TCREUR_Public/130531.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, May 31, 2013, Vol. 14, No. 107

                            Headlines



A Z E R B A I J A N

INTERNATIONAL BANK: Moody's Affirms Ratings; Outlook Stable


F R A N C E

BETTER PLACE: Collapse a Big Blow to Renault
HOLDELIS SAS: S&P Assigns B+ Corp. Credit Rating; Outlook Stable


G E R M A N Y

JUNO LTD: Proposed Amendments No Impact on Moody's Ratings
SOLARWORLD AG: Posts EUR40-Mil. Net Loss in First Quarter


G R E E C E

FREESEAS INC: Issues Add'l 750,000 Settlement Shares to Hanover


I C E L A N D

GLITNIR BANK: Assets Shrink to ISK899.2 Million as of March 31


I T A L Y

BANCAPULIA SPA: Moody's Lowers Deposit Ratings to 'Ba3'
ITALCEMENTI SPA: S&P Affirms 'BB+/B' Ratings; Outlook Negative


K A Z A K H S T A N

NOMAD INSURANCE: Fitch Affirms 'B' Insurer Financial Strength


L U X E M B O U R G

INTELSAT INVESTMENTS: Amends Consent Solicitation
* SKOPJE MUNICIPALITY: S&P Lowers ICR to 'BB-'; Outlook Stable


N E T H E R L A N D S

CONSTELLIUM NV: S&P Affirms 'B' Corp. Rating; Outlook Positive
OAK LEAF: S&P Assigns Prelim. 'B+' Corp. Credit Rating
NEW WORLD: Moody's Cuts Corp. Family Rating to B2; Outlook Neg.
PROSPERO CLO I: Moody's Lowers Rating on Class D Notes  to Caa2


R O M A N I A

HIDROELECTRICA: Expected to Complete Insolvency Process by July 1
ROMANIAN POST: Gov't Seeks Buyers; June 2014 Bid Deadline Set


R U S S I A

IBA-MOSCOW: Moody's Affirms B3 Deposit Ratings; Outlook Stable


S E R B I A   &   M O N T E N E G R O

* MONTENEGRO: Moody's Says Ba3 Rating In-Line with Expectations


S P A I N

ISOFOTON SA: To File for Voluntary Insolvency Next Week


U N I T E D   K I N G D O M

DESMONDS: Directors Lose Challenge Over GBP1MM Staff Pensions
RANGERS FOOTBALL: Liquidation Fees May Cut Creditors' Payout
SARANTEL: Considers Going Into Administration if Sale Fails
TAG (CHESTERFIELD): High Court Winds Up Two Accounting Firms
TLA POND VIEW: Construction Debris to be Removed

* Self-Employed Borrowers Face More Risks From UK Economic Woes


U Z B E K I S T A N

IPOTEKA BANK: S&P Affirms 'B+/B' Ratings; Outlook Stable


X X X X X X X X

* BOOK REVIEW: Land Use Policy in the United States


                            *********


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A Z E R B A I J A N
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INTERNATIONAL BANK: Moody's Affirms Ratings; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on the following global scale ratings of International
Bank of Azerbaijan: the bank's standalone bank financial strength
rating (BFSR) of E+, which is equivalent to a standalone baseline
credit assessment (BCA) of b3, long-term local and foreign
currency deposit ratings of Ba3, long-term foreign currency
senior unsecured debt rating of Ba3, and long-term foreign
currency subordinated debt rating of B1. Concurrently, Moody's
affirmed all existing ratings.

Moody's rating action is largely based on International Bank of
Azerbaijan's audited financial statements for 2012, prepared
under IFRS.

Ratings Rationale:

Outlook Changed To Stable As Credit Profile Stabilized

The outlook change to stable from negative is driven by the
stabilization in International Bank of Azerbaijan's standalone
credit profile and reflects the bank's (1) improvement in asset
quality indicators; (2) strengthened capital base; and (3)
improved revenue generation. At the same time, the ratings remain
constrained by very high concentration levels in the bank's loan
book, its low core capital level and moderate profitability.

Asset Quality Improved But High Credit Concentration Remains A
Concern

Moody's notes that International Bank of Azerbaijan's asset
quality notably improved during H2 2012, albeit from a fairly
weak level. According to the audited IFRS report, the absolute
amount of non-performing loans (NPL, defined as loans 90+ days
overdue) decreased by around 21% following the repayment of some
large problem loans, and accounted for around 7.6% of gross loans
in 2012 (2011: 12.4%), while restructured loans decreased by 28%
in nominal terms and represented 7.3% of gross loans (2011: 13%).
Moreover, loan-loss reserves accounted for 11.9% of gross loans
at year-end 2012, thereby providing sufficient coverage (around
155%) of NPLs.

Moody's expects International Bank of Azerbaijan's asset quality
to remain stable over the next 12-18 months, supported by the
favorable operating environment, but notes that the bank's focus
on large corporate customers and participation in large-scale
government projects have led to significant single-borrower loan
concentrations in relation to the bank's equity. According to the
audited IFRS report, the bank's credit exposure to the 10 largest
borrowers accounted for around 342% of its Tier 1 capital at 31
December 2012, a marginal decline from 354% in 2011.

Strengthened Capital Adequacy

Moody's also notes that during 2012 International Bank of
Azerbaijan strengthened its capital position and returned to
compliance with the minimum regulatory capital adequacy level of
12%. According to the audited IFRS report, the bank's Tier 1 and
Total Capital Ratios (under Basel I) improved to 6.76% and
11.87%, respectively, as at 31 December 2012 (year-end 2011:
4.95% and 7.60%), while the bank's regulatory capital adequacy
ratio (CAR) exceeded 12%.

Moody's recognizes that International Bank of Azerbaijan's
capital base has benefited from (1) the completed share issuance
for AZN100 million in April 2013 subscribed pro-rata by the
government and private shareholders; (2) subordinated loans for
AZN250 million provided by the Central Bank of Azerbaijan in
2012; and (3) improved internal capital generation.

Profitability Improved But Remains Moderate Due To Margin
Pressure

In 2012, International Bank of Azerbaijan's net profit increased
to AZN53 million up from AZN19 million in 2011, and translated
into a moderate return on average assets of 0.96%, up from 0.4%
in 2011. This improvement was due to: (1) increased pre-provision
income supported by the growing loan book and stable net interest
margin, and (2) lower loan loss provisions on the back of
improving asset quality.

Support Considerations

Moody's says that International Bank of Azerbaijan benefits from
a high probability of systemic support, based on its 50.2%
government ownership, large market shares and systemic importance
for Azerbaijan's economy. As a result, International Bank of
Azerbaijan's deposit ratings of Ba3 benefit from a three-notch
uplift from its b3 BCA. The outlook change to stable from
negative on International Bank of Azerbaijan's supported ratings
is driven by the change in outlook on the bank's standalone BFSR.

What Could Move The Ratings Up/Down

International Bank of Azerbaijan's ratings have limited upside
potential from their current levels in the next 12 to 18 months.
However, a material increase of the bank's core capital levels, a
reduction in borrower concentration, and ability to maintain
adequate liquidity, asset quality and profitability indicators
could have positive rating implications in the longer term.

At the same time, Moody's notes that negative pressure could be
exerted on International Bank of Azerbaijan's ratings due to
material adverse changes in the bank's risk profile, particularly
if the bank's capital adequacy and asset quality deteriorate.
Progress in the bank's privatization could also lead Moody's to
lower its systemic support assumptions for the bank.

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

Headquartered in Baku, Azerbaijan, International Bank of
Azerbaijan reported consolidated total assets of AZN6.2 billion ,
total equity of AZN 416 million and net profit of AZN53 million
under audited IFRS as at YE2012.



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BETTER PLACE: Collapse a Big Blow to Renault
--------------------------------------------
David Pearson and Sara Toth Stub, writing for Daily Bankruptcy
Review, report that the financial collapse of electric-car
venture Better Place Ltd., which filed for liquidation over the
weekend, is a blow for French automotive group Renault SA, which
helped the Israeli company develop its novel battery-switching
system for electric cars.

Founded by Israeli entrepreneur Shai Agassi in 2007, Better Place
developed a system by which electric-car owners could drive their
vehicles into a network of stations around Israel and replace the
car's battery with a new one in about the same amount of time it
takes to fill a gasoline tank on a regular car.


HOLDELIS SAS: S&P Assigns B+ Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said it had assigned its 'B+'
long-term corporate credit rating to France-based textile and
appliances rental company Holdelis SAS.  The outlook is stable.

At the same time, S&P assigned its 'B+' issue rating to Novalis
S.A.S' EUR450 million senior secured notes maturing in 2018.  The
recovery rating on the proposed notes is '3' indicating S&P's
expectation of meaningful recovery (50%-70%) in the event of a
payment default.

The ratings primarily reflects S&P's assessment of Holdelis'
financial risk profile as "highly leveraged," due to the amount
of debt, and S&P's view of its aggressive financial policy.  As
of Dec. 31, 2012, the group's Standard & Poor's-adjusted total
debt was EUR2.5 billion, representing as much as 6.6x adjusted
EBITDA. Excluding the impact of the EUR381 million shareholder
loan, this credit metric reduces to 5.6x, which S&P still regards
as highly leveraged.

S&P assess Holdelis' business risk profile as "fair," given its
concentration in the French market, from which it derives the
bulk of its revenues (roughly 80% at year-end 2012).  In S&P's
view, the group's presence in a fragmented and competitive
industry, paired with its focus on Western European markets--for
which S&P do not anticipate a recovery before 2014--weigh on the
rating.

These weaknesses are partly mitigated by the group's resilient
and healthy EBITDA margins, as well as its leading positions in
its key operating segments.  Further supports are the industry's
moderate barriers to entry, reflected through the dense route
network and need for large-scale infrastructure for processing
and service centers.  S&P views the group's sustainable and
predictable cash flow generation, as well as high cash interest
coverage, as key strengths for the ratings.

"Under our base-case scenario, we assume that total revenues will
increase by a low single digit to more than EUR1.1 billion on
Dec. 31, 2013.  The group's continuous focus on cost management
will translate into consistently high EBITDA margins of about
30%. We forecast that funds from operations (FFO) will be at
least EUR250 million on Dec. 31, 2013, leading to adjusted FFO to
debt in the low double digits.  At the same time, we anticipate
that debt to EBITDA will be slightly higher than 5x," S&P noted.

S&P assess Holdelis' management and governance as "fair" under
its criteria.

The stable outlook reflects S&P's view that Holdelis'
consistently high EBITDA margins, increasing cash flows, and
steady deleveraging will continue in the near term.

Downward pressure on the rating could arise should the Standard &
Poor's-adjusted debt-to-EBITDA ratio exceed 7x, or FFO to debt
drop below 8.5%.  This could result from deteriorating margins,
lower cash flow than anticipated under S&P's base-case scenario,
debt-financed acquisitions, or aggressive shareholder
distributions.  The group's capital structure includes
EUR381 million shareholder loans that generate PIK interest at a
moderate 8%.  S&P understands that these debt-like instruments
will be converted into pure common equity by Dec. 31, 2013,
lowering S&P's ratio of debt to EBITDA by as much as 1x.
Nonconversion of these instruments could also lead to a
downgrade.

Ratings upside is limited while the current shareholder structure
remains in place, based on S&P's criteria for companies owned by
financial sponsors.



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JUNO LTD: Proposed Amendments No Impact on Moody's Ratings
----------------------------------------------------------
Moody's Investors Service has determined that the proposed
amendment to paragraph 4.1.(b) (iii) of Schedule 1 to the
Servicing Agreement dated 30 May 2007 (the "Correction") will
not, if implemented, in and of itself and at this time, result in
a downgrade or withdrawal of the current ratings of the Class A,
Class B or Class X Notes of Juno (Eclipse 2007-2) Ltd (the
"Issuer"). Moody's does not express an opinion as to whether the
Correction may be considered to have negative effects in any
other respect.

The relevant paragraph refers to the power of the Servicer to
agree variations to the underlying Reference Obligations, subject
to certain conditions to be met. One of the conditions determines
the maximum possible period, for which the Reference Obligations
may be extended after its initial maturity relative to the legal
final maturity of the notes. The purpose of the provision is to
ensure that the remaining period between the extended maturity of
the relevant Reference Obligation and the maturity of the notes
(the "Tail Period") is sufficiently long to allow for the work-
out of any defaulted Reference Obligation before the maturity of
the notes.

However, the current drafting of the respective provision
suggests that the Servicer may only extend the relevant Reference
Obligation subject to a Tail Period of less than two years:

"(iii) the effect of such variation, amendment or waiver would be
to extend the final maturity date of the relevant Reference
Obligation to a date falling less than two years from the Final
Maturity Date (or three years, in the case of the Obelisco
Reference Obligation);".

The Issuer has requested that the Trustee agrees to exercise its
discretion to correct the error and amend the relevant paragraph
as follows:

"(iii) the effect of such variation, amendment or waiver would
not be to extend the final maturity date of the relevant
Reference Obligation to a date falling less than two years from
the Final Maturity Date (or three years, in the case of the
Obelisco Reference Obligation);".

The methodology used in this rating was Moody's Approach to Real
Estate Analysis for CMBS in EMEA: Portfolio Analysis (MoRE
Portfolio) published in April 2006.

Other factors used in this rating are described in European CMBS:
2013 Central Scenarios published in February 2013.

Moody's will continue to monitor the ratings of the transaction.
Any change in the ratings will be publicly disseminated by
Moody's through appropriate media.

Moody's carries these not-prime ratings for Juno:

Class A, PASS-THRU CTFS, Ba1
Class B, PASS-THRU CTFS, Caa3
Class X, PASS-THRU CTFS, Caa1


SOLARWORLD AG: Posts EUR40-Mil. Net Loss in First Quarter
---------------------------------------------------------
According to pv magazine, SolarWorld AG posted a hefty EUR40
million (US$51.5 million) net loss in the first quarter of the
year, up from a EUR300,000 (US$386,601) loss in the same period a
year ago, as it struggled with a severe downturn in the domestic
German market and continues its own internal restructuring
process.

The company, which has been at the forefront of U.S. and European
efforts to impose anti-dumping duties on Chinese manufacturers,
said declining shipments and persistent price pressure led to its
first-quarter revenue drop, pv magazine relates.  The company
reported a 34% drop in revenue to EUR112.2 million (US$144.6
million) and a loss, before interest and tax, of EUR36.2 million
(US$46.6 million) compared to EUR26.6 million (US$34.3 million)
profit (before interest and tax) a year ago, pv magazine
discloses.

The troubled group is hoping shareholders and creditors approve a
debt-for-equity plan in August that is a key element of its debt
restructuring efforts, pv magazine says.

According to Bloomberg News' Claudia Rach, Welt, citing
SolarWorld's quarterly report, said founder CEO Frank Asbeck is
to help finance the company's restructuring.

Welt didn't say how much he wants to contribute, Bloomberg notes.

Mr. Asbeck may increase his stake again, which falls to 1.4% from
28%, after the planned equity-for-debt swap for creditors,
Bloomberg discloses.

SolarWorld AG is Germany's biggest solar-panel maker.  The
company is based in Bonn.



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G R E E C E
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FREESEAS INC: Issues Add'l 750,000 Settlement Shares to Hanover
---------------------------------------------------------------
The Supreme Court of the State of New York, County of New York,
entered an order approving, among other things, the fairness of
the terms and conditions of an exchange pursuant to Section
3(a)(10) of the Securities Act of 1933, as amended, in accordance
with a stipulation of settlement between FreeSeas Inc., and
Hanover Holdings I, LLC, in the matter entitled Hanover Holdings
I, LLC v. FreeSeas Inc., Case No. 153183/2013.  Hanover commenced
the Action against the Company on April 8, 2013, to recover an
aggregate of US$1,792,416 of past-due accounts payable of the
Company, plus fees and costs.  The Order provides for the full
and final settlement of the Claim and the Action.  The Settlement
Agreement became effective and binding upon the Company and
Hanover upon execution of the Order by the Court on April 17,
2013.

Pursuant to the terms of the Settlement Agreement approved by the
Order, on April 17, 2013, the Company issued and delivered to
Hanover 560,000 shares of the Company's common stock, US$0.001
par value, on April 22, 2013, the Company issued and delivered to
Hanover 300,000 Additional Settlement Shares, on April 29, 2013,
the Company issued and delivered to Hanover another 325,000
Additional Settlement Shares, on May 6, 2013, the Company issued
and delivered to Hanover another 335,000 Additional Settlement
Shares, and on May 10, 2013, the Company issued and delivered to
Hanover another 350,000 Additional Settlement Shares.

Since the issuance of the Initial Settlement Shares and
Additional Settlement Shares, between May 15, 2013, and May 16,
2013, Hanover demonstrated to the Company's satisfaction that it
was entitled to receive an aggregate of 750,000 Additional
Settlement Shares, and that the issuance of those Additional
Settlement Shares to Hanover, in the amounts and at the times
requested by Hanover, would not result in Hanover exceeding the
beneficial ownership limitation set forth above.  Accordingly,
the Company issued and delivered to Hanover an aggregate of
750,000 Additional Settlement Shares pursuant to the terms of the
Settlement Agreement approved by the Order.

                        About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of Oct.
12, 2012, the aggregate dwt of the Company's operational fleet is
approximately 197,200 dwt and the average age of its fleet is 15
years.

Freeseas disclosed a net loss of US$30.88 million in 2012, a net
loss of US$88.19 million in 2011, and a net loss of US$21.82
million in 2010.  The Company's balance sheet at Dec. 31, 2012,
showed US$114.35 million in total assets, US$106.55 million in
total liabilities and US$7.80 million in total shareholders'
equity.

RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012.  The independent auditors noted that the Company has
incurred recurring operating losses and has a working capital
deficiency.  In addition, the Company has failed to meet
scheduled payment obligations under its loan facilities and has
not complied with certain covenants included in its loan
agreements.  It has also failed to make required payments to
Deutsche Bank Nederland as agreed to in its Sept. 7, 2012,
amended and restated facility agreement and received notices of
default from First Business Bank.  Furthermore, the vast majority
of the Company's assets are considered to be highly illiquid and
if the Company were forced to liquidate, the amount realized by
the Company could be substantially lower that the carrying value
of these assets.  These conditions among others raise substantial
doubt about the Company's ability to continue as a going concern.



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GLITNIR BANK: Assets Shrink to ISK899.2 Million as of March 31
--------------------------------------------------------------
Omar R. Valdimarsson at Bloomberg News reports that Glitnir says
its assets shrunk by ISK36.3 billion (US$295 million) to ISK899.2
billion as of March 31 as krona gained strength.

According to the Bloomberg, Glitnir's liabilities fell by ISK12.1
billion kronur in the period to ISK2.4 trillion.

Glitnir's cash balance rose by ISK12.9 billion to ISK474.9
billion, Bloomberg discloses.

Glitnir has requested that Iceland's central bank grants an
exemption to the island's capital controls, in order to complete
creditor settlements, Bloomberg relates.

                       About Glitnir Banki

Headquartered in Reykjavik, Iceland, Glitnir banki hf --
http://www.glitnir.is/-- offers an array of financial services
to corporation, financial institutions, investors and
individuals.

Judge Stuart Bernstein of the U.S. Bankruptcy Court for
the Southern District Court of New York granted Glitnir
permission to enter into a proceeding under Chapter 15 of the
U.S. bankruptcy code on January 6, 2008.


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BANCAPULIA SPA: Moody's Lowers Deposit Ratings to 'Ba3'
-------------------------------------------------------
Moody's Investors Service downgraded BancApulia's deposit ratings
to Ba3/Not-Prime from Baa3/Prime-3, and the bank's standalone
credit assessment (BCA) to b1, equivalent to a standalone bank
financial strength rating of E+, from ba1 (equivalent to a BFSR
of D+). This action concludes the review initiated on December 6,
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, BancApulia's ratings are as follows:

Long-term local and foreign currency deposit ratings of Ba3 with
negative outlook;

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

Standalone baseline credit assessment (BCA) of b1, with negative
outlook, which is equivalent to a standalone bank financial
strength rating (BFSR) of E+.

Rationale For The Downgrade

Moody's says that the downgrade of the BCA to b1 from ba1 takes
into account BancApulia's continuing trend of declining financial
strength, while the downgrade of the deposit ratings to Ba3/NP
from Baa3/P-3 is driven by the downgrade of the BCA.

The first driver of this action on BancApulia is the bank's
significantly weakened financials, especially in terms of
profitability and asset quality. In 2012 and 2011, BancApulia
reported a net loss of Eur9.3 and Eur14.6 million respectively
(1), owing to low core profitability, weak efficiency, and high
loan loss provisions. The results also suffer from the weak
performance of BancApulia's consumer finance subsidiary
Apuliaprontoprestito (APP), which is however in run-off; The bank
is expecting the full wind down of APP's loan book within the
next two years. Even excluding the losses of APP, BancApulia's
results would have been modest, with unconsolidated risk-adjusted
pre-provision profitability averaging 0.7% since becoming part of
the Veneto Banca group in 2010, owing to the low interest-rate
environment, lack of revenue diversification, and weak
efficiency; in the last three years, the cost/income ratio has
been around 90%, which is very high for a retail-focused bank and
provides little scope to cushion against asset quality
deterioration.

The concentration of BancApulia's loan book in the South of Italy
has led to weaker-than-average asset quality, with problem loans
(2) representing 12.4% of gross loans in December 2012; this
compares with a 10.6% (3) average for the Italian banking system
at the same reporting date. Coverage of problem loans is also
below average, with loan loss provisions covering 32% of gross
problem loans, which compares with a 49% system average.
Furthermore, BancAulia shows significant vulnerabilities to
Moody's scenario analysis of further asset quality deterioration,
as its internal capital generation capacity looks insufficient to
offset pressure from a more severe scenario.

At the same time, following the merger with Banca Meridiana in
2010 and a recapitalization from Veneto Banca, the Tier 1 ratio
is above average of the system with 10% on an unconsolidated
basis.

In combination, weak profitability that is insufficient to fully
offset the asset quality deterioration exposes this bank to the
pressures inherent in the current operating environment, and is
reflected in the lower standalone BCA of b1.

The downgrade of the long-term deposit rating to Ba3 from Baa3
takes into account the lower standalone creditworthiness of
BancApulia, and a continuing very high probability of support
from Veneto Banca (unrated). Moody's expectations of
extraordinary support is based on (i) Veneto Banca's track record
of aiding its subsidiaries in terms of capital and funding, and
(ii) the significant linkages with the parent.

The outlook on all ratings is negative, reflecting the ongoing
pressures on BancApulia as well as on its parent group in 2013
and 2014 in the current challenging operating environment.
According to Moody's estimates, the latest forecasts on Italian
GDP are for a contraction of 1.8% in 2013 and a small growth of
just 0.2% in 2014; this is likely to lead to a further
deterioration on asset quality, profitability (via still high
loan loss charges) and ultimately on capital until 2015.

(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 April 2013.

Withdrawal Of All Ratings

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.


ITALCEMENTI SPA: S&P Affirms 'BB+/B' Ratings; Outlook Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook to negative from stable on Italian building materials
manufacturer Italcementi SpA and its 83%-owned subsidiary Ciments
Francais S.A. (together, the group).  At the same time, S&P
affirmed its 'BB+' long-term and 'B' short-term corporate credit
ratings on the group.

The outlook revision reflects S&P's view that there is a risk
that the group may not be able to improve its credit metrics in
2013 from the weak levels at the end of 2012.  If this were the
case, S&P could revise its assessment of the group's financial
risk profile downward to "aggressive," from "significant," as
S&P's criteria define these terms.

The group's Standard & Poor's-adjusted funds from operations
(FFO) to debt was 17.2% at year-end 2012, short of the low-20%
area that S&P considers commensurate with the 'BB+' rating.  S&P
believes that the group's operating performance will continue to
be hampered by prevailing weak demand in its key Western European
markets, where volumes remain sluggish.  S&P believes this could
lead the headroom under the group's leverage covenants to tighten
at the end of the first half of 2013, when the seasonally high
working capital outflow occurs.

Management announced cost reductions of EUR110 million in 2013 in
order to maintain margins and improve profitability, primarily in
its Italian operations, which were loss-making in 2012.  S&P
believes that, even if the group achieves this target in full,
there is a risk that its credit metrics will still fall short of
what S&P considers commensurate with a 'BB+' rating over the next
12 months, due to the overall challenging operating environment.

Although Ciments Francais' credit metrics remain stronger than
those of the consolidated Italcementi group, S&P caps the ratings
on the French subsidiary at the level of the ratings on its
parent.

There is a possibility that S&P would lower the ratings on the
group by one notch if Italcementi's credit metrics do not show
signs of recovery toward evels that S&P considers commensurate
with the current rating.  These levels include adjusted FFO to
debt of more than 20%.

S&P could lower the ratings on the group if its credit ratios do
not improve in full-year 2013.  S&P believes this could occur due
to continued weak conditions in the group's key markets, such as
Italy and France; or if S&P's forecast of macroeconomic
conditions in the group's markets worsens for 2013 and beyond.
S&P could also lower the ratings if it felt that the group faces
increased liquidity risk.

Conversely, S&P could revise the outlook to stable if the group's
credit metrics recover, on a sustainable basis, toward the levels
S&P considers commensurate with the 'BB+' rating in 2013.  Such
an improvement could result from a more substantial recovery in
the group's main markets than S&P forecasts, or from a higher
adjusted EBITDA margin than S&P projects following cost-
containment initiatives.



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


NOMAD INSURANCE: Fitch Affirms 'B' Insurer Financial Strength
-------------------------------------------------------------
Fitch Ratings has affirmed JBC Insurance Company NOMAD Insurance
(Kazakhstan)'s (NOMAD) Insurer Financial Strength (IFS) rating of
'B' and National IFS rating of 'BB+(kaz)' and removed them from
Rating Watch Negative (RWN). The Outlook on both ratings is
Negative.

Key Rating Drivers

The rating action follows the decision of the Committee for the
control and supervision of financial market and financial
organizations of the National Bank of Kazakhstan (Committee) to
restore NOMAD's compulsory motor third-party liability (MTPL)
insurance license. Fitch understands that the license was
restored on Feb. 7, 2013, after two and a half months of
suspension.

The Negative Outlook reflects the uncertainty over the long term
implications to NOMAD's business position as well as future
strategic development stemming from the license suspension. The
ratings are supported by the insurer's improved capitalization
after the equity injection of KZT680 million in Q113.

The company's 4M13 results indicated a notable fall in business
volumes and material deterioration in underwriting performance
compared to 4M12 and FY12. In particular, gross written premium
for MTPL declined by 31% and total net premium earned fell by 62%
compared to 4M12, while the total combined ratio surged to 104.2%
in the same period (4M12: 25.4%). Also the insurer was not able
to manage its expense levels lower in the context of rapid
premium contraction of 4M13. Overall net income for 4M13 declined
to KZT5.4 million from KZT2.3 billion in 4M12.

Fitch views positively that the issued share capital of NOMAD was
increased by KZT680 million in Q113, which helped to keep the
statutory solvency margin at 123% of required capital at end-4M13
(minimum is 100%). The statutory capital is planned to be further
increased by KZT1 billion later in 2013.

Rating Sensitivities

The ratings are likely to be downgraded if the NOMAD reports two
consecutive years (FY13 and FY14) of losses. The ratings could
also be downgraded if NOMAD's capital position weakens
significantly with the regulatory solvency margin falling below
the minimum required and the shareholder proves unwilling to
support the company.

Conversely, the ratings could be upgraded if NOMAD manages to
achieve sustainable profitability through earnings that are less
dependent on MTPL and disciplined underwriting in growing its
corporate portfolio. This would be accompanied by NOMAD's ability
to be less reliant on external support from its shareholder.



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


INTELSAT INVESTMENTS: Amends Consent Solicitation
-------------------------------------------------
Intelsat S.A.'s subsidiary, Intelsat Jackson Holdings S.A., has
amended the terms of its previously announced solicitation of
consents from holders of its 8 1/2 percent Senior Notes due 2019.

Holders of the 2019 Jackson Notes who validly consent to the
Proposed Amendments on or prior to 5:00 p.m., New York City time,
on May 20, 2013, will now be eligible to receive a consent fee of
US$22.50 per US$1,000 principal amount of 2019 Jackson Notes for
which consents are received on or prior to the Expiration Time.
All other terms of the consent solicitation remain unchanged.

Intelsat Jackson is soliciting consents from the holders of the
2019 Jackson Notes to amend the indenture governing the 2019
Jackson Notes so that Intelsat Jackson and its restricted
subsidiaries would be permitted to make certain Restricted
Payments if, after giving effect to that transaction on a pro
forma basis, Intelsat Jackson's Debt to Adjusted EBITDA Ratio
would be less than or equal to 6.0 to 1.0, in each instance of
such Restricted Payment, rather than 5.5 to 1.0.  The consent
solicitation is subject to the terms and conditions set forth in
Intelsat Jackson's Consent Solicitation Statement, dated May 13,
2013.

The change in the amount of the consent fee may have important
consequences regarding the United States Federal income taxation
of U.S. Holders.
  
The record date to determine holders eligible to consent remains
5:00 p.m., New York City time, on May 10, 2013.

Intelsat Jackson's acceptance of validly executed, delivered and
unrevoked consents and payment of the applicable consent fee with
respect to the 2019 Jackson Notes is conditioned upon, among
other things, the receipt of the Requisite Consents on or prior
to the Expiration Time.  If all of the conditions to the consent
solicitation are satisfied or waived, Intelsat Jackson will pay
the consent fee to each holder of 2019 Jackson Notes who validly
consented and did not revoke their consent on or prior to the
Expiration Time.

No consent fee with respect to the 2019 Jackson Notes will be
paid if the Requisite Consents are not received prior to the
Expiration Time or if the consent solicitation is terminated for
any reason. Intelsat Jackson reserves the right to terminate,
withdraw or amend the consent solicitation at any time and from
time to time, as described in the Consent Solicitation Statement.

Upon receipt of consents from holders of at least a majority in
aggregate principal amount of the outstanding 2019 Jackson Notes
on or prior to the Expiration Time, excluding any 2019 Jackson
Notes owned by Intelsat Jackson or any of its affiliates,
Intelsat Jackson and the trustee under the indenture governing
the 2019 Jackson Notes will execute a supplemental indenture
giving effect to the Proposed Amendments.  Except in certain
limited circumstances, consents delivered pursuant to the consent
solicitation may not be withdrawn or revoked after execution of
the supplemental indenture.

Additional information can be obtained at http://is.gd/UXJour

                          About Intelsat

Luxembourg-based Intelsat is the leading provider of satellite
services worldwide.  For over 45 years, Intelsat has been
delivering information and entertainment for many of the world's
leading media and network companies, multinational corporations,
Internet Service Providers and governmental agencies.  Intelsat's
satellite, teleport and fiber infrastructure is unmatched in the
industry, setting the standard for transmissions of video, data
and voice services.  From the globalization of content and the
proliferation of HD, to the expansion of cellular networks and
broadband access, with Intelsat, advanced communications anywhere
in the world are closer, by far.

Intelsat S.A. incurred a net loss of US$145 million in 2012, a
net loss of US$433.99 million in 2011, and a net loss of
US$507.76 million in 2010.  The Company's balance sheet at
March 31, 2013, showed US$17.14 billion in total assets, US$18.38
billion in total liabilities, and a US$1.28 billion total
Intelsat Investment S.A. shareholder's deficit.

                           *     *     *

As reported by the TCR on April 26, 2013, Moody's Investors
Service upgraded Intelsat Investments S.A.'s (Intelsat; formerly
Intelsat S.A.) corporate family rating (CFR) to B3 from Caa1,
while also upgrading ratings for certain of the company's debt
instruments as well as its probability of default rating (PDR;
upgraded to B3-PD from Caa1-PD).  The rating action concludes a
review initiated on April 2, 2013, when Intelsat's indirect
ultimate parent company, Intelsat S.A. (formerly Intelsat Global
Holdings S.A.) announced an equity issue with most of the
proceeds reducing debt at Intelsat and its subsidiaries. With the
review concluded, Intelsat's ratings outlook was changed to
stable.


* SKOPJE MUNICIPALITY: S&P Lowers ICR to 'BB-'; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term issuer
credit rating on the Macedonian Municipality of Skopje to 'BB-'
from 'BB'.  The outlook is stable.

"Our rating on Skopje primarily reflects the long-term rating on
the Republic of Macedonia (BB-/Stable/B).  Our long-term rating
on Skopje is capped at the 'BB-' long-term rating on Macedonia.
This is based on our view that Macedonian municipalities do not
meet the criteria under which we would rate a local or regional
government (LRG) higher than the related sovereign," S&P said.

The ratings on Skopje are also constrained, in S&P's view, by the
limited predictability of the municipality's finances.  This is
due to the developing and unbalanced institutional framework
under which it operates; the nascent nature of the municipality's
long-term planning; low wealth levels; and limited fiscal
flexibility given the municipality's pressing infrastructure
needs.

In addition, the rating is affected by what S&P sees as
relatively large contingent liabilities.  This is because
municipal companies in Skopje have been performing weakly and
their exposure to liabilities incurred within private-public
partnership projects is set to rise.

The rating is supported by Skopje's strong operating performance,
high cash reserves and still-low, albeit gradually increasing,
tax-supported debt.

Skopje's revenue and expenditure flexibility remains limited by
the central government's control over municipalities' finances
within the context of the developing and unbalanced institutional
framework under which Macedonian municipalities operate.  A high
proportion of revenues still depends on central government
decisions, such as setting the tax base or range for most local
tax rates.  Uncertainty over the magnitude and schedule of the
next stage of fiscal decentralization, combined with nascent
long-term financial planning, constrains the predictability of
the municipality's financial performance.

Skopje's wealth levels are well below the international average.
Based on S&P's calculations, its GDP per capita was about
Macedonian denar (MKD) 350,000 (about $7,950) in 2012.
Nevertheless, S&P expects the local economy to gradually expand,
achieving annual GDP growth of about 3% over the next three
years.

Steady economic development will, in S&P's view, strengthen
Skopje's operating budget performance.  As a result, in S&P's
base-case scenario it estimates that the municipality's five-year
average operating surplus will remain broadly stable at a strong
20% of operating revenues out to 2015.

At the same time, Skopje plans to accelerate capital investments,
especially in transport infrastructure, which would widen its
deficit after capital accounts and spur debt growth.  The central
government has only recently allowed Macedonian municipalities to
take on debt, and borrowing limits are increasingly being
relaxed. S&P forecasts Skopje's tax-supported debt will increase
to a still-moderate 37% of consolidated operating expenditures by
year-end 2015 in S&P's base-case scenario.  The planned
borrowings will likely leave the municipality vulnerable to
interest rate risk because all of the planned debt is at variable
interest rates.

Skopje's municipal company sector constitutes a credit weakness,
in S&P's view.  Several municipal companies have large payables,
although these are set to decrease, and high investment needs.
Additional contingent liabilities may come from the
municipality's plans to foster infrastructure development through
private-public partnerships.

S&P regards Skopje's liquidity as a positive factor for the
rating due to its large cash holding, which comfortably exceeds
the municipality's debt service falling due within the next 12
months. It also benefits from a robust internal cash flow
generation capability, but S&P views its access to external
liquidity as uncertain owing to the relatively immature local
banking system and capital markets for municipal debt.

Between May 2012-April 2013, Skopje's average cash position was
about MKD330 million.  Although the city's cash holding has
recently been depleted to cover its deficits, it remains well
above the municipality's debt service due in 2013, which S&P
assess at about MKD80 million.

Moreover, S&P anticipates that a portion of Skopje's deficit in
2013 will be funded with the undrawn portions of two loans
(totaling MKD290 million at March 31, 2013) earmarked for real
estate construction and development of the municipality's traffic
control system.  Although these loans cannot be used to honor the
municipality's debt service, the availability of these resources
alleviates its funding requirements.

Skopje has to hold its cash in an account at the state treasury.

The stable outlook reflects that on the Republic of Macedonia.
Any rating action S&P takes on the sovereign would likely be
followed by a similar action on Skopje.  S&P currently believes
that Macedonian municipalities cannot be rated above the
sovereign, under S&P's criteria.

S&P would lower the rating on Skopje if it was to downgrade
Macedonia.  If S&P did not downgrade the sovereign, it could
still lower the rating on Skopje within the next 12 months if,
under S&P's downside scenario, it depleted its cash reserves to
maintain a high level of capital investments, and if access to
external funding became constrained.  In S&P's view, this
scenario could structurally weaken the municipality's currently
very strong liquidity position.

If S&P was to raise the sovereign rating on Macedonia, it could
also raise the rating on Skopje.  For this to happen, S&P would
need to see that economic growth and conservative financial
planning was helping the municipality maintain a strong operating
surplus and high capital revenues, as well as a strong liquidity
position to offset its steadily rising debt burden.



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


CONSTELLIUM NV: S&P Affirms 'B' Corp. Rating; Outlook Positive
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Netherlands-registered downstream aluminum producer Constellium
N.V. (previously Constellium Holdco B.V.) to positive from
stable. At the same time, S&P affirmed its 'B' long-term
corporate credit rating on Constellium and its 'B' issue rating
on the group's EUR350 million senior secured term loan.

The outlook revision reflects continued good operating
performance underscored by strong preliminary first-quarter 2013
results, S&P's view of the group's enhanced financial flexibility
supported by sizable cash proceeds expected from the IPO, and
S&P's expectation of a less aggressive financial policy stemming
from a dilution of the group's private equity sponsor Apollo's
stake.

In its F-1 filing to the SEC, Constellium disclosed information
on preliminary unaudited first-quarter results for 2013 with
EBITDA in the range of EUR65 million-EUR70 million and an EBITDA
margin above 7%.  This compares with EUR57 million in EBITDA
reported for first-quarter 2012.  Since its carve out from Rio
Tinto in 2011 Constellium has significantly improved its
profitability on the back of restructuring programs, new long-
term contracts in the aerospace sector, and a successful
operational turnaround of its U.S. Ravenswood plant.

"We now expect the group to consistently report an EBITDA margin
in the range of 5%-7%, a level we see as comparable to one of its
main peers, Aleris International Inc., a U.S. producer of
aluminum rolled and extruded products.  We forecast that
Constellium will generate EBITDA in the range of EUR220 million-
EUR250 million in 2013 compared with EUR196 million in 2012 as a
result of higher volumes in the aerospace segment and cost
savings.  At year-end 2013, we expect the adjusted debt-to-EBITDA
ratio to be in the range of 4.5x-5.0x, based on Standard &
Poor's-adjusted debt of about EUR1 billion, including EUR0.56
billion of pension obligations and without netting the surplus
cash.  For 2014, we anticipate that this ratio will improve to
about 4.5x," S&P said.

The positive outlook reflects the possibility that S&P might
raise its long-term rating on Constellium over the next 6-12
months, if Constellium continued to demonstrate strong operating
results, including growing EBITDA and a sustained EBITDA margin
in the 5%-7% range.

For rating upside to materialize, S&P would also expect to see a
more supportive financial policy and the adjusted debt-to-EBITDA
ratio improving to 4.5x without netting the cash on the balance
sheet.

S&P could revise the outlook to stable if it saw weakening demand
from the group's core markets such as aerospace, automotive, and
packaging, that would weigh on its profitability.  If the group
made aggressive dividend distributions after the IPO, contrary to
S&P's expectations, that would also hinder rating upside and lead
to an outlook revision.


OAK LEAF: S&P Assigns Prelim. 'B+' Corp. Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said assigned its 'B+'
preliminary long-term corporate rating to Oak Leaf BV (Oak), a
Dutch-based holding company set up for the acquisition of coffee
producer D.E MASTER BLENDERS 1753 B.V. (DEMB) by a consortium of
investors led by Joh A. Benckiser (JAB).  The outlook is
positive.

"At the same time, we assigned our preliminary 'B+' issue rating
to the roposed senior secured debt facilities to be borrowed by
Oak Leaf BV, in line with its corporate credit rating.  The
preliminary recovery rating on these facilities is '3',
indicating our expectation of meaningful (50%-70%) recovery in
the event of a payment default at the low end of the range," S&P
said.

The final ratings will be subject to the successful completion of
the transaction and will depend on S&P's receipt and satisfactory
review of all final transaction documentation.  Accordingly, the
preliminary ratings should not be construed as evidence of the
final ratings.  If Standard & Poor's does not receive the final
documentation within a reasonable timeframe, or if the final
documentation departs from the materials S&P has already
reviewed, it reserves the right to revise or withdraw its
ratings.

"Our 'B+' preliminary corporate credit rating on Oak Leaf B.V.
(Oak) reflects our view of its "satisfactory" business risk
profile and "highly leveraged" financial risk profile.  We also
factor in our anticipation that DEMB's acquisition will be
completed as presented to us and that Oak will merge into DEMB
post-transaction.  Our base-case assumes that Oak will
successfully acquire DEMB.  DEMB's board has indicated it fully
supports and unanimously recommends the offer," S&P added.

If the transaction materializes, JAB, who already owned 15% of
DEMB, will own around 77% of DEMB, with the remaining 23% held by
a group of three investors.  S&P estimates the consortium will
acquire DEMB's outstanding shares for a total of EUR7.9 billion,
made up of EUR3 billion of debt, EUR3.7 billion of common equity,
and EUR1.2 billion of perpetual preferred equity.

"We treat this preferred stock as 50% equity-like under our
hybrid criteria.  We recognize that the preferred stock provides
the company with some financial flexibility, such as no maturity
and deferability.  We view the 6% coupon as relatively low for a
EUR1.2 billion subordinated instrument and attractive enough to
avoid its replacement by a pure debt instrument.  Moreover, we
view holders of the stock as long-term partners: we have assumed
that if the preferred stock was called, it would be replaced with
another issue warranting at least an equal degree of equity
content.  Still, the preferred stock also presents some debt
characteristics which prevent us from assigning it high equity
content, notably as the stock is cumulative, callable after five
years," S&P noted.

Based on S&P's treatment of the preferred stock as 50% debt, it
estimates that DEMB's adjusted leverage (debt to EBITDA) post-
transaction will be above 8.0x, and remain well above 5.0x in the
next two years, which would put this ratio into its range for
companies with financial risk profiles that we assess as highly-
leveraged.

S&P views Oak's business risk profile as satisfactory, reflecting
DEMB's leading international positions in the coffee industry.
DEMB derives more than 70% of its sales from markets where it is
either the first or second biggest coffee company in terms of
market share, and has strong brand recognition, notably through
its Douwe Egberts, Pickwick, L'Or, and Senseo products.  While
S&P
believes coffee demand is fairly stable and nondiscretionary, it
is a competitive industry that requires strong brand equity with
a trend toward premium brands.

DEMB's operating margins have contracted over the past two fiscal
years because price increases sometimes came late after large
hikes in green coffee prices and proved detrimental to sales
volumes even in Brazil.  S&P acknowledges that the company issued
a profit warning in February for its fiscal 2013 (year ending
June 29).  That said, green coffee bean prices have dropped
markedly since January 2012. Moreover, the new management team
has indicated it intends to improve the product mix, placing more
emphasis on the growing and higher-margin single-serve segment,
while capitalizing on DEMB's strong positions.  S&P also
understands the DEMB would cut costs.  While S&P expects
potential pricing efforts in some mature Western European
markets, notably in the roast and ground coffee segment, S&P
thinks the new strategy coupled with significantly lower green
coffee prices will enable margin gains.

S&P considers that JAB will not have a negative bearing on Oak's
credit quality and assume that JAB's existing coffee businesses
will remain separate from DEMB's.

The outlook is positive, reflecting S&P's view that credit
metrics will improve in the next 12 months on a strengthening
operating performance at DEMB, notably due to lower green coffee
prices, cost efficiencies, and efficient working capital
management.  The magnitude of this expected improvement is
difficult to estimate, however.  S&P thinks post transaction
credit metrics will likely be far from the levels we view as
commensurate with a 'BB-' rating.

S&P could upgrade Oak if it widened its EBITDA margin to about
20% and showed a sufficient deleveraging path as of the end of
fiscal 2014.

S&P could revise its outlook to stable if Oak was unable to at
least stabilize its operating performance or if it failed to
start deleveraging in line with its targets.


NEW WORLD: Moody's Cuts Corp. Family Rating to B2; Outlook Neg.
---------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating (CFR) of New World Resources N.V. (NWR, or the group) to
B2 from B1 and its probability of default rating (PDR) to B2-PD
from B1-PD, following weak operating performance on the back of
prolonged coal industry deterioration. At the same time, Moody's
has downgraded the senior secured rating on the group's notes due
2018 to B1 (LGD3 -- 32%) from Ba3 and the senior unsecured rating
on its notes due 2021 to Caa1 (LGD6 -- 90%) from B3. The outlook
on the ratings is negative.

Ratings Rationale:

"We have downgraded NWR's ratings because the group's operating
performance has deteriorated in recent quarters as a result of
prolonged deterioration in the coal industry, and we expect that
it will remain weak over the remainder of the year, with
currently low visibility on a potential recovery thereafter,"
says Paolo Leschiutta, a Moody's Vice President - Senior Credit
Officer and lead analyst for NWR. "Despite NWR's recent success
in obtaining covenant waivers on its bank facilities, the
negative outlook reflects Moody's concerns regarding the group's
liquidity profile beyond the next 12 months as a further
deterioration in market conditions or a delay in the company's
cash cost saving program might result in significant erosion of
available liquidity," adds Mr. Leschiutta.

During the three-month period ending March 2013, NWR reported a
31% decline in revenues compared with the same period in 2012 and
an EBITDA loss of EUR22 million. Moody's recognizes that as at
the end of March 2013, the group still had EUR193 million of cash
available on its balance sheet. However, the rating agency also
notes that cash absorption during the first quarter of 2013 was
around EUR74 million. Although Moody's would expect NWR's cash
generation to improve over the reminder of 2013 in light of
increasing production levels, the group's liquidity could come
under pressure if there is any deviation in its current business
and strategic plans or a further deterioration in market
conditions.

In this context, Moody's notes that NWR's recent renegotiation of
covenants might be insufficient to cover for the current
deterioration in its performance, and the group might need to
again seek support from its banks. The rating agency also notes
that, although NWR's current cash availability should provide the
group with a sufficient cushion over the next year, its EUR100
million revolving facility will expire in February 2014.

NWR's financial leverage, measured as debt to EBITDA, as at the
end of March 2013 stood at 6.2x (on a last 12-month basis)
marking a significant deterioration from the year end 2012 level
(3.8x) and the last three years average. Furthermore, Moody's
would expect this ratio to deteriorate significantly during 2013,
possibly exceeding 10x. The current rating assumes a degree of
recovery in the company's financial leverage in 2014, but this is
unlikely to reach levels shown in recent years.

NWR's B2 CFR reflects (1) the expected ongoing volatility in the
steel production market, which represents the key revenue driver
for NWR's most profitable coking coal and coke businesses; (2)
the soft trading conditions experienced by the group in its
thermal coal business and Moody's view that recent price
reductions might be a structural change in the industry; and (3)
NWR's significant operating risks in view of the depth of its
mines.

These negative credit considerations are offset by (1) NWR's
strategic position as a major player in its sector in Central
Europe, benefitting from close proximity to key customers; (2)
its ample reserve base; and (3) the progress the group has made
in improving cost efficiency and safety through its modernization
programs.

The rating is also supported by Moody's expectation that beyond a
more challenging 2013, NWR's operating performance should improve
and that the group will be successful in implementing its
restructuring measures, including the disposal of coke assets,
aimed at preserving its cash balances.

What Could Change The Rating Up/Down

Moody's could upgrade the ratings if NWR were to demonstrate an
ability to weather cyclicality in the market and sustain a robust
financial profile, with financial leverage trending towards 4.0x
and cash flow from operations (CFO)-dividends/debt in the low
teens in percentage terms on an ongoing basis. Before considering
an upgrade, Moody's would require evidence of an improvement in
the group's liquidity profile.

Conversely, negative pressure could arise if there were a further
deterioration in NWR's liquidity profile or market conditions. In
particular, failure to contain cash absorption during the second
quarter of the current financial year to around EUR25-30 million
and failure to generate positive free cash flow during the third
and fourth quarter could put immediate pressure on the rating.
Continuation of the weak demand experienced during the first
quarter and/or deterioration in the pricing environment could
also put pressure on the rating. A ratings downgrade could also
result if the group's financial leverage were to remain above
5.0x for a prolonged period of time (excluding 2013).

Principal Methodology

The principal methodology used in this rating was the Global
Mining Industry published in May 2009. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Headquartered in the Netherlands, NWR is the largest hard coal
mining group in the Czech Republic (based on coal production) and
operates through its main subsidiary OKD, a.s. The group reported
revenues of EUR1.3 billion and EBITDA of EUR223 million for
fiscal year-end December 2012. NWR exploits the Upper Silesian
basin in the north-eastern part of the Czech Republic and is
expanding its activity in Poland.


PROSPERO CLO I: Moody's Lowers Rating on Class D Notes  to Caa2
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of the following
notes issued by Prospero CLO I B.V.:

$15,300,000 Class A-2 Senior Secured Floating Rate Notes Due
2017, Upgraded to Aaa(sf); previously on Sep 6, 2011 Upgraded to
Aa1(sf)

Moody's also downgraded the ratings of the following notes issued
by Prospero CLO I B.V.:

$15,300,000 Class C Senior Secured Deferrable Interest Floating
Rate Notes Due 2017, Downgraded to Ba2(sf); previously on Sep 6,
2011 Upgraded to Ba1(sf)

$7,700,000 Class D Senior Secured Deferrable Interest Floating
Rate Notes Due 2017, Downgraded to Caa2(sf); previously on Sep 6,
2011 Upgraded to B3(sf)

Moody's also affirmed the ratings of the following notes issued
by Prospero CLO I B.V.:

$130,250,000 Class A-1-A Senior Secured Floating Rate Notes Due
2017, Affirmed Aaa(sf); previously on Apr 13, 2005 Assigned
Aaa(sf)

EUR35,600,000 Class A-1-B Senior Secured Floating Rate Notes Due
2017, Affirmed Aaa(sf); previously on Apr 13, 2005 Assigned
Aaa(sf)

GBP24,500,000 Class A-1-C Senior Secured Floating Rate Notes Due
2017, Affirmed Aaa(sf); previously on Apr 13, 2005 Assigned
Aaa(sf)

$15,300,000 Class B Senior Secured Deferrable Interest Floating
Rate Notes Due 2017, Affirmed A1(sf); previously on Sep 6, 2011
Upgraded to A1(sf)

Prospero CLO I B.V., issued in April 2005, is a multi-currency
Collateralized Loan Obligation ("CLO") backed by a portfolio of
mostly high yield US and European loans, managed by Alcentra.
This transaction has ended its reinvestment period in March 2010.
The portfolio is predominantly composed of senior secured loans,
and is exposed to 47 obligors with a reported diversity score of
26.

Ratings Rationale:

According to Moody's, the upgrade of the Class A-2 notes is
primarily a result of continued deleveraging of the senior notes
and subsequent increase in the senior overcollateralization
ratios since the last rating action in September 2011. The
downgrade of the Class C and D notes are driven by 1) the
deterioration of credit risk of the underlying portfolio 2)
exposure to assets rated B3 and below 3) proportional increase of
assets with maturities longer than the stated maturity of the
deal and 4) exposure to non-USD obligations impacted by foreign
exchange risk.

Moody's notes that the Class A notes have paid down by
approximately 56% or USD 79.1 million since the rating action in
September 2011. As a result of the deleveraging, the
overcollateralization ratios for the senior notes have increased
substantially since the last rating action in September 2011. As
of the latest trustee report dated April 8, 2013, the Class A, B,
C and D overcollateralization ratios are reported at 169.43%,
136.16%, 113.79%, 105.10%, respectively versus September 2011
levels of 135.27%, 122.08%, 111.23%, 106.47%, respectively.
Reported WARF has increased to 2706 from 2547 between September
2011 and April 2013. Additionally, defaulted securities total
about USD 10.1 million of the underlying portfolio compared to
USD 9.0 million in September 2011. The current exposure of the
deal to assets rated B3 and below is 12.2% compared to 9.39% at
the last rating action.

Additionally, Moody's notes that the underlying portfolio
includes a number of investments in securities that mature after
the maturity date of the notes. Based on the April 2013 trustee
report, reference securities that mature after the maturity date
of the notes currently make up approximately 16% of the
underlying reference portfolio. These investments potentially
expose the notes to market risk in the event of liquidation at
the time of the notes' maturity.

The majority of notes are denominated in the USD however the deal
has significant exposure to non-USD denominated assets.
Volatilities in foreign exchange rate will have a direct impact
on interest and principal proceeds available to the transaction,
which may affect the expected loss of rated tranches. Current par
coverage of USD denominated liabilities by USD assets stands at
72.56% compared to 98.22% at the last rating action. Non-USD
liabilities are currently overcollateralised by the assets in
respective currencies.

In its base case, Moody's analyzed the underlying collateral pool
to have a performing par and principal proceeds balance of USD
100.77 million, defaulted par of USD 10.1 million, a weighted
average rating factor of 3212 (corresponding to a default
probability of 28.8%), a weighted average recovery rate upon
default of 47.72% for a Aaa liability target rating, a diversity
score of 24 and a weighted average spread of 3.24%. The default
probability is derived from the credit quality of the collateral
pool and Moody's expectation of the remaining life of the
collateral pool. The average recovery rate to be realized on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 87.62% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default, 1.03%
non-first-lien loan corporate assets would recover 15%, and
11.36% of structured finance assets would recover 33.09%. In each
case, historical and market performance trends and collateral
manager latitude for trading the collateral are also relevant
factors. These default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each
CLO liability being reviewed.

In addition to the base case, Moody's also performed sensitivity
analyses on key parameters for the rated notes: Deterioration of
credit quality to address the refinancing and sovereign risks --
Approximately 11% of the portfolio are US and European corporate
rated B3 and below and maturing between 2014 and 2016, which may
create challenges for issuers to refinance. Moody's considered
model runs where the base case WARF was increased to 3478 and
4033 by forcing ratings on 25% and 50% of such exposure to Ca.
This run generated model outputs that were within one notch from
the base case results.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, which could negatively impact the
ratings of the notes, as evidenced by 1) uncertainties of credit
conditions in the general economy and 2) the large concentration
of speculative-grade debt maturing between 2014 and 2016 which
may create challenges for issuers to refinance. CLO notes'
performance may also be impacted either positively or negatively
by 1) the manager's investment strategy and behavior and 2)
divergence in legal interpretation of CDO documentation by
different transactional parties due to embedded ambiguities.

Sources of additional performance uncertainties:

1) Deleveraging: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio. Pace of amortization could vary significantly subject
to market conditions and this may have a significant impact on
the notes' ratings. In particular, amortization could accelerate
as a consequence of high levels of prepayments in the loan market
or collateral sales by the Collateral Manager or be delayed by
rising loan amend-and-extent restructurings. Fast amortization
would usually benefit the ratings of the notes.

2) Large Exposure to Credit Estimates: Moody's also notes that
around 44.87% of the collateral pool consists of debt obligations
whose credit quality has been assessed through Moody's credit
estimates. Large single exposures to obligors bearing a credit
estimate have been subject to a stress applicable to concentrated
pools as per the report titled "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October
2009.

3) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed
defaulted recoveries assuming the lower of the market price and
the recovery rate in order to account for potential volatility in
market prices. Realization of higher than expected recoveries
would positively impact the ratings of the notes.

4) Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation
risk on those assets. Moody's assumes that at transaction
maturity such an asset has a liquidation value dependent on the
nature of the asset as well as the extent to which the asset's
maturity lags that of the liabilities. Realization of higher than
expected liquidation values would positively impact the ratings
of the notes.

5) Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which may be
extended due to the manager's decision to reinvest into new issue
loans or other loans with longer maturities and/or participate in
amend-to-extend offerings. Extending the weighted average life of
the portfolio may positively or negatively impact the ratings of
the notes depending on their seniority within the transaction's
structure.

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2013.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's Global
Approach to Rating Collateralized Loan Obligations" rating
methodology published in May 2013.

Under this methodology, Moody's used its Binomial Expansion
Technique, whereby the pool is represented by independent
identical assets, the number of which is being determined by the
diversity score of the portfolio. The default and recovery
properties of the collateral pool are incorporated in a cash flow
model where the default probabilities are subject to stresses as
a function of the target rating of each CLO liability being
reviewed. The default probability range is derived from the
credit quality of the collateral pool, and Moody's expectation of
the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool.

The cash flow model used for this transaction is Moody's EMEA
Cash-Flow model.

This model was used to represent 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 binomial 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. Therefore,
Moody's analysis encompasses the assessment of stressed
scenarios.

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



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


HIDROELECTRICA: Expected to Complete Insolvency Process by July 1
-----------------------------------------------------------------
Florentina Dragu at Ziarul Financiar reports that Romanian Energy
Minister Constantin Nita on Wednesday said Hidroelectrica SA will
likely complete its insolvency process by July 1, one year after
having declared bankruptcy.

As reported by the Troubled Company Reporter-Europe on June 22,
2012, Bloomberg News related that a Romanian court approved the
insolvency of Hidroelectica as the company looks to reorganize
itself.

Hidroelectrica SA is a Romanian state-owned hydropower producer.



ROMANIAN POST: Gov't Seeks Buyers; June 2014 Bid Deadline Set
-------------------------------------------------------------
Romania-Insider reports that the privatization of the Romanian
Post threatens to become yet another Romanian privatization saga.
After there were no investors interested in taking over 51% in
the state-owned and loss making, debt-ridden Romanian Post, the
state decide to first restructure it and attempt a sale next
year, Romania-Insider says.

The restructuring deadline the state has given is six months, and
then investors can submit offers until the end of June 2014,
Romania-Insider discloses.

According to Romania-Insider, Mediafax newswire, quoting a
Government document, said that the state plans to ask for the
green light from the European Commission to convert the Post's
historic debt into shares, and its new tax debt, some EUR24
million, to be paid gradually.

The debt to shares conversion will be part of the privatization
process, so as not to be considered state aid, Romania-Insider
states.  The conversion will not affect the ownership structure
of the Post, where the state has the majority of shares, 75%, and
investment fund Fondul Proprietatea controls the rest, according
to Romania-Insider.  The Post's total debt stays at some EUR147
million, Romania-Insider notes.

Another planned measure will be to lay off some 4,400 of its
32,000 employees starting July, Romania-Insider discloses.

Last year, the Post had a loss of some EUR12 million, around a
third of the loss posted the year before, Romania-Insider
recounts.



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


IBA-MOSCOW: Moody's Affirms B3 Deposit Ratings; Outlook Stable
--------------------------------------------------------------
Moody's Investors Service changed to stable from negative the
outlook on IBA-Moscow's long-term local and foreign currency
deposit ratings of B3. Concurrently, Moody's affirmed all IBA-
Moscow's existing ratings.

The rating action follows a corresponding change in outlook on
the parent's ratings (International Bank of Azerbaijan), and is
based on IBA-Moscow's audited financial statements for 2012
prepared under IFRS.

Ratings Rationale:

The outlook change to stable from negative is driven by the
change in outlook on IBA-Moscow's parent --International Bank of
Azerbaijan's ratings (Ba3/Not Prime stable; E+/b3 stable) on 29
May 2013.

According to Moody's, IBA-Moscow's B3 local and foreign currency
deposit ratings incorporate the rating agency's assessment of a
high probability of parental support from International Bank of
Azerbaijan. The rating agency uses the parent's standalone E+/b3
ratings as anchor for the B3 supported ratings of IBA-Moscow. As
a result, the stable outlook on the parent's standalone ratings
is driving the stable outlook of the B3 supported long-term
deposit ratings of its Russian subsidiary -- IBA-Moscow, as per
Moody's Consolidated Global Bank rating methodology.

Standalone Credit Profile

Moody's notes that IBA-Moscow's standalone E bank financial
strength rating (BFSR) remains constrained by: (1) the bank's
limited market franchise in Russia; (2) high concentration levels
in its loan book, including high exposure to the construction and
real estate development sectors; (3) persistently high level of
restructured loans, and (3) its high dependence on the parent's
related business projects and funding. At the same time, Moody's
notes that IBA-Moscow's standalone ratings are supported by the
bank's adequate profitability and liquidity position.

High Single-Name And Industry Concentration In The Loan Portfolio

Moody's also notes that IBA-Moscow's high credit concentration
represents a key risk challenge. As reported in IBA-Moscow's
audited IFRS statements at year-end 2012, the bank's aggregate
exposure to the 29 largest customers exceeded 50% of total gross
loans and 700% of its Tier 1 capital. In addition, IBA-Moscow's
exposure to construction and real estate development projects
exceeded 240% of its Tier 1 capital. In Moody's opinion, these
concentration levels render the bank vulnerable to the financial
performance of a limited number of borrowers in risky market
segments. IBA-Moscow's credit risks are partly mitigated by
parental guarantees covering 50% of the total loan book; however
the rating agency notes that these parental guarantees have never
been enforced.

Restructured Loans Remains Persistently High

Moody's says that IBA-Moscow's asset quality remains weak, as the
level of restructured loans has been persistently high -
representing 30% of gross loans at year-end 2012 (2011: 42% ).
Moody's understands that these loans are long-term investment
projects funded and guaranteed by International Bank of
Azerbaijan, but the actual quality of these loans remains
uncertain.

High Likelihood of Parental Support

According to Moody's, IBA-Moscow's B3 local and foreign currency
deposit ratings incorporate the rating agency's assessment of a
high probability of parental support from International Bank of
Azerbaijan given the (1) strategic fit of the bank within the
group,(2) International Bank of Azerbaijan 's 100% control and
ownership, (3) the history of funding and capital support from
the parent (4) high proportion of loan portfolio covered by
parent bank's guarantees. Consequently, IBA-Moscow's ratings
receive a one-notch uplift from its caa1 standalone BCA.

What Could Move The Ratings Up/Down

IBA-Moscow's ratings have limited prospects for upgrade in the
next 12 to 18 months. In the longer term, the ratings could be
upgraded if the bank expands its market franchise, improves asset
quality and reduces its credit concentrations, while also
maintaining adequate financial fundamentals. Conversely, the
bank's ratings could be adversely affected by any material
adverse changes in its risk profile, particularly a weakening
liquidity position, or if the bank were to fail to maintain
control over its asset quality. A downgrade of the parent bank's
standalone BFSR is also likely to have negative rating
implications for IBA-Moscow.

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

Headquartered in Moscow, Russia, IBA-Moscow is a 100% subsidiary
of International Bank of Azerbaijan. IBA-Moscow reported total
audited IFRS assets of RUB28.5 billion, total shareholders'
equity of RUB2.5 billion and a net income of RUB786 million for
year-end 2012.



=====================================
S E R B I A   &   M O N T E N E G R O
=====================================


* MONTENEGRO: Moody's Says Ba3 Rating In-Line with Expectations
---------------------------------------------------------------
In its annual credit report on Montenegro, Moody's Investors
Service says that Montenegro's Ba3 government bond rating
reflects the economy's small size and dependence on foreign
investment as well as the economic and institutional benefits of
Montenegro's progress towards EU membership. The outlook on the
rating is stable.

The rating agency's report is an annual update to the markets and
does not constitute a rating action.

Moody's determines a country's sovereign rating by assessing it
on the basis of four key factors -- economic strength,
institutional strength, government financial strength and
susceptibility to event risk -- as well as the interplay between
them.

Montenegro's 'low' economic strength assessment is based on the
economy's small size, limited diversification and lack of
domestic savings to fund investment. GDP growth decelerated to
0.5% in 2012 from 2.5% in 2011, largely due to poor metals sector
output. Moody's expects growth to recover to 1.5% in 2013, still
below the 6 -7% average growth the country recorded in the five
years preceding the global financial crisis.

Due to slower GDP growth in the last few years, Montenegro's
government tax revenues have fallen as a percentage of GDP, and
the government has faced unanticipated expenses. As budget
surpluses turned into deficits, government debt rose to 51% in
2012 from 29% of GDP in 2008. Moody's assesses Montenegro's
government financial strength as 'moderate', noting that fiscal
metrics have weakened in recent years, although debt
sustainability indicators remain within the range for similarly
rated countries. The government has undertaken expenditure
control measures in 2012. These, coupled with a slow recovery in
growth over the next two years, are expected to stabilize fiscal
metrics over the medium term.

Montenegro has been independent since 2006. After applying to
join the EU in December 2008, authorities have implemented
several measures to strengthen judicial and administrative
capacity to meet EU requirements. Montenegro's 'moderate'
institutional strength assessment anticipates that additional
measures undertaken during the EU accession process, which began
in 2012, could facilitate growth, trade and investment over the
medium term.

Montenegro's Ba3 rating could face downward pressure if the
outlook for government finances and balance of payments
deteriorated significantly, and if there was a reversal of recent
efforts at fiscal consolidation and institutional strengthening.
Signs that banking sector risks threaten financial stability or
medium-term growth could also put downward pressure on the
rating.

Conversely, upward pressure on Montenegro's rating could come
from a significant improvement in fiscal metrics and domestic
savings, accompanied by a narrowing of the current account
deficit. Montenegro's credit profile would also benefit if the
economy's international competitiveness rose substantially,
paving the way for accelerated growth and an improved balance-of-
payments outlook.



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


ISOFOTON SA: To File for Voluntary Insolvency Next Week
-------------------------------------------------------
Marc Roca at Bloomberg News reports that Isofoton SA said it will
file for voluntary insolvency next week after failing to reach an
agreement with creditors.

According to Bloomberg, the company, which has manufacturing
plants in Malaga and Ohio, said in an e-mailed statement that it
will start proceedings on June 4 as it aims to reach a deal to
secure its future.  The decision on Wednesday comes after lenders
declined to refinance its loans and its discovery of additional
debt from before 2010, Bloomberg notes.

"We are working on a new viability plan that we hope will get the
support from our creditors," Bloomberg quotes Gemma Martin, a
spokeswoman for Isofoton, as saying.  Ms. Martin, as cited by
Bloomberg, said that the company will continue its usual
activities during the process.

Isofoton, owned by the Spanish consultant Affirma and South
Korea's Toptec Co. Ltd. since 2010, also confirmed its intention
to fire 360 employees as part of restructuring plans announced in
February, Bloomberg discloses.

Isofoton SA is Spain's second-largest solar panel maker.  It has
650 employees in Malaga, where it is based, and about 100 abroad.



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


DESMONDS: Directors Lose Challenge Over GBP1MM Staff Pensions
-------------------------------------------------------------
Belfasttelegraph.co.uk reports that two former directors of
closed-down textiles firm Desmonds have failed in a High Court
challenge over being ordered to pay a combined GBP1 million by
the pensions regulator.

According to the report, Denis Desmond and Donal Gordon were
seeking a declaration that determinations made against them had
no legal validity.  But a judge threw out their case after
rejecting arguments about the procedures applied.

Belfasttelegraph.co.uk notes that Desmonds, a Derry-based
clothing company, went into liquidation in 2004, leaving a huge
gap in an employees' pension fund.

Hundreds of staff who feared they had lost out have since
qualified for compensation under the government's Financial
Assistance Scheme. They are expected to receive a minimum 90% of
their entitlements.

In February 2010, amid lobbying by the trustees, the pensions
regulator commenced regulatory proceedings against shareholders
Denis Desmond, Annick Desmond and Donal Gordon, the report
recalls.

It argued that the Members Voluntary Liquidation was orchestrated
to avoid the company having to pay the deficit in the scheme, the
report relays.

Belfasttelegraph.co.uk relates that there is no suggestion of any
wrongdoing, but the regulator sought an order for the three
shareholders to make a contribution of GBP10.9 million to the
scheme.

In May 2010, a determinations panel decided Mr. Desmond should
pay GBP900,000, and Mr. Gordon GBP100,000.

No determination was made in the case of Mrs. Desmond, the report
adds.

Clothing manufacturer, Desmonds, was the exclusive supplier to
British high street giant Marks & Spencer.  Desmonds also had
operations in Sri Lanka, Turkey and Bangladesh, and several joint
ventures in the Far East.


RANGERS FOOTBALL: Liquidation Fees May Cut Creditors' Payout
------------------------------------------------------------
Herald Scotland reports that Rangers Football Club PLC's
creditors are in line to claw back an even smaller fraction of
what they are owed after a claim was lodged for almost GBP1
million in fees for dissolving the oldco.

The report says liquidators BDO and two firms of lawyers want the
sum for five months' work last year in winding up the former
company behind the Ibrox club.

The creditors' pot will be reduced from GBP2.27 million to about
GBP1.3 million if their application is successful, the report
notes.

Herald Scotland relates that the money available to those left
out of pocket by the collapse could be reduced by a further 50%
if further legal costs are taken out.

According to the report, BDO has warned the liquidation might not
be closed for a considerable time because of outstanding legal
cases, adding further concern about costs.

The firm was appointed to wind up RFC 2012 plc, formerly The
Rangers Football Club plc, in October last year, the report
discloses.  The move brought to an end the period of
administration by Duff and Phelps. Former owner Craig Whyte began
the process after HMRC lodged a petition over the non-payment of
millions of pounds of tax.

Duff & Phelps sold the business and assets of Rangers to a
consortium fronted by Charles Green for GBP5.5 million when a
company voluntary arrangement was rejected by HMRC in June last
year, Herald Scotland recalls.

Rangers relaunched in the third division while the renamed
operating company, RFC 2012, headed for liquidation, the report
notes.

Herald Scotland, citing a new creditors' circular, says BDO is to
be paid more than GBP640,000 for its work between October 31 and
the end of March this year. The lawyers who worked with BDO,
Brodies and Stephenson Harwood, between them, are taking nearly
GBP340,000 for the five months.

BDO will only draw its money if no appeal is lodged over the
remuneration by June 5, the report adds.

                     About Rangers Football Club

Rangers Football Club PLC -- http://www.rangers.premiumtv.co.uk/
-- is a United Kingdom-based company engaged in the operation of
a professional football club.  The Company has launched its own
Internet television station, RANGERSTV.tv.  The station combines
the use of Internet television programming alongside traditional
Web-based services.  Services offered include the streaming of
home matches and on-demand streaming of domestic and European
games, which include dedicated pre-match, half-time and post-
match commentary.  The Company will produce dedicated news
magazine and feature programs, while the fans can also access a
library of classic European, Old Firm and Scottish Premier League
(SPL) action.  Its own dedicated television studio at Ibrox
provides onsite production, editing and encoding facilities to
produce content for distribution on all media platforms.


SARANTEL: Considers Going Into Administration if Sale Fails
-----------------------------------------------------------
StockMarketWire.com reports that Sarantel disclosed that it was
pursuing a sale of the operating business with the intention of
concluding a transaction as soon as possible as the Group's
current working capital will be exhausted during the first half
of next month.

In the event that a disposal does not proceed, the directors
would need to consider placing the company into administration
and/or seeking a suspension in its shares until such time as the
financial position could be clarified, according to
StockMarketWire.

The report relates that the Board has been informed by the
prospective purchaser that it is unable to proceed with the
acquisition of the operating business comprising its wholly-owned
subsidiary, Sarantel, and its subsidiaries.

The report discloses that while it is continuing to pursue a sale
of the operating business, the Board believes that there is a low
likelihood of being able to conclude such a sale in the time
available.


TAG (CHESTERFIELD): High Court Winds Up Two Accounting Firms
------------------------------------------------------------
Two closely-related companies offering insolvency and accounting
services and based in Chesterfield, have been wound up in the
public interest by the High Court, for poor business practices
that put clients' money at risk. The action follows an
investigation by the Insolvency Service.

TAG (Chesterfield) Limited (TAG) and The Recovery Partnership
Limited both traded under the name 'The Insolvency Group,'
despite being separate businesses, leading to a lack of
transparency and confusion as to which company was responsible
for which client accounts. The books and records kept by both
companies also failed to properly explain their use of clients'
money.

TAG was incorporated on September 16, 2010 and, operated from
premises at Future House, South Place, Chesterfield. The company
initially offered both accounting and insolvency services using
the trading names 'The Accounting Group' and 'The Insolvency
Group' and generated an overall turnover of GBP439,000.

The Recovery Partnership Limited was incorporated on March 31,
2011, to take over the insolvency side of TAG's business and
operated from the same premises. It appointed a licensed
Insolvency Practitioner (IP) as one of its co-directors to deal
with this insolvency business and generated an overall turnover
of some GBP401,000.

In one case identified by investigators, GBP150,000 was received
by TAG from a client company that later went into liquidation.
However, by the time of the liquidation these funds had been
substantially reduced by payments that were not explained.

Furthermore, an individual who was a director of both companies
frustrated the investigation by failing to co-operate with the
investigator, by not providing information as requested,
particularly banking and other financial information, and by not
disclosing that money had been withdrawn from client accounts.

Commenting on the matter, Insolvency Service Case Supervisor
Scott Crighton said:

"These companies offered solutions to businesses that were
experiencing financial difficulties, but they were operated in
such a way as to undermine the insolvency regime by making it
unclear where the lines of responsibility were drawn and by
failing to adequately ring fence client funds. The Insolvency
Service will not tolerate such behaviours and will take action to
stamp them out whenever and wherever they occur."

The petitions were presented under s124A of the Insolvency Act
1986 on March 14, 2013, and the Winding Up Orders were made on
May 9, 2013.


TLA POND VIEW: Construction Debris to be Removed
------------------------------------------------
Angie Angers at wpri.com reports that crews are set to remove
construction and demolition debris at the site of the TLA Pond
View recycling facility.

The business was put into receivership in 2012, and the
Department of Environmental Management was looking for a company
to come in and clean up the area, according to wpri.com.

The report relates that six months after it was shut down, DEM
officials allowed the plant to reopen under new conditions which
included an air monitoring plan.

Residents long complained about noise and debris coming from the
facility, according to wpri.com.

The report discloses that officials also warned neighbors that
the cleanup process may cause some odors.


* Self-Employed Borrowers Face More Risks From UK Economic Woes
---------------------------------------------------------------
Self-employed borrowers' exposure to current UK economic weakness
will not have a significant impact on the creditworthiness of UK
residential mortgage-backed securities (RMBS) deals since over
three quarters of RMBS loans are made to employed borrowers, says
Moody's Investors Service in a Special Comment entitled "UK RMBS
Unaffected by Self-Employed Homeowners' Exposure to UK Economic
Weakness."

In addition to their exposure to current UK economic weakness,
self-employed borrowers remain particularly at risk from a
potential rise in interest rates because of the higher
concentrations of interest-only loans among this group.

"Despite these pressures, however, lower loan-to-value ratios
among self-employed borrowers and the greater proportion of them
living in the South of England, where the housing market and
economy have been stronger, will lessen the impact of the current
economic weakness," says Jonathan Livingstone, a Moody's Vice
President -- Senior Analyst and author of the report.

In Moody's view, self-employed borrowers will remain more at risk
of default than employed borrowers with the UK economy currently
flat-lining and significant growth not expected until 2014. Self-
employed borrowers are more at risk of suffering a drop in income
than an employed borrower as they do not benefit from a regular
salary to cushion them from the weak economy. The UK economy has
experienced very little growth over the past 18 months with GDP
0.4% higher in Q1 2013 compared with Q3 2011.

Moody's notes that the impact of self-employed borrowers on rated
RMBS deals will be limited as over three quarters of loans have
been advanced to employed borrowers. Additionally, the rating
agency has a stable collateral performance outlook for UK Prime
RMBS as a result of the low interest rate environment and tight
housing supply. However, Moody's sees some downside risk should a
triple dip recession materialize. Such a downturn would lead to
further austerity measures, which would cause problems for some
borrowers who have until now been able to stay current with their
mortgage payments.

Whilst not anticipated, interest rate rises could lead to back-
end losses for self-employed borrowers. Levels of interest-only
loans are higher for self-employed borrowers with 62.4% of loans
being non-repayment (compared with 45.5% for employed borrowers),
reflecting the more stretched affordability of such borrowers.
This higher level of interest-only loans amongst self-employed
borrowers may lead to a higher proportion of back-end losses in
the rating agency's adverse scenario, in which there are
significant interest rate increases.

Issuers with not-prime ratings affected by this report:

Aire Valley Mortgages 2004-1 plc

Series 3 D1, COLL NOTES, Ba1
Series 3 D2, COLL NOTES, Ba1



===================
U Z B E K I S T A N
===================


IPOTEKA BANK: S&P Affirms 'B+/B' Ratings; Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' long-term
and 'B' short-term counterparty credit ratings on Uzbekistan-
based JSCM Ipoteka Bank.  The outlook is stable.

The affirmation balances S&P's view of Ipoteka Bank's
deteriorated capital position with improvements in the bank's
risk profile.

Ipoteka Bank demonstrated aggressive asset growth in 2012.  It
expanded its assets by 55%, well beyond the level that S&P
previously forecasts and the Uzbek banking industry average
growth of 30% in 2012.  S&P considers that this rapid expansion
has placed material pressure on the bank's capitalization.
Ipoteka Bank's Standard & Poor's risk-adjusted capital (RAC)
ratio (before adjustments for concentrations) fell to 5.1% at
year-end 2012 from 6.3% at year-end 2011.  The growth was mainly
fueled by the addition of a large new client, a government-
related gas extraction and export company, which has placed large
deposits with the bank.  Moreover, the government increased
funding of the country's largest state-owned metal producer,
which is channeled through Ipoteka Bank.

"Despite the bank's higher-than-average interest margins compared
with other state-controlled Uzbek banks and good profitability
(return on equity reached a high 23.4% in 2012), its internal
earnings generation lags behind its rapid asset growth.  The bank
plans an Uzbek sum (UZS15) billion new share issuance for 2013 to
existing shareholders.  We believe this capital increase will not
significantly improve the bank's projected capital ratios.  We
project that the RAC ratio will stay in the range of 5.0%-5.5%
over the next 12-18 months.  Therefore, we have revised our
assessment of the bank's capital and earnings to "moderate" from
"adequate," as our criteria define the terms," S&P said.

"At the same time, we believe the bank has made progress in
improving its risk position. Ipoteka Bank successfully recovered
a number of construction-related problem loans, which resulted in
the ratio of nonperforming loans (overdue by more than 90 days)
to total loans decreasing to 1.4% at year-end 2012 from 3.3% at
year-end 2011.  We also note that the bank has decreased its U.S.
dollar open currency position to less than 20% as of Dec. 31,
2012, from 88% of total equity at year-end 2011.  Ipoteka Bank's
single-name concentrations are very high by international
standards, but in line with those of other state-owned Uzbek
banks.  The bank's top 20 borrowers accounted for 60% of total
loans or almost 470% of total equity.  The largest borrower
accounted for 44% of total loans, but we understand that this
exposure is fully guaranteed by the government, which to some
extent offsets Ipoteka Bank's lack of lending diversity.  We
expect the bank's currently very high lending concentrations to
decrease in the medium term, as the bank grows its retail and
small and midsize enterprises (SME) portfolio.  A combination of
these factors has led us to revise our assessment of the bank's
risk position to "adequate" from "moderate," as our criteria
define these terms," S&P noted.

Other factors that S&P incorporates in its 'B+' long-term rating
on Ipoteka Bank, in addition to its "moderate" capital and
earnings and "adequate" risk position, are S&P's 'b+' anchor for
a commercial bank operating only in Uzbekistan and the bank's
"adequate" business position, "average" funding, and "adequate"
liquidity, as S&P's criteria define these terms.

"We consider the bank to be a government-related entity with a
"high" likelihood of support from the Republic of Uzbekistan.
This reflects our view of its "important" role in the domestic
economy, given its public policy role financing residential
mortgages in urban areas, its role as the main servicer of
Uzbekistan's Treasury and utility companies, and its role as a
finance provider for state-related entities.  Our view of its
"very strong" link with the sovereign reflects the state's 60%
direct and indirect ownership of the bank, as well as its links
with the Uzbek Treasury.  However, the issuer credit ratings on
the bank incorporate no uplift for potential government support
on the basis of our assessment of the sovereign's
creditworthiness, which we derive from publicly available
information," S&P added.

The stable outlook on Ipoteka Bank reflects S&P's assumption that
its business and financial profiles will remain broadly unchanged
over the one-year outlook horizon.

S&P is unlikely to raise the ratings on the bank unless S&P
revises upward its assessment of its stand-alone credit profile
(SACP), and the creditworthiness of the Republic of Uzbekistan
(not rated) improves.  Owing to the link between the ratings on
Uzbek banks and the creditworthiness of the sovereign, bank-
specific factors that could lead to a possible upgrade appear
limited.

At the same time, S&P could lower the ratings if capitalization
continues to deteriorate, with the projected RAC ratio before
adjustments falling to less than 3%.  Material losses from
increased provisioning needs, which could be the result of
deteriorating asset quality or a substantial drop in fee and
commission income, could also lead S&P to lower the ratings on
the bank.



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


* BOOK REVIEW: Land Use Policy in the United States
---------------------------------------------------
Author: Howard W. Ottoson
Publisher: Beard Books
171
Paperback: US$34.95
Review by Gail Owens Hoelscher
Order your personal copy today and one for a colleague at
http://is.gd/tiz2N3

In 1962, marking the 100th anniversary of the signing of the
Homestead Act by President Lincoln, 20 nationally recognized
economists, historians, a political scientist, and a geographer
presented papers at the Homestead Centennial Symposium at the
University of Nebraska. Their task was to appraise the course
that United States land policy had taken since independence. The
resulting papers are presented in this book, grouped into five
major areas: historical background; social factors influencing
U.S. land policy; past, present and future demands for lands in
the U.S.; control of land resources; and implications for future
land policy.

This book begins with a summary of the Homestead Act, its
antecedents, the arguments of its supporters and detractors, and
its intent versus implementation. The Act offered a quarter
section (160 acres) of public land in the West to citizens and
intended citizens for a $14 filing fee and an agreement to live
on the land for five years. The program ended in 1935.
Advocates claimed that frontier lad had no value to the
government until it was developed and began generating tax
revenue. Opponents feared the Act would lower land valued in the
East and pushed for government sale of the land. In practice,
states, territories, railroads and investors were able to set
aside more land than was eventually handed over to the
homesteaders.

One paper deals with land policy before 1862. From the start,
the U.S. required that "all grants of land by the federal
government should embody a description of the land not merely in
quality, but in place as defined by relation to an actual
survey." This policy avoided countless boundary disputes so
vexing to other countries.

Perhaps most interesting are the social history chapters:
Czechoslovakians pushing wheelbarrows across Nebraska,
"Daughters and Sons of the Revolution.(living) next
to.Mennonites," and "an illiterate.neighborly with a Greek and a
Hebrew scholar from a colony of Russian Jews." Mail-order
brides, "defectors from civilization," the importance of the
Mason jar, the Jeffersonian dream of a nation of agrarian
freeholders, and Santayana's observation that the typical
American skitters between visionary idealism and crass
materialism, all make for fascinating reading.

The land-use policy problems discussed certainly haven't been
solved today. And, although land use conflicts in the U.S.
haven't always been resolved equitably, "the big step forward
taken by the United States during the last one hundred and fifty
years in the age-long struggle of man towards the ideals of
mutuality and equity has been the working out of a system
wherein the sovereign superior who prescribes the working-rules
for land use and decision making have become, himself, a
collective of the citizenry."

A chapter is devoted to the arguments between the family farm ad
the "sentiment against concentration of wealth in the hands of a
few." The discussion of the Land Grant college system and its
contribution to international development closes with a quote
from Chester Bowles:

"Can we, now the richest people on earth, become creative
participants in the unprecedented revolutionary changes of our
era, changes that the most privileged people will oppose tooth
and nail, but which for the bulk of mankind offer the hopeful
prospect of a little more food, a little more opportunity, a
doctor for their sick child, and sense of personal dignity?"


                            *********

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
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-241-8200.


                 * * * End of Transmission * * *