the field of road and railway construction as well as
municipal infrastructure.  Polimex-Mostostal is the largest
manufacturer and exporter of steel products, including platform
gratings, in Poland.



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


KALVACHA GAS: Declared Insolvent by Razgrad Court
-------------------------------------------------
FOCUS News Agency reports that the Razgrad Regional Court
declared Kalvacha gas insolvent.

Kalvacha gas has until recently controlled 12% of the autogas
sales in Bulgaria and ranked 19th in the sector with sales
revenues of BGN91.3 million for 2011, FOCUS News Agency says,
citing Capital Daily's K100 chart.

A couple of months ago, however, it was announced the company was
facing financial difficulties, but its officials refused any
comments on the rumors, FOCUS News Agency recounts.

According to FOCUS News Agency, Capital Daily said that in the
meantime, a private enforcement agent put up for sale the assets
of SK Industrialni Imoti in Stara Zagora (Kalvacha plant),
following a BGN7.196 million claim from Eurobank EFG Bulgaria
(Postbank).

Kubrat-based Kalvacha gas is a fuel retailer.  It is part of
Stoycho Kalvachev's group Kalvacha.



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


BBVA-6 FTPYME: Moody's Cuts Rating on Class B Notes to 'Caa1'
-------------------------------------------------------------
Moody's Investors Service downgraded by three notches the rating
of the Class B notes and confirmed the ratings of two senior
notes in BBVA 6 FTPYME, FTA. At the same time, Moody's confirmed
the ratings of all the notes in BBVA 5 FTPYME, FTA and the
ratings of two senior notes in BBVA 3 FTPYME, FTA. Moody's also
upgraded by two notches to Baa2 (sf) from Ba1 (sf) the rating on
the Class C notes in BBVA 3 FTPYME, FTA. While insufficient
credit enhancement to address sovereign and counterparty risk
triggered the downgrade of some tranches, the adequacy of credit
enhancement levels primarily drove the rating upgrade and
confirmations of the other tranches.

The rating action concludes the review for downgrade initiated by
Moody's on July 2, 2012, following the downgrade of Spain's
government bond ratings to Baa3 from A3 on June 13, 2012. All
three affected transactions are Spanish asset-backed securities
(ABS) transactions backed by loans to small and medium-sized
enterprises (SME) originated by Banco Bilbao Vizcaya Argentaria,
S.A. (Baa3 /P-3, not on watch).

Ratings Rationale:

The rating action primarily reflects the insufficiency of credit
enhancement of the notes downgraded to address sovereign and
counterparty risk, and the adequate levels of credit enhancement
of the notes upgraded and confirmed. All Spanish SME ABS affected
by this rating action are impacted by the introduction of new
adjustments to Moody's modeling assumptions to account for the
effect of deterioration in sovereign creditworthiness. This
action also reflects the revision of key collateral assumptions.
Moody's confirmed the ratings of securities whose credit
enhancement and structural features provided enough protection
against sovereign and counterparty risk.

The determination of the applicable credit enhancement that
drives this rating action reflects the introduction of additional
factors in Moody's analysis to better measure the impact of
sovereign risk on structured finance transactions (see
"Structured Finance Transactions: Assessing the Impact of
Sovereign Risk", March 11, 2013).

- Additional Factors Better Reflect Increased Sovereign Risk

Moody's has supplemented its analysis to determine the loss
distribution of securitized portfolios with two additional
factors, the maximum achievable rating in a given country (the
local currency country risk ceiling) and the applicable portfolio
credit enhancement for this rating. With the introduction of
these additional factors, Moody's intends to better reflect
increased sovereign risk in its quantitative analysis, in
particular for mezzanine and junior tranches.

The Spanish country ceiling is A3, which is the maximum rating
that Moody's will assign to a domestic Spanish issuer including
structured finance transactions backed by Spanish receivables.
The portfolio credit enhancement represents the required credit
enhancement under the senior tranche for it to achieve the
country ceiling. By lowering the maximum achievable rating, the
revised methodology alters the loss distribution curve and
implies an increased probability of high loss scenarios.

Under the updated methodology incorporating sovereign risk on ABS
transactions, loss distribution volatility increases to capture
increased sovereign-related risks. Given the expected loss of a
portfolio and the shape of the loss distribution, the combination
of the highest achievable rating in a country for structured
finance transactions and the applicable credit enhancement for
this rating uniquely determine the volatility of the portfolio
distribution, which the coefficient of variation (CoV) typically
measures for ABS transactions. A higher applicable credit
enhancement for a given rating ceiling or a lower rating ceiling
with the same applicable credit enhancement both translate into a
higher CoV.

- Moody's Revises Key Collateral Assumptions

Moody's maintained its default and recovery rate assumptions for
the three transactions, which it updated on 18 December 2012 (see
"Moody's updates key collateral assumptions in Spanish ABS
transactions backed by loans to SMEs." According to the updated
methodology, Moody's increased the CoV, which is a measure of
volatility.

For BBVA 3 FTPYME, the current default assumption is 8.7% of the
current portfolio and the assumption for the fixed recovery rate
is 50%. Moody's has increased the CoV to 112% from 55%, which,
combined with the mean DP and recovery assumptions, corresponds
to a portfolio credit enhancement of 23.7%.

For BBVA 5 FTPYME, the current default assumption is 12% of the
current portfolio and the assumption for the fixed recovery rate
is 45%. Moody's has increased the CoV to 81% from 45%, which,
combined with the mean DP and recovery assumptions, corresponds
to a portfolio credit enhancement of 23.9%.

For BBVA 6 FTPYME, the current default assumption is 16.3% of the
current portfolio and the assumption for the fixed recovery rate
is 45%. Moody's has increased the CoV to 68% from 45%, which,
combined with the mean DP and recovery assumptions, corresponds
to a portfolio credit enhancement of 26.6%.

- Moody's Has Considered Exposure to Counterparty Risk

The conclusion of Moody's rating review also takes into
consideration the exposure of the three transactions to BBVA,
which performs various roles in the transactions (servicer,
collection account, issuer account and swap counterparty).

In all transactions, BBVA acts as servicer and collections
account bank, and transfers collections daily to the treasury
accounts in the name of the funds at BBVA. The reserve funds also
reside at BBVA. Societe Generale, Sucursal en Espana (SGSE, A2/
P-1) guarantees the cash held in the treasury accounts up to
EUR12 million for BBVA 3 FTPYME, EUR9 million for BBVA 5 FTPYME
and EUR10 million for BBVA 6 FTPYME, respectively. In addition,
any cash held at the treasury accounts in excess of the guarantee
amount is transferred on an ongoing basis to SGSE's additional
treasury accounts (in the name of the funds). For these three
transactions, Moody's incorporated into its analysis the
potential default of BBVA as servicer and considered the linkage
between the rating of the notes and the rating of BBVA to be
medium. This could expose the transaction to a limited
commingling loss of one month of collections

As part of its analysis, Moody's also assessed the exposure to
BBVA as swap counterparty in the three transactions. Based on the
provided information, BBVA has been posting cash collateral on a
weekly basis. The revised ratings of the notes, which reflect the
insufficiency of credit enhancement to address sovereign risk,
are consistent with this exposure.

- Other Developments May Negatively Affect the Notes

In consideration of Moody's new adjustments, any further
sovereign downgrade would negatively affect structured finance
ratings through the application of the country ceiling or maximum
achievable rating, as well as potentially increased portfolio
credit enhancement requirements for a given rating.

As the euro area crisis continues, the ratings of structured
finance notes remain exposed to the uncertainties of credit
conditions in the general economy. The deteriorating
creditworthiness of euro area sovereigns as well as the weakening
credit profile of the global banking sector could further
negatively affect the ratings of the notes.

Moody's describes additional factors that may affect the ratings
in the Request for Comment, "Approach to Assessing Linkage to
Swap Counterparties in Structured Finance Cashflow Transactions:
Request for Comment", July 2, 2012.

In reviewing these transactions, Moody's used ABSROM to model the
cash flows and determine the loss for each tranche. The cash flow
model evaluates all default scenarios that are then weighted
considering the probabilities of the inverse normal distribution
assumed for the portfolio default rate. In each default scenario,
Moody's calculates the corresponding loss for each class of notes
given the incoming cash flows from the assets and the outgoing
payments to third parties and noteholders. Therefore, the
expected loss for each tranche is the sum product of the
probability of occurrence of each default scenario; and the loss
derived from the cash flow model in each default scenario for
each tranche.

As such, Moody's analysis encompasses the assessment of stressed
scenarios.

In the context of the rating review, Moody's has remodeled the
transactions and adjusted a number of inputs to reflect the new
approach. In addition, during its review the rating agency
corrected the interest deferral trigger input for the Class C
notes in BBVA 3 FTPYME.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating CDOs of SMEs in Europe", published in February
2007.

The revised approach to incorporating country risk changes into
structured finance ratings forms part of the relevant asset class
methodologies, which Moody's updated and republished or
supplemented on March 11, 2013, along with the publication of its
Special Comment "Structured Finance Transactions: Assessing the
Impact of Sovereign Risk".

Other factors used in these ratings are described in "The
Temporary Use of Cash in Structured Finance Transactions:
Eligible Investment and Bank Guidelines", published in March
2013.

List of Affected Ratings

Issuer: BBVA-3 FTPYME, Fondo De Titulizacion De Activos

EUR215.3M A2(G) Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR40.8M B Notes, Confirmed at A3 (sf); previously on Jul 2, 2012
Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR18.6M C Notes, Upgraded to Baa2 (sf); previously on Jul 2,
2012 Ba1 (sf) Placed Under Review for Possible Downgrade

Issuer: BBVA 5 FTPYME Fondo de Titulizacion de Activos

EUR1472.8M A1 Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR200M A2 Notes, Confirmed at A3 (sf); previously on Jul 2, 2012
Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR130.3M A3(G) Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR39.9M B Notes, Confirmed at Baa2 (sf); previously on Jul 2,
2012 Baa2 (sf) Placed Under Review for Possible Downgrade

Issuer: BBVA-6 FTPYME, Fondo de Titulizacion de Activos

EUR1201.9M A1 Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Remained On Review for Possible
Downgrade

EUR215.5M A2(G) Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Remained On Review for Possible
Downgrade

EUR50.3M B Notes, Downgraded to Caa1 (sf); previously on Jul 2,
2012 B1 (sf) Placed Under Review for Possible Downgrade


GC FTYPME PASTOR: Moody's Lowers Rating on Class E Notes to 'Ca'
----------------------------------------------------------------
Moody's Investors Service affirmed and confirmed the ratings of
the outstanding notes issued by EdT FTYPME PASTOR 3, FTA. At the
same time, the rating agency downgraded the rating of the junior
note and confirmed the ratings of the other notes issued by GC
FTYPME PASTOR 4, FTA.

Sufficient credit enhancement, which protects against sovereign
and counterparty risk, primarily drove these confirmations.
Conversely, insufficient credit enhancement and the high
likelihood of loss accounted for the downgrade.

The rating action concludes the review for downgrade initiated by
Moody's on July 2, 2012. Both transactions are Spanish asset-
backed securities transactions backed by loans to small and
medium-sized enterprises (SME ABS) originated by Banco Popular
Espanol, S.A. (Ba1 on review for possible downgrade/NP).

Ratings Rationale:

These confirmations primarily reflect the availability of
sufficient credit enhancement to address sovereign and increased
counterparty risk. The introduction of new adjustments to Moody's
modeling assumptions to account for the effect of deterioration
in sovereign creditworthiness, the revision of key collateral
assumptions and increased exposure to lowly rated counterparties
have had no effect on the ratings of most of the notes in both
transactions.

However, insufficient credit enhancement for the Class E note
issued by GC PTYPME PASTOR 4 and the high likelihood of loss
under that note, given the observed performance, drove the rating
downgrade from Caa3 (sf) to Ca (sf).

- Additional Factors Better Reflect Increased Sovereign Risk

Moody's has supplemented its analysis to determine the loss
distribution of securitized portfolios with two additional
factors, the maximum achievable rating in a given country (the
local currency country risk ceiling) and the applicable portfolio
credit enhancement for this rating. With the introduction of
these additional factors, Moody's intends to better reflect
increased sovereign risk in its quantitative analysis, in
particular for mezzanine and junior tranches. See "Structured
Finance Transactions: Assessing the Impact of Sovereign Risk" for
a more detailed explanation of the additional parameters.

The Spanish country ceiling is A3, which is the maximum rating
that Moody's will assign to a domestic Spanish issuer including
structured finance transactions backed by Spanish receivables.
The portfolio credit enhancement represents the required credit
enhancement under the senior tranche for it to achieve the
country ceiling. By lowering the maximum achievable rating, the
revised methodology alters the loss distribution curve and
implies an increased probability of high loss scenarios.

Under the updated methodology incorporating sovereign risk on ABS
transactions, loss distribution volatility increases to capture
increased sovereign-related risks. Given the expected loss of a
portfolio and the shape of the loss distribution, the combination
of the highest achievable rating in a country for structured
finance and the applicable credit enhancement for this rating
uniquely determines the volatility of the portfolio distribution,
which the coefficient of variation (CoV) typically measures for
ABS transactions. A higher applicable credit enhancement for a
given rating ceiling or a lower rating ceiling with the same
applicable credit enhancement both translate into a higher CoV.

- Moody's Revises Key Collateral Assumptions

Moody's maintained its default and recovery rate assumptions for
both transactions, which it updated on 18 December 2012 (see
"Moody's updates key collateral assumptions in Spanish ABS
transactions backed by loans to SMEs." According to the updated
methodology, Moody's increased the CoV, which is a measure of
volatility.

For EdT FTYPME PASTOR 3, the current default assumption is 29.0%
of the current portfolio and the assumption for the fixed
recovery rate is 50.0%. Moody's has increased the CoV to 58.3%
from 28.0%, which, combined with the revised key collateral
assumptions, corresponds to a portfolio credit enhancement of
35.4%.

For GC FTYPME PASTOR 4, the current default assumption is 23.0%
of the current portfolio and the assumption for the fixed
recovery rate is 45.0%. Moody's has increased the CoV to 52.7%
from 34.0%, which, combined with the revised key collateral
assumptions, corresponds to a portfolio credit enhancement of
27.5%.

- Moody's Has Considered Exposure to Counterparty Risk

The conclusion of Moody's rating review also takes into
consideration the increased exposure to commingling due to
weakened counterparty creditworthiness.

In both transactions, Banco Popular Espanol, SA acts as servicer
and transfers collections on a weekly basis to the reinvestment
accounts at Barclays Bank PLC (A2/P-1). The reserve funds are
opened at Barclays Bank. Moody's has incorporated into its
analysis the potential default of the servicer, which could
expose the transaction to a commingling loss on approximately one
month of collections.

Confederacion Espanola de Cajas de Ahorro ("CECABANK" Ba1 on
review for downgrade /NP) and CAIXA Bank (Baa3/P-3) act as swap
counterparties in EdT FTYPME PASTOR 3 and GC FTYPME PASTOR 4,
respectively. As part of its analysis, Moody's assessed the
exposure to the swap counterparty, which does not have a negative
effect on the rating levels at this time.

- Moody's Has Considered the Credit Enhancement Levels of the
Rated Notes

In GC FTYPME PASTOR4, the senior Class A3G notes benefit from a
guarantee from the Government of Spain (Baa3), which has been
drawn on an ongoing basis to cover the shortfall of due
principal, up to an amount of approximately EUR11 million at the
time of this review. As a consequence, the Spanish government now
has a claim against the special purpose vehicle up to the drawn
amount of the guarantee that ranks senior to the mezzanine and
junior tranches of the transaction. The insufficient credit
enhancement of the Class E notes resulting from this senior claim
is the main driver behind its downgrade from Caa3 (sf) to Ca
(sf).

For all the other notes in both transactions, Moody's has
assessed that the level of credit enhancement is commensurate
with the ratings assigned, given the rating agency's pool
performance expectations and the significant exposure of the pool
to the biggest borrowers, particularly in EdT FTYPME PASTOR 3.
Therefore, sufficient credit enhancement has driven the
confirmation of the ratings of all other notes.

- Other Developments May Negatively Affect the Notes

In consideration of Moody's new adjustments, any further
sovereign downgrade would negatively affect structured finance
ratings through the application of the country ceiling or maximum
achievable rating, as well as potentially increased portfolio
credit enhancement requirements for a given rating.

As the euro area crisis continues, the ratings of structured
finance notes remain exposed to the uncertainties of credit
conditions in the general economy. The deteriorating
creditworthiness of euro area sovereigns as well as the weakening
credit profile of the global banking sector could further
negatively affect the ratings of the notes.

Moody's describes additional factors that may affect the ratings
in its Request for Comment, "Approach to Assessing Linkage to
Swap Counterparties in Structured Finance Cashflow Transactions:
Request for Comment", July 2, 2012.

In reviewing these transactions, Moody's used ABSROM to model the
cash flows and determine the loss for each tranche. The cash flow
model evaluates all default scenarios that are then weighted
considering the probabilities of the inverse normal distribution
assumed for the portfolio default rate. In each default scenario,
Moody's calculates the corresponding loss for each class of notes
given the incoming cash flows from the assets and the outgoing
payments to third parties and noteholders. Therefore, the
expected loss for each tranche is the sum product of the
probability of occurrence of each default scenario and the loss
derived from the cash flow model in each default scenario for
each tranche.

As such, Moody's analysis encompasses the assessment of stressed
scenarios.

When remodeling the transactions affected by this rating actions,
some inputs have been adjusted to reflect the new approach.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating CDOs of SMEs in Europe", published in February
2007.

The revised approach to incorporating country risk changes into
structured finance ratings forms part of the relevant asset class
methodologies, which Moody's updated and republished or
supplemented on March 11, 2013 ("Incorporating Sovereign risk to
Moody's Approach to Rating CDOs of SMEs in Europe" ), along with
the publication of its Special Comment "Structured Finance
Transactions: Assessing the Impact of Sovereign Risk".

Other factors used in these ratings are described in "The
Temporary Use of Cash in Structured Finance Transactions:
Eligible Investment and Bank Guidelines", published in March
2013.

List Of Affected Ratings:

Issuer: EdT FTPYME PASTOR 3 Fondo de Titulizacion de Activos

EUR38.7M B Notes, Affirmed A3 (sf); previously on Oct 23, 2012
Confirmed at A3 (sf)

EUR15.4M C Notes, Confirmed at Caa1 (sf); previously on Jul 2,
2012 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: GC FTPYME Pastor 4, FTA

EUR50.4M A3G Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR15.8M B Notes, Confirmed at A3 (sf); previously on Jul 2, 2012
Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR15.7M C Notes, Confirmed at Ba2 (sf); previously on Jul 2,
2012 Ba2 (sf) Placed Under Review for Possible Downgrade

EUR18.9M D Notes, Confirmed at Caa2 (sf); previously on Jul 2,
2012 Caa2 (sf) Placed Under Review for Possible Downgrade

EUR12.6M E Notes, Downgraded to Ca (sf); previously on Jul 2,
2012 Caa3 (sf) Placed Under Review for Possible Downgrade


HIPOCAT 17: Moody's Lowers Rating on Class C Notes to 'Caa3'
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six junior
and one senior notes in three Spanish residential mortgage-backed
securities (RMBS) transactions: Hipocat 16, FTA, Hipocat 17, FTA
and Hipocat 18, FTA. Moody's also confirmed the rating of the
senior notes in Hipocat 18, FTA. Insufficiency of credit
enhancement to address sovereign risk, deterioration in
collateral performance and exposure to issuer account bank have
prompted these downgrades.

This rating action concludes the review of seven notes placed on
review on July 2, 2012, following Moody's downgrade of Spanish
government bond ratings to Baa3 from A3 on June 2012. This rating
action also concludes the review of one note placed on review on
November 23, 2012, following Moody's revision of key collateral
assumptions for the entire Spanish RMBS market.

Ratings Rationale:

These downgrades reflect primarily the insufficiency of credit
enhancement to address sovereign risk. Furthermore, Moody's
revised some of its collateral assumptions for Hipocat 17 and 18,
FTA due to recent deterioration in collateral performance. The
rating action on Hipocat 16, FTA also reflects the exposure of
the transaction to Banco de Espana acting as issuer account bank.
Moody's confirmed the ratings of one note in Hipocat 18, FTA in
consideration of the available credit enhancement that provides
enough protection against sovereign and counterparty risk

The determination of the applicable credit enhancement that
drives these rating actions reflects the introduction of
additional factors in Moody's analysis to better measure the
impact of sovereign risk on structured finance transactions (see
"Structured Finance Transactions: Assessing the Impact of
Sovereign Risk", March 11, 2013).

Additional Factors Better Reflect Increased Sovereign Risk

Moody's has supplemented its analysis to determine the loss
distribution of securitized portfolios with two additional
factors, the maximum achievable rating in a given country (the
Local Currency Country Risk Ceiling) and the applicable portfolio
credit enhancement for this rating. With the introduction of
these additional factors, Moody's intends to better reflect
increased sovereign risk in its quantitative analysis, in
particular for mezzanine and junior tranches.

The Spanish country ceiling, and therefore the maximum rating
that Moody's will assign to a domestic Spanish issuer including
structured finance transactions backed by Spanish receivables, is
A3. Moody's Individual Loan Analysis Credit Enhancement (MILAN
CE) represents the required credit enhancement under the senior
tranche for it to achieve the country ceiling. By lowering the
maximum achievable rating for a given MILAN, the revised
methodology alters the loss distribution curve and implies an
increased probability of high loss scenarios.

- Revision of Key Collateral Assumptions

During its review Moody's increased its expected loss (EL)
assumption in Hipocat 17, FTA to 4.00% from 2.60% due to worse-
than-expected collateral performance. The deterioration in
performance is reflected by the rise of loans more than 90 days
in arrears as of current portfolio balance to 2.96% as of
December 2012 from 0.77% as of March 2012. In the same period
cumulative defaults (defined as loans more than 18 months in
arrears) surged to 2.36% from 2.00% of original portfolio
balance. As a consequence the reserve fund has been used in the
last payment date in December 2012 and currently stands at 97% of
its target amount.

Moody's has not revised the expected loss assumptions in Hipocat
16 and Hipocat 18, FTA and maintained the values at 2.10% and
2.00% respectively.

Moody's reassessed the current loan-by-loan information of the
three transactions' underlying portfolios to determine the MILAN
CE. Moody's increased its MILAN CE assumption in Hipocat 18, FTA
to 16.00% from 15.00% as a consequence of the high concentration
of loans exceeding a 80% loan-to-value (LTV) ratio and the
exposure to flexible mortgage product in the portfolio.

Moody's has not revised the MILAN CE assumption in Hipocat 16 and
17, FTA and maintained the values at 15.00% and 12.50%
respectively.

- Exposure to Counterparty

Moody's rating analysis took into consideration the exposure of
the senior notes in Hipocat 16, FTA to Banco de Espana and in
Hipocat 17 and 18, FTA to Banco Espanol de Credito (Banesto
Baa3/P-3/under review for upgrade) acting as issuer account
banks. Moody's has assessed the probability and effect of a
default of the two entities on the issuers ability to meet its
obligations under the transaction. Moody's concluded that the
issuer account bank exposure had a negative impact only on the
senior notes rating in Hipocat 16, FTA and had no negative impact
in Hipocat 17 and 18, FTA.

Moody's also analyzed potential payment disruption in Hipocat 16,
FTA given the exposure to Banco Bilbao Vizcaya Argentaria, S.A.
(BBVA Baa3/P-3) acting as swap counterparty. Moody's concluded
that this risk did not have a negative impact on the outstanding
ratings.

- Other Developments May Negatively Affect the Notes

In consideration of Moody's new adjustments, any further
sovereign downgrade would negatively affect structured finance
ratings through the application of the country ceiling or maximum
achievable rating, as well as potentially increase portfolio
credit enhancement requirements for a given rating.

As the euro area crisis continues, the ratings of structured
finance notes remain exposed to the uncertainties of credit
conditions in the general economy. The deteriorating
creditworthiness of euro area sovereigns as well as the weakening
credit profile of the global banking sector could further
negatively affect the ratings of the notes.

Additional factors that may affect the ratings are described in
"Approach to Assessing Linkage to Swap Counterparties in
Structured Finance Cashflow Transactions: Request for Comment",
published on July 2, 2012.

The principal methodology used in these ratings was Moody's
Approach to Rating RMBS Using the MILAN Framework published in
March 2013.

Other factors used in these ratings are described in "The
Temporary Use of Cash in Structured Finance Transactions:
Eligible Investment and Bank Guidelines", published in March
2013.

In reviewing these transactions, Moody's used ABSROM to model the
cash flows and determine the loss for each tranche. The cash flow
model evaluates all default scenarios that are then weighted
considering the probabilities of the lognormal distribution
assumed for the portfolio default rate. In each default scenario,
the corresponding loss for each class of notes is calculated
given the incoming cash flows from the assets and the outgoing
payments to third parties and noteholders. Therefore, the
expected loss or EL for each tranche is the sum product of (i)
the probability of occurrence of each default scenario; and (ii)
the loss derived from the cash flow model in each default
scenario for each tranche."

As such, Moody's analysis encompasses the assessment of stressed
scenarios.

In the context of the rating review, the transactions have been
remodeled and some inputs have been adjusted to reflect the new
approach. In addition, for Hipocat 17 and 18, FTA the input for
the principal to pay interest on junior notes has been corrected
during the review.

List Of Affected Ratings

Issuer: HIPOCAT 16 Fondo De Titulizacion De Activos

EUR956.5M A Notes, Downgraded to Baa3 (sf); previously on Nov 23,
2012 Downgraded to Baa1 (sf) and Remained On Review for Possible
Downgrade

EUR25M B Notes, Downgraded to B2 (sf); previously on Jul 2, 2012
Baa1 (sf) Placed Under Review for Possible Downgrade

EUR18.5M C Notes, Downgraded to Caa2 (sf); previously on Jul 2,
2012 Ba3 (sf) Placed Under Review for Possible Downgrade

Issuer: HIPOCAT 17, FTA

EUR4.4M B Notes, Downgraded to Ba3 (sf); previously on Jul 2,
2012 Baa2 (sf) Placed Under Review for Possible Downgrade

EUR24.8M C Notes, Downgraded to Caa3 (sf); previously on Jul 2,
2012 B3 (sf) Placed Under Review for Possible Downgrade

Issuer: HIPOCAT 18, FTA

EUR737.7M A Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR30.3M B Notes, Downgraded to Baa3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

EUR32M C Notes, Downgraded to Ba2 (sf); previously on Jul 2, 2012
Baa3 (sf) Placed Under Review for Possible Downgrade


NCG BANCO: Fitch Maintains Watch Negative on Ratings
----------------------------------------------------
Fitch Ratings has maintained NCG Banco's ('BB+'/RWN/'B') (Cedulas
Hipotecarias, CH) 'BBB+' rating on Rating Watch Negative (RWN).
The rating actions follows the transfer of mortgage assets to the
newly established asset management company in Spain, SAREB,
combined with the early amortization of some outstanding mortgage
covered bonds.

KEY RATING DRIVERS

The CH remain on RWN due to the RWN on NCG Banco's Long-term
Issuer Default Rating and also due to the uncertainty about
potential future cover pool changes resulting from the
restructuring plans agreed ahead of the bail-out, which include
the sale of part of NCG Banco business units. The CH rating will
remain on RWN until there is certainty about the actual assets
and liabilities that could eventually be sold, and the effect on
the CH rating.

As of March 2013, NCG Banco's total mortgage cover pool amounted
to EUR18.6 billion after a EUR6.3 billion asset transfer to SAREB
was executed just before year end, and the early recognition of
c. EUR0.8 billion of defaulted assets with mortgages guarantee.
The majority of transferred assets were mortgage loans granted to
real estate developers or land (EUR5.9 billion). The transfer of
assets has notably improved the current risk profile of the
collateral, which is now mostly composed of residential mortgage
loans (78%). The expected credit loss rate of the portfolio has
decreased to 22.0% from 25.9% under a 'BBB+' rating scenario.

Despite the better credit profile, break-even
overcollateralization (OC) for the CH rating has increased to 79%
due to the inclusion of additional sensitivities regarding excess
margin and updated market value decline assumptions for Spanish
residential properties and properties secured lending to SMEs.

NCG Banco has publicly announced that by mid-April 2013 it will
early amortize EUR800 million of CH. With this additional
amortization, the total amount of early redemptions since the
transfer of assets to SAREB will amount to EUR2.1 billion. The CH
balance outstanding by the time this additional early redemption
is completed will be EUR8.4 billion. This results in a total OC
of 120%, as in August 2012, leaving the effect of the transfer of
assets to the SAREB neutral for CH holders in terms of OC.

According to Fitch's covered bond criteria, for Spanish issuers
rated below 'F2' and in the absence of contractual minimum levels
of OC, a 30% haircut is applied to derive a total OC credited.
This haircut has been applied to the OC expected after the
completion of the series of early amortizations rather than to
the lowest level of the last 12 months to derive a total OC
credited level of 84%. This is an exception to Fitch's covered
bonds rating criteria, which stipulates that for issuers rated
'F2' and below, and in the absence of a public or contractual
commitment, the agency would base its assessment on the lowest OC
of the last 12 months. In Fitch's view, this is justified by the
visibility of the measures taken by NCG Banco since the transfer
of assets in order to bring OC levels back to previous levels.

The 'BBB+' rating is based on NCG's Long-term IDR of 'BB+' and a
Discontinuity Cap of 1 (very high discontinuity risk). It also
incorporates stressed recoveries from the total mortgage book in
the event of a covered bonds default. The driver of the D-Cap is
Fitch's assessment of very high liquidity gap and systemic risk.
In the absence of specific provisions to bridge maturity
mismatches between hard bullet liabilities and long term
amortizing loans, this assessment is derived from the comfort
given by the domestic importance of CH as a funding instrument
for Spanish banks.

RATING SENSITIVITIES

The 'BBB+' rating of NCG Banco's CH would be vulnerable to a
downgrade if the bank's Long-Term IDR was downgraded by one or
more notches to 'BB' or below; or if the liquidity risk was
judged to cause full discontinuity, resulting in a D-Cap of 0.
The current rating is also exposed to falls in OC credited by
Fitch below the 'BBB+' breakeven OC of 79%. OC could be affected
by potential future cover pool changes in the event of the sale
of part of NCG Banco's business units.


* SPAIN: Fitch Says Delinquency Levels Continue to Increase
-----------------------------------------------------------
Fitch Ratings has published an updated version of its SME CLO
Compare. The report is updated on a monthly basis.

On March 15, 2013, Fitch assigned final rating to a new Italian
SME CLO transaction, Pontormo SME Srl. The senior class A1, A2
and A3 notes which benefit from 40.6% credit enhancement (CE)
were rated at 'AAsf', Outlook Stable. Pontormo SME Srl is a
multi-originator cash flow securitization of a EUR375.9 million
static portfolio of secured and unsecured loans granted to small-
and medium-sized enterprises in Italy, originated by Banca di
Credito Cooperativo di Fornacette S.c.p.a, Banca di Credito
Cooperativo di Castagneto Carducci S.c.p.a. and Banca Popolare di
Lajatico S.c.p.a. all of which are not rated by Fitch.

On March 26, 2013, the agency assigned expected ratings to a new
Spanish SME CLO, IM Cajamar Empresas 5 FTA. The senior class A1
and A2 notes which benefit from 37% CE were assigned a
'A+sf(exp)' rating. IM Cajamar Empresas 5, F.T.A. is a granular
cash flow securitization of a EUR675 million static portfolio of
secured and unsecured loans granted to Spanish small- and medium-
sized enterprises (SMEs) and self-employed individuals (SEIs).
The loans were originated by Cajamar Caja Rural and Caja Rural
del Mediterraneo, Ruralcaja. Cajamar and Ruralcaja merged in
October 2012 to form Cajas Rurales Unidas (CRU, 'BB'/Stable/'B').

On March 22, 2013, Fitch assigned final ratings to a Spanish
leasing transaction, Foncaixa Leasings 2, FTA. The senior class A
notes, which benefit from 31% CE were assigned a 'A-sf', Outlook
Stable. The transaction is a securitization of a static EUR1.15
billion portfolio of credit rights associated to leasing
contracts originated by CaixaBank ('BBB'/Negative/'F2') in Spain.
A large share of the portfolio (c. 68% of the assets in the
preliminary portfolio analyzed by Fitch) was previously
securitized in Foncaixa Leasings 1, FTA and has been refinanced
in this transaction. The leasing contracts have been underwritten
by Spanish small and medium enterprises domiciled in Spain.

Fitch has updated its global rating criteria for collateralized
debt obligations backed by loans to small- and medium-sized
enterprises (SMEs). The agency anticipates no rating impact from
the implementation of this criteria update. As of the updated
criteria, Fitch has increased the market value decline (MVD)
expectations for commercial properties located in Spain by up to
10% as a result of further recent increased volatility observed
in this market. Moreover, commercial MVD assumptions for other
jurisdictions have also been increased by up to 5%. Additionally,
the agency has revised the average annual default rate
expectation for Italy, increasing it to 5% from 3.75%, in line
with recent default statistics received from originating banks.

On March 8, 2013, Fitch downgraded Italy's Long-term Issuer
Default Rating (IDR) to 'BBB+' from 'A-'. As a result a rating
cap of 'AA+sf', six notches above Italy's IDR, is applied for all
structured finance transactions. Currently Fitch rates nine
Italian SME CLOs. While their originators were downgraded,
following Italy's downgrade, this downgrade had no impact on the
rating of the senior notes, as the transactions' main
counterparty roles are performed by international institutions
which were not affected by the downgrades.

Delinquency levels in Italy and Spain have continued to increase
since Q112 reflecting the economic contraction in the eurozone
periphery. Loans that are 90 days past due (dpd) but not
considered as defaulted by the transaction documents have almost
doubled since last year and now represent almost 6% of the
Spanish SME portfolio. While part of the increase results from
portfolio amortization, the high level of arrears reflects
continuing portfolio deterioration as an increasing number of
loans become delinquent. Fitch expects cumulative defaults that
currently stand at only 3.3% to increase sharply following the
increasing pattern of delinquencies, as for most transactions
defaults are defined as loans more than 12 months in arrears.

Cumulative defaults in Italy have increased rapidly since Q112
and currently represent more than 5% of the initial portfolio
balance and over 8% of the outstanding portfolio balance. The
worsening performance in Italian and Spanish transactions has
been largely offset by the increasing levels of credit
enhancement due to structural deleveraging.



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


MATTERHORN FINANCING: S&P Assigns 'B+' Corporate Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
corporate credit rating to Matterhorn Financing & Cy S.C.A.
(Matterhorn Financing), the new ultimate parent of Orange
Communications S.A., the third-largest wireless network operator
in Switzerland.

S&P assigned its recovery rating of '6' and issue rating of
'CCC+' to Matterhorn Financing's proposed EUR250 million (Swiss
franc CHF304 equivalent) million subordinated payment-in-kind
(PIK) Toggle notes due 2019.

S&P simultaneously put its corporate credit ratings on Matterhorn
Financing, its direct subsidiary Matterhorn Midco & Cy S.C.A.,
and indirect subsidiary Matterhorn Mobile Holdings S.A., on
CreditWatch with negative implications.

S&P also put its 'BB' issue ratings on the CHF100 million super
senior revolving credit facility (RCF) due 2018, its 'BB-' issue
ratings on the existing senior secured notes due 2019, and its
'B-' issue ratings on the existing senior unsecured notes due
2020 on CreditWatch negative.  The recovery ratings on these
instruments remain unchanged at '1', '2', and '6'.

The action reflects S&P's view that the proposed PIK Toggle notes
issue would seriously weaken the group's financial risk profile,
by creating  higher debt to EBITDA and of potential additional
cash interests on the interest cover ratio in the future.

In addition, this planned third recapitalization in less than a
year emphasizes the group's very aggressive financial policy, as
set by its controlling equity sponsor.

At this stage, S&P projects that its adjusted debt-to-EBITDA
ratio will jump to about 6x including the new debt, and that
EBITDA interest coverage could deteriorate to more than 2.5x,
from its current level above 3x, if interest is paid in cash.
S&P's adjusted debt also includes the CHF61 million portion of
the recent CHF155 million spectrum investment that will be paid
in two installments in 2015 and 2016, and customary adjustments
for operating leases, asset retirement, and pension obligations.

The rating on Matterhorn is constrained by S&P's assessment of
the company's financial risk profile as "highly leveraged," which
is moderately cushioned by S&P's assessment of its business risk
profile as "fair."

S&P believes Matterhorn's business risk profile is constrained by
its lack of scale and diversity owing to its narrow business and
geographic focus, considerable competition from the dominant
market player, some execution risk as the company has yet to
achieve its full separation from its previous owner, and ongoing
network upgrades.

S&P views the company's business risk profile as weaker than
those of its two main competitors, Swisscom AG and Sunrise
Communications Holdings S.A..  S&P acknowledges that it has
managed to turn around its operating performances since 2012,
achieving a growing customer base and significant network
improvement.  At the same time, rapid voice commoditization and
substitution issues across the industry, the need to compete on
data intensive offers, and the lack of a fixed network represent
challenges, in S&P's view.

These business weaknesses are balanced by the company's
established wireless position, a freshly revamped network, and a
wealthy and stable domestic economy, and S&P's expectation that
the competitive environment will not change significantly, given
high entry barriers and more favorable regulation than in other
European markets.

S&P expects to resolve the CreditWatch status once the
transaction has successfully completed, in which case S&P would
lower the corporate credit ratings on all the rated entities and
the existing issue ratings by one notch.



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


CORNERSTONE TITAN: S&P Lowers Rating on Class E Notes to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Cornerstone Titan 2005-1 PLC's class C, D, and E notes.  At the
same time, S&P has affirmed its rating on the class F notes.

The rating actions follow S&P's review of the credit quality of
the remaining underlying loan pool under its updated criteria for
rating European commercial mortgage-backed securities (CMBS)
transactions.

                          CREDIT ANALYSIS

The transaction originally comprised nine loans secured on 72
properties.  Since closing, seven loans have fully repaid.  The
two remaining loans are secured on two U.K. properties.  Both
loans have failed to repay at loan maturity and are now in
special servicing.

   THE EAGLE OFFICE PORTFOLIO LOAN (92.2% OF THE TOTAL LOAN POOL)

The loan is secured on one property in London, the Mitre House,
which is let to a single tenant (CMS Cameron McKenna).  The lease
is due to expire in 2015.

As the borrower failed to repay the loan at loan maturity in July
2012, the loan was transferred to special servicing.  The special
servicer and the borrower are in dialogue to resolve the loan
through a consensual sale.

In February 2013, the servicer reported a securitized loan-to-
value (LTV) ratio of 111.48% and a securitized interest coverage
ratio (ICR) of 2.46x (as at the October 2012 interest payment
date, as the latest information for the ICR is not available).

Notwithstanding S&P's view on asset recoveries, it believes that
the reported valuation figure, may suppress the marketability of
the properties in a disposal scenario, as it may create a
benchmark for potential buyers.  S&P has assumed that there will
be losses on this loan in its base case scenario.

        THE JUBILEE WAY LOAN (7.8% OF THE TOTAL LOAN POOL)

The loan is secured on six leasehold retail units and four kiosks
within the Parishes Shopping Centre, Scunthorpe, East Midlands.
Tenants include F. Hinds (a jewelers) and Deichmann shoes.

The loan was due to mature on the July 25, 2010.  Following a
payment default, the loan was transferred to special servicing.
The property is currently being marketed for sale.  The special
servicer reported that the marketing agents have both estimated
gross recoveries of GBP3.20 million to GBP3.45 million.

The property is approximately 30% vacant.  The vacant space is
currently being marketed.  It is likely that the unit currently
let to HMV (an insolvent tenant) will become vacant and vacancy
rates will increase in the near term.

In February 2013, the servicer reported a securitized LTV ratio
of 181.66%.

S&P has assumed that there will be losses on this loan in its
base case scenario.

                         CASH FLOW ANALYSIS

The class E and F notes have experienced interest shortfalls.
Although the remaining loans paid full interest, the weighted-
average cost of the remaining notes' coupon exceeded the
weighted-average loan coupon on the January 2013 interest payment
date (IPD).

The class E notes are not subject to an available funds cap
(AFC).

The class F notes are subject to an AFC. Any shortfall in
interest is not paid and does not accrue (and is therefore
extinguished). From a rating perspective, S&P is able to treat
the interest payments on a class of notes with an AFC mechanism
as a pass-through by the issuer of what it has available to it
and so meet S&P's requirements for the timely payment of interest
(to the extent that the AFC mechanism does not cover any default
risk).

                           RATING ACTION

S&P's ratings in Cornerstone Titan 2005-1 address timely payment
of interest, payable quarterly in arrears, and payment of
principal not later than the legal final maturity date (in July
2014).

Given the approaching legal maturity date, S&P considers that
there is a timing risk in this transaction.

Although the level of credit enhancement available to the class C
notes remains adequate to absorb the amount of losses that the
underlying assets would suffer in higher stress scenarios, S&P
took into account the potential risk of a payment default at the
note maturity date.  Therefore, S&P has lowered to 'BB+ (sf)'
from 'A (sf)' its rating on the class C notes.

S&P has lowered to 'B- (sf)' from 'B (sf)' its rating on the
class D notes because it considers the available credit
enhancement to be insufficient to cover asset-credit and
liquidity risks at the currently assigned rating level.

S&P has also lowered to 'D (sf)' from 'CCC- (sf)' its rating on
the class E notes as this class of notes, which is highly
vulnerable to principal losses and has experienced interest
shortfalls.

S&P has affirmed its 'CCC- (sf)' rating on the class F notes
because it is highly vulnerable to principal losses, in S&P's
opinion.  The AFC has addressed the existing shortfalls.  S&P
will lower its rating on the class F notes to 'D (sf)' if these
losses are crystallized.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class               Rating
            To                From

Cornerstone Titan 2005-1 PLC
GBP592.043 Million Commercial Mortgage-Backed Floating- And
Variable-Rate Notes

Ratings Lowered

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

Rating Affirmed

F           CCC- (sf)


ITV PLC: Fitch Raises Long-Term IDR From 'BB+'; Outlook Stable
--------------------------------------------------------------
Fitch Ratings has upgraded ITV plc's (ITV) Long-term Issuer
Default Rating (IDR) to 'BBB-' from 'BB+'. The Outlook on the
Long-term IDR is Stable.

The upgrade is based on Fitch's opinion that ITV is now more able
to weather the structural changes facing the media industry. The
current and future impact of the internet and time-shifted
viewing on European free-to-air TV broadcasters and ITV in
particular is not as great as Fitch had anticipated 12-24 months
ago. ITV has delivered a strong 2012 operating performance and
management continues to take a conservative approach with regards
to the company's financial profile. ITV is less dependent on
cyclical advertising as it continues to grow Online, Pay &
Interactive revenues and increase profits from ITV Studios, the
company's content business.

KEY DRIVERS

- Free-to-air TV still important
Even though the internet continues to take a growing share of
overall UK advertising expenditure, the absolute amount spent on
TV advertising has remained stable over the past few years. As
the leading commercial free-to-air TV broadcaster in the UK, ITV
remains one of the very few ways for advertisers to reach the UK
mass market. Increased take-up of pay-TV or content distributed
over the Internet is unlikely to significantly dent ITV's reach
in the medium to long-term.

- Less dependent on cyclical advertising
In 2012, ITV's net TV advertising revenue was GBP1.51 billion,
unchanged versus 2011. However, group underlying operating profit
increased by 12.6% to GBP520 million, due to continued profit
growth at ITV Studios and an increasing contribution from the
company's online and interactive business. A more diversified
revenue mix, better visibility of profits at ITV Studios and
continued solid cost control in the broadcast business means that
ITV is less susceptible to a significant downturn in TV
advertising revenue.

- Emphasis on quality content
ITV knows how to make and commission quality entertainment for
the UK market. They have reformed efforts in this area with clear
results. However, other companies (e.g. Sky, Netflix, Amazon,
etc) are raising the English language programming stakes even
higher and Fitch does not believe this will abate in the years
ahead. ITV must continue to invest in quality and stay relevant
to UK audiences.

- Conservatively-managed balance sheet
Due to strong free cash-flow generation, ITV ended 2012 with a
reported net cash position of GBP206 million (GBP45 million in
2011). Taking into account operating leases and GBP135 million of
restricted cash, funds from operations (FFO) adjusted net
leverage fell to 0.1x at the end of 2012 (versus 0.6x at the end
of 2011). ITV's management is taking a conservative approach to
the company's balance sheet. Even though ITV is paying a special
dividend to shareholders in 2013, it has so far this year
acquired the freehold of its corporate headquarters for GBP56m
and paid down GBP138 million of its GBP200 million 2019 bilateral
loan.

- Limited Acquisition Risk
ITV has made some small acquisitions to bolster its content
business. Fitch believes other similar transactions are likely.
Such acquisitions could improve ITV's operating profile. Because
of ITV's currently strong balance sheet, any acquisition of up to
GBP300 million in value would fit comfortably within the 'BBB-
'/Stable rating. Any transactions larger in size would be treated
by Fitch as event risk.

WHAT COULD TRIGGER A RATING ACTION?

Negative: Future developments that could lead to negative rating
actions include:

- Expectations of FFO adjusted net leverage sustained above
  1.5x would be considered incompatible with a 'BBB-' rating
  level.

- Erosion of the core TV advertising business, either from a
  sustained decline in ITV's audience share, or adverse effects
  from industry trends.

Positive: Future developments that could lead to positive rating
actions include:

- Sustained improvement in the profitability of ITV's core
  advertising business and continued profitable growth of the
  content business, together with a conservative approach to
  leverage could lead to positive rating action. This is not
  anticipated in the near-term.

LIQUIDITY AND DEBT STRUCTURE

ITV's liquidity remains healthy. ITV had GBP690 million of cash
and cash equivalents on its balance sheet at the end of 2012, of
which GBP135 million is considered by Fitch to be restricted as
use is limited by financial leases and unfunded pension
commitments, or held overseas. ITV also has an undrawn working
capital facility of GBP125 million which expires in 2015, and an
undrawn GBP250 million revolving credit facility which expires in
2015. ITV's next significant debt repayments are for GBP15
million in June 2014 and GBP78 million in October 2015.

The rating actions are as follows:

-- Long-term IDR: upgraded to 'BBB-' from 'BB+'; Outlook Stable
-- Senior unsecured rating: upgraded to 'BBB-' from 'BB+'


ROYAL BANK: Shareholders File Suit Over 2008 Cash Call
------------------------------------------------------
Kirstin Ridley at Reuters reports that a group of shareholders in
Royal Bank of Scotland launched a multi-million pound lawsuit
against the state-owned bank for misleading investors at the
height of the credit crisis in 2008.

In the first court document filed in the UK over the bank's
record GBP12 billion cash call in April 2008, a group of 21
claimants -- including international investors and pension funds
-- allege the bank published a defective prospectus littered with
misstatements and omissions, Reuters discloses.

The claim was issued in London's High Court just days before a
much larger GBP4 billion lawsuit is expected from another
investor grouping called the RBoS Shareholders Action Group,
Reuters relates.

Both claims could lead to RBS's disgraced former CEO Fred Goodwin
being forced to appear in court to defend the bank's actions,
Reuters notes.

"Unless the matter can be resolved amicably, the claimants intend
to pursue this litigation vigorously and through to trial in
order to seek appropriate redress from the court," Reuters quotes
Clive Zietman of UK law firm Stewarts Law, who is representing
the 21 claimants, as saying.

Only broad outlines have been filed so far of a claim Zietman
said could be worth "hundreds of millions of pounds".

The RBoS Shareholders Action Group -- a group of some 12,000
ordinary shareholders and 100 institutions -- has also alleged
that RBS misled investors about its financial health at the time
of the rights issue and is demanding compensation, Reuters
discloses.

The failure of the bank -- once a small Scottish retail lender
that staged a meteoric rise to global prominence before a
spectacular collapse which threatened to fell the entire UK
financial system -- was averted only by a GBP45 billion taxpayer
bailout and billions more in state-backed loans, Reuters notes.

Mr. Goodwin's tenure at RBS was brought to an ignominious end
after RBS succeeded in its pursuit of ABN AMRO, only to find its
Dutch peer's assets overvalued just as the unfolding credit
crisis undermined the entire bank sector in late 2007 and 2008,
Reuters recounts.

RBS, already struggling to secure financing for a ballooning
leveraged finance and commercial real estate lending business,
launched a rights issue, but with its shares in freefall as the
liquidity crisis took hold, it was not enough, Reuters relates.

In October 2008, with corporate customers withdrawing deposits
and RBS hours away from running out of cash, the government took
an 83% stake and Mr. Goodwin became one of the highest-profile
failures of the credit crisis, Reuters discloses.

The Royal Bank of Scotland Group plc (NYSE:RBS) --
http://www.rbs.com/-- is a holding company of The Royal Bank of
Scotland plc (Royal Bank) and National Westminster Bank Plc
(NatWest), which are United Kingdom-based clearing banks.  The
company's activities are organized in six business divisions:
Corporate Markets (comprising Global Banking and Markets and
United Kingdom Corporate Banking), Retail Markets (comprising
Retail and Wealth Management), Ulster Bank, Citizens, RBS
Insurance and Manufacturing.  On October 17, 2007, RFS Holdings
B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V.,
Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and
controlled by RBS, completed the acquisition of ABN AMRO Holding
N.V. (ABN AMRO).  In July 2008, the company disposed of its
entire interest in Global Voice Group Ltd.



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


* Moody's Examines Role of Holdout Creditors in Restructurings
--------------------------------------------------------------
Sovereign bond restructurings over the last 15 years have
generally been resolved quickly and almost always without
ligation from holdout creditors, says Moody's Investors Service
in a new report in its Sovereign Defaults Series.

Reviewing 34 sovereign bond exchanges since 1997, Moody's finds
that only two had a significant percentage of holdout creditors.

Specifically, in only two cases did holdout creditors represent
more than 10% of the value of the outstanding bonds. In only one
case -- that of Argentina -- have holdouts led to persistent
litigation.

"Our analysis shows that concerns over coordination problems
among creditors are exaggerated," says Elena Duggar, Moody's
Group Credit Officer for Sovereign Risk and author of the report
"The Role of Holdout Creditors and CACs in Sovereign Debt
Restructurings."

"In most cases, a bondholder committee was formed within a
reasonably short timeframe and negotiations over the
restructuring were concluded relatively quickly," says
Ms. Duggar. "The case of Argentina was and remains unique in its
unilateral and coercive approach to the debt restructuring."

On average, sovereign bond restructurings have closed 10 months
after a government has announced its intention to restructure and
seven months after the start of negotiations with creditors, says
Moody's.

Creditors have typically participated in sovereign bond
restructuring offers: in the 34 restructurings, creditor
participation averaged 95%. The only exchanges with lower
participation rates were those of Argentina, with a realized
participation rate of 76%, and Dominica, with a rate of 72%.
Later on, however, participation rates increased to 93% in
Argentina and close to 100% in Dominica.

Moody's notes that about 35% of sovereign debt exchanges relied
on the use of Collective Action Clauses (or CACs) or exit
consents in the bond contracts to bind a larger share of
creditors in the restructuring.

CACs allow a supermajority of creditors to amend the instrument's
payment terms and other provisions, thus allowing the
supermajority to agree to a debt restructuring legally binding to
all shareholders, including those who vote against the
restructuring.

The European Stability Mechanism (ESM) Treaty has mandated that
CACs be introduced into euro area sovereign bond contracts.

Ongoing creditor litigation over Argentina's 2005 debt exchange
has been drawing attention to the role of holdout creditors and
the problem of free rider incentives, leading to a large body of
theoretical work on the topic. The Moody's report reviews
empirical evidence from 34 exchanges involving 20 sovereigns and
both Moody's-rated and unrated debt instruments. Nine sovereigns
performed several debt exchanges in a row.


* BOOK REVIEW: The Oil Business in Latin America: The Early Years
-----------------------------------------------------------------
Author: John D. Wirth Ed.
Publisher: Beard Books
Softcover: 282 pages
List price: $34.95
Review by Gail Owens Hoelscher

Buy a copy for yourself and one for a colleague on-line at
http://www.beardbooks.com/beardbooks/oil_business_in_latin_americ
a.html

This book grew out of a 1981 meeting of the American Historical
Society.  It highlights the origin and evolution of the
stateowned
petroleum companies in Argentina, Mexico, Brazil, and
Venezuela.

Argentina was the first country ever to nationalize its
petroleum industry, and soon it was the norm worldwide, with the
notable exception of the United States.  John Wirth calls this
phenomenon "perhaps in our century the oldest and most
celebrated of confrontations between powerful private entities
and the state."

The book consists of five case studies and a conclusion, as
follows:

* Jersey Standard and the Politics of Latin American Oil
Production, 1911-30 (Jonathan C. Brown)
* YPF: The Formative Years of Latin America's Pioneer State
Oil Company, 1922-39 (Carl E. Solberg)
* Setting the Brazilian Agenda, 1936-39 (John Wirth)
* Pemex: The Trajectory of National Oil Policy (Esperanza
Duran)
* The Politics of Energy in Venezuela (Edwin Lieuwen)
* The State Companies: A Public Policy Perspective (Alfred
H. Saulniers)

The authors assess the conditions at the time they were writing,
and relate them back to the critical formative years for each of
the companies under review.  They also examine the four
interconnecting roles of a state-run oil industry and
distinguish them from those of a private company.  First, is the
entrepreneurial role of control, management, and exploitation of
a nation's oil resources.  Second, is production for the private
industrial sector at attractive prices.  Third, is the
integration of plans for military, financial, and development
programs into the overall industrial policy planning process.
Finally, in some countries is the promotion of social
development by subsidizing energy for consumers and by promoting
the government's ideas of social and labor policy and labor
relations.

The author's approach is "conceptual and policy oriented rather
than narrative," but they provide a fascinating look at the
politics and development of the region.  Mr. Brown provides a
concise history of the early years of the Standard Oil group and
the effects of its 1911 dissolution on its Latin American
operations, as well as power struggles with competitors and
governments that eventually nationalized most of its activities.
Mr. Solberg covers the many years of internal conflict over oil
policy in Argentina and YPF's lack of monopoly control over all
sectors of the oil industry.  Mr. Wirth describes the politics
and individuals behind the privatization of Brazil's oil
industry leading to the creation of Petrobras in 1953.  Mr. Duran
notes the wrangling between provinces and central government in
the evolution of Pemex, and in other Latin American countries.
Mr. Lieuwin discusses the mixed blessing that oil has proven for
Venezuela., creating a lopsided economy dependent on the ups and
downs of international markets.  Mr. Saunders concludes that many
of the then-current problems of the state oil companies were
rooted in their early and checkered histories."  Indeed, he says,
"the problems of the past have endured not because the public
petroleum companies behaved like the public enterprises they
are; they have endured because governments, as public owners,
have abdicated their responsibilities to the companies."
189

Jonh D. Wirth is Gildred Professor of Latin American Studies at
Standford University.


                            *********

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., Washington, D.C., 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 2013.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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The TCR Europe subscription rate is US$775 per half-year,
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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202-241-8200.


                 * * * End of Transmission * * *