TCREUR_Public/130626.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

            Wednesday, June 26, 2013, Vol. 14, No. 125



ALPINE BAU: Vienna Commercial Court Confirms Closure


BANK OF CYPRUS: Fitch Keeps B Covered Bonds Rating on Watch Neg.


GROUPE GAD: Bankruptcy Spurs Protests; Slaughterhouse to Close
PICARD GROUPE: S&P Raises Corp. Rating to 'B+'; Outlook Stable


EUROHOME MORTGAGES: Fitch Cuts Rating on Class A Tranche to 'CCC'
EUROPEAN PROPERTY: Fitch Lowers Ratings on Class D Notes to 'CC'
HECKLER & KOCH: S&P Raises Corporate Credit Rating to 'CCC+'
HEIDELBERGCEMENT AG: Fitch Affirms 'B' LT Issuer Default Rating
WINDERMERE X: Moody's Lowers Rating on EUR64MM C Notes to 'Caa2'


HYPO ALPE-ADRIA: Finance Police Raids Italian Unit's Offices
* ITALY: May Need EU Rescue Within Six Months, Mediobanca Warns


ASHWELL RATED: Moody's Lifts Rating on US$12.5MM Notes to Caa3
SERVUS LUXEMBOURG: Fitch Assigns 'B+' Rating to EUR315MM Notes


BOYNE VALLEY: S&P Raises Rating on Class E Notes to 'BB-'
JUBILEE CDO IV: Moody's Cuts Ratings on Two Note Classes to 'B3'
MAGYAR TELECOM: S&P Cuts Long-Term Corporate Credit Rating to 'D'
RUWAARD VAN PUTTEN: Declared Bankrupt; Fails to Pay Staff Wages


STOCZNIA GDANSK: Biprostal Files Bankruptcy Motion


NIZHNEKAMSKNEFTEKHIM OJSC: Moody's Changes Outlook to Positive
PROFMEDIA LTD: S&P Affirms 'B' Corp. Rating; Outlook Stable
RUSSLAVBANK: Moody's Rates Local-Currency Denominated Debt 'B3'


BANCO POPULAR: S&P Lowers LT Counterparty Credit Rating to 'BB-'

U N I T E D   K I N G D O M

AVIA HEALTH: Needs Capital to Avoid Administration
DUNFERMLINE FC: Potential Buyers to Submit Amended Bids Today
OPCO: In Administration, 70 Jobs at Risk
RENT TEAM: Homes Letting Agency Goes Into Liquidation
SAILTIME LTD: Sailing Membership Firm Enters Liquidation

TAYLOR MOOR: Legal Fund Distributor Placed in Liquidation



ALPINE BAU: Vienna Commercial Court Confirms Closure
Deutsche Presse-Agentur reports that Vienna's commercial court
confirmed Alpine Bau GmbH was formally closed down Monday after
lenders and Spanish owner FCC refused to keep the insolvent firm

Some 5,000 Austrian workers and 1,400 supplier companies are
affected by what is one of the largest Austrian insolvency cases
since the end of World War II, DPA notes.

According to DPA, the court-appointed liquidator said banks and
the FCC conglomerate did not want to inject the necessary
EUR3 million (US$3.9 million) of cash per day to work on
completing existing construction projects in the coming weeks.
Lenders expect to lose some EUR2.6 billion with the closure of
Salzburg-based Alpine, which had ventured into unprofitable
projects in Eastern European and Asian markets, DPA discloses.

Alpine's competitors plan to take over the company's ongoing
construction projects and construction workers, DPA says.

Alpine Bau GmbH operates as a general contractor in Austria and
internationally.  The company focuses on project development
phase to planning and implementation and on to financing and


BANK OF CYPRUS: Fitch Keeps B Covered Bonds Rating on Watch Neg.
Fitch Ratings has maintained Bank of Cyprus' (BoC; 'RD') covered
bonds secured by Cypriot assets on Rating Watch Negative (RWN).
The covered bonds' 'B' rating was originally placed on RWN on
March 28, 2013.

Key Rating Drivers

The covered bonds have been maintained on RWN as there have been
no material changes since March with regards to the road map for
the recapitalization of BOC and the restructuring of the banking
sector, which could affect the covered bonds rating. Fitch is
reviewing the impact of the current recession on the performance
of the residential mortgage portfolio.

Rating Sensitivities

By way of exception to the agency's covered bond rating criteria,
Fitch no longer uses the Long Term Issuer Default Rating (IDR) as
a starting point for its covered bonds credit risk assessment.
However, once BoC's IDR is no longer on 'RD', the rating of the
covered bonds will be affected by positive movements in BoC's

The rating of the covered bonds would be vulnerable to a
deterioration of the performance of the residential mortgage


GROUPE GAD: Bankruptcy Spurs Protests; Slaughterhouse to Close
Pig Progress reports that protests have been dominating a part of
the French pig landscape in May and June due to an impending
closure of the major slaughterhouse of Groupe Gad.

On August 20, the slaughterhouse in the village of Lampaul-
Guimiliau, at about 40 km east of Brest, Britanny, will most
likely close its doors as Groupe Gad filed for bankruptcy, Pig
Progress discloses.

The slaughterhouse is employing 850 people, Pig Progress notes.
According to Pig Progress, an emergency plan for continuation of
Groupe Gad may be set up, but it is unlikely that it will save
the Lampaul-Guimiliau plant, as no other market party has shown
interest in buying it.

Aveltis, Porelia and SyProPorcs, three pork producing
cooperatives in the north of the Finistere department, said that
the loss of competitiveness of French industry has been evident
for several years -- and has worn out companies in the whole of
the business, Pig Progress relates.  It is in this challenging
context that Groupe Gad filed for bankruptcy in February, Pig
Progress states.

Closing the plant in Lampaul-Guimiliau might affect another 4,000
jobs, indirectly dependent on the slaughterhouse, Pig Progress

Groupe Gad is a French independent meatpacker.  It slaughtered
2.4 million pigs last year and had a turnover of EUR453 million.
The company is owned by a regional cooperative and a group of
pork producers in Brittany.  In total, the meatpacker employs
1,650 people, with other plants located in Josselin and St

PICARD GROUPE: S&P Raises Corp. Rating to 'B+'; Outlook Stable
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on France-based frozen food retailer Picard Groupe
S.A.S. to 'B+' from 'B'.  The outlook is stable.

The recovery rating on the EUR300 million senior notes due 2018
issued by one of Picard's holding companies, Picard BondCo, is
unchanged at '4'.  This indicates S&P's expectation of average
(30%-50%) recovery in the event of a payment default.  The issue
rating is raised to 'B+' from 'B', in line with the upgrade of
the corporate credit rating on Picard.

At the same time, the debt rating on the payment-in-kind (PIK)
notes, issued by Picard's other holding company Picard PIKCo is
raised to 'B-' from 'CCC+'.  The issue rating is still two
notches below S&P's corporate credit rating on Picard.  The
recovery rating remains unchanged at '6', indicating S&P's
expectation of negligible (0%-10%) recovery for noteholders in
the event of a payment default.

The upgrade reflects S&P's view that Picard's credit ratios have
markedly improved over the past 12 months.  S&P calculates a cash
EBITDA-to-interest ratio, adjusted for operating leases, of
approximately 3x at fiscal year-end 2013 (ended March 31),
compared with 2.4x in fiscal 2012.  Picard has stabilized its
EBITDA generation at about EUR190 million while repaying
EUR110 million of borrowings.  For the next 12 months, S&P
anticipates that the cash EBITDA-to-interest ratio will remain
near its 3x threshold and that the adjusted debt-to-EBITDA ratio
(including PIK notes and mandatory redeemable preferred shares)
will stay in the 8x-9x range.

"We still view Picard's business profile as "satisfactory,"
despite the impact of the horse meat scandal on Picard's earning
generation, which we consider to be transitory.  Our assessment
is supported by the group's leading position in the French frozen
food market and its above-average profitability.  Furthermore,
Picard's business profile already factors in some degree of
sanitary risk.  We anticipate a small decline in EBITDA
generation in fiscal 2014, based on the assumptions that customer
traffic will gradually normalize and that management will keep
costs under control despite more stringent quality controls and
an increased marketing budget," S&p said.

The stable outlook reflects S&P's expectation that like-for-like
growth rates will gradually return to positive territory and that
the company will maintain strong profitability over the next 12
months.  S&P also believes that the company will keep generating
solid free operating cash flows and maintain adequate liquidity.

In S&P's base-case scenario for the next 12 months, it projects
low-single-digit revenue growth and a moderate erosion of the
adjusted EBITDA margin to about 13%, from approximately 14.5% in
fiscal 2013.

S&P might consider a downgrade if Picard appeared unable to
maintain its cash EBITDA-to-interest ratio in the 2.5x to 3x
range, or approximately 1.0x to 1.5x on a full adjusted basis.
S&P could also lower the rating if Picard's like-for-like
revenues failed to grow.  Finally, S&P would also consider a
downgrade if Picard invested heavily, made a sizable debt-
financed acquisition, or increased shareholder remuneration.

S&P could raise the rating if the adjusted debt-to-EBITDA ratio
were to fall sustainably below 5x.  Such an outcome appears
unlikely in S&P's view, owing to the accrual of the non-cash
interest-paying instruments.


EUROHOME MORTGAGES: Fitch Cuts Rating on Class A Tranche to 'CCC'
Fitch Ratings has downgraded one and affirmed five tranches of
Eurohome Mortgages 2007-1 plc, a pan-European RMBS transactions
with assets located in Italy and Germany, as follows:

Class A (ISIN XS0309227279): downgraded to 'CCCsf' from 'Bsf';
Recovery Estimate 95%

Class B (ISIN XS0309230497): affirmed at 'CCsf'; Recovery
Estimate 0%

Class C (ISIN XS0309232196): affirmed at 'Csf'; Recovery Estimate

Class D (ISIN XS0309232600): affirmed at 'Csf'; Recovery Estimate

Class E (ISIN XS0309233244): affirmed at 'Csf'; Recovery Estimate

Class X (ISIN XS0309234309): affirmed at 'Csf'; Recovery Estimate


Italian Defaults Remain High

The volume of defaulted borrowers in the Italian portion of the
portfolio remains high, with an average EUR1.7 million having
defaulted over the past 12 months. In comparison with an average
EUR300,000 of excess spread being generated by the structure, the
period provisions due each period have been accumulated on the
principal deficiency ledger and are resulting in a cost of carry
for the noteholders. At present the total outstanding balance of
the principal deficiency ledger stands at 12.6% of the total note
balance and is reaching as far as the class B notes.

Given the long foreclosure timing in Italy, recoveries on
foreclosed properties have remained limited (EUR1m) in comparison
with the level of defaults reported to date (EUR40.3m). In
Fitch's view, the timing of recoveries remains uncertain,
particularly in the current environment, where demand for
properties remains limited.

Pipeline of Losses In German Portfolio

At present, the number of loans on which losses have been
realised has been limited to seven (a total of EUR230,000 or 8bps
of the original portfolio balance) compared with 187 loans that
have been terminated and account for 17% of the German portfolio.

Given the high loan-to-value nature of the German portfolio, the
agency expects further losses from the sale of the underlying
assets, which is expected to lead to a further build-up of the
principal deficiency ledger.

Decline in Class A Credit Enhancement

With the utilization of the reserve fund and the limited
prepayments on either portion of the portfolio, the level of
class A credit enhancement has continued to decline, reaching 6%
in June 2013 compared with 8.4% 12 months ago.

Combined with the provisions due on the Italian portion of the
portfolio and limited, if any, recoveries from the sale of the
underlying properties from the Italian portion of the pool, the
agency expects the class B principal deficiency ledger to be
fully utilized in up to nine quarters time. This is expected to
result in a further decline in credit support available to the
class A notes, which is would be fully depleted once the losses
and provisions reach the class A principal deficiency ledger.
Given this forecast, the agency has downgraded the class A notes
to 'CCCsf' indicating the increased likelihood of a default on
the most senior tranche.

Rating Sensitivities

The transaction remains highly dependent on sale proceeds
received from both the German and Italian portion of the
portfolio. Recoveries on defaulted loans will first be used
towards clearing the outstanding principal deficiency ledger and
thereafter towards the top-up of the reserve fund. Given the
significant pipeline of outstanding defaults and terminated
loans, Fitch believes that only high levels of recoveries would
lead to positive rating movements. Given the high loan-to-value
nature of the loans in the two portfolios, the agency believes
that such scenarios are remote.

EUROPEAN PROPERTY: Fitch Lowers Ratings on Class D Notes to 'CC'
Fitch Ratings has downgraded European Property Capital 3 plc's
(EPC 3) notes due 2015, as follows:

EUR40.4 class A (XS0236878525) downgraded to 'BBBsf' from 'Asf';
Outlook Negative

EUR17.8m class B (XS0236879929) downgraded to 'Bsf' from 'BBsf';
Outlook Negative

EUR17.9m class C (XS0236880851) downgraded to 'CCCsf' from 'Bsf';

EUR17.5m class D (XS0236881313) downgraded to 'CCsf' from
'CCCsf'; RE0%

Key Rating Drivers

The downgrades are based on heightened concerns of a timely work
out of the last remaining loan, the EUR93.6 million Randstaadt
loan, prior to the bonds final legal maturity in May 2015, given
the slow sales progress over the past 12 months.

The Randstaadt loan is secured by a portfolio of 16 commercial
assets (14 offices and two industrial units) located in the
Netherlands, which was re-valued in July 2012 at EUR88 million.
This represents a securitized and whole loan-to-value (LTV) ratio
of 110% and 128%, respectively. The portfolio value reduced
significantly from the previous December 2011 valuation of EUR127
million, representing a market value decline of approximately

The weighted average lease term increased to 4.2 years from 3.5
years at the last review. At the same time, there has been a fall
in operating income. However, this is largely due to a reduction
in the portfolio's over-rentedness through new and extended
leases at market rates.

Given the high leverage, a sale of all assets at market rate
would result in losses on the class D notes. However, with less
than two years until bond maturity, Fitch expects significant
discounts to be applied to a piecemeal or portfolio sale, to
attract investors and liquidate the portfolio in a timely
fashion. This makes a full redemption of the class C notes
doubtful by July 2015. Although all surplus income is trapped
(EUR5 million over the past 12 months) to improve asset quality
or redeem the loan, the effectiveness of this cash trap/sweep
will reduce if assets are sold more frequently and new leases
continue to result in rent reductions.

The special servicer removed the managing director of the
borrower group (via an enforcement of issuer held security in the
form exercising of voting rights at the senior borrower level) in
April 2013, which should provide much needed impetus to the
disposal plan. As a result of this action a further property has
been sold on a consensual basis. However it remains to be seen
whether historical inter-creditor conflicts are fully resolved to
allow this plan to be carried out in a timely manner.

Rating Sensitivities

A lack of sales progress over the next six to 12 months, or
continuous sales prices below Fitch's expectations would likely
result in further downgrades of the notes.

Fitch will continue to monitor the performance of the

HECKLER & KOCH: S&P Raises Corporate Credit Rating to 'CCC+'
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on Germany-based defense contractor
Heckler & Koch GmbH to 'CCC+' from 'CCC'.  The outlook is

At the same time, S&P raised its issue rating on Heckler & Koch's
EUR295 million 9.5% senior secured notes due 2018 to 'CCC+' from
'CCC'.  The recovery rating on this instrument is unchanged at
'4', indicating S&P's expectation of average (30%-50%) recovery
in the event of a payment default.

The upgrade reflects S&P's assessment that Heckler & Koch's
liquidity has improved to "less than adequate" from "weak" under
its criteria.  After payment of EUR14 million interest on the
bond on May 15, 2013, remaining cash was EUR18 million and
unrestricted cash was EUR12 million.  This is not as tight as S&P
had expected. Although the liquidity improvements in the first
quarter of 2013 were mainly driven by cash inflows from delayed
deliveries, S&P expects under its base-case scenario no
significant delays in deliveries for the rest of the year,
meaning that Heckler & Koch will have sufficient liquidity to pay
its interest in November 2013 and May 2014.

The rating on Heckler & Koch reflects S&P's assessment of the
company's business risk profile as "weak" and financial risk
profile as "highly leveraged," under its criteria.

S&P's assessment of Heckler & Koch's business risk profile
reflects the company's limited size, exposure to competition, and
high customer concentration.  These risks are partially offset by
Heckler & Koch's strong brand recognition and satisfactory

The company's less than adequate liquidity, very high levels of
debt versus cash flow generation resulting in weak credit
measures, and very aggressive financial policy are the main
reasons for S&P's classification of its financial risk profile as
"highly leveraged."  S&P also believes that Heckler & Koch will
have limited financial flexibility to meet any high-impact, low-
probability events, particularly as the group has only a small
revolving credit facility (RCF) to draw on.

Under S&P's base-case scenario, it estimates that Heckler &
Koch's 2013 revenues will be about 10% lower than in 2012, based
on the current order book and excluding significant postponements
of deliveries from the fourth quarter of 2012 to the first
quarter of 2013.  S&P also assumes that potentially negative
effects of defense spending cuts introduced by various European
governments, particularly the U.K. government, will be mostly
offset by new contracts in other geographic regions.  The group's
Standard & Poor's-adjusted EBITDA margin for financial 2012 stood
at 20.5%, but S&P anticipates that the margin for financial 2013
will improve to about 21% due to higher sales and changes in its
product and customer mix.  For 2013, S&P expects that the company
will maintain that level.

Under S&P's base-case credit scenario, it estimates that Heckler
& Koch's ratios of debt to EBITDA and funds from operations (FFO)
to debt will stay at about 7.0x and 5%, respectively, by
financial year-end Dec. 31, 2013.

The negative outlook reflects S&P's concerns about potential cash
flow volatility due to order or cash receipt delays that could
negatively affect liquidity over the next 12 months.  Liquidity
is strongly dependent on the timing of order delivery, which has
shown some volatility in recent years and is to some degree not
predictable.  Coupled with the high level of debt, any delay in
cash receipts will impair working capital and, if significant,
also liquidity, leading S&P to consider a downgrade.

"Under our base case, we believe that Heckler & Koch's liquidity
is sufficient for it to meet its financing needs over the next 12
months.  We note, however, that despite satisfactory
profitability, Heckler & Koch's cash generation is less than
adequate, and, as a result, limited downward diversions from our
base-case assumptions could create significant liquidity stress.
We might consider a negative rating action if the order book was
much weaker than we currently anticipate, or if liquidity
deteriorated significantly, to the extent that the group was
unable to meet its operating needs or financial obligations,
specifically its cash interests," S&P said.

Given S&P's assessment of Heckler & Koch's liquidity as "less
than adequate," an outlook revision to stable or an upgrade would
depend on the group's ability to further improve its financial
flexibility through stronger cash amounts, and access to credit
facilities that could provide additional cover if operating needs
were to arise unexpectedly.

HEIDELBERGCEMENT AG: Fitch Affirms 'B' LT Issuer Default Rating
Fitch Ratings has affirmed Germany-based HeidelbergCement AG's
Long-term Issuer Default Rating (IDR) at 'BB+' and Short-term IDR
at 'B'. The Outlook on the Long-term IDR is Stable. The agency
also affirmed the senior unsecured rating of debt issued by HC's
related entities, HeidelbergCement Finance BV, HeidelbergCement
Luxembourg SA and Hanson Ltd at 'BB+'.

The rating affirmation and the Stable Outlook reflect Fitch's
expectations that, despite the improving operating performance,
deleveraging will slow in the next 12-18 months, mainly due to
the increase in capex. Credit metrics are therefore expected to
remain in line with the current rating.


-- Challenging Market Outlook: The operating environment remains
   challenging in Europe, where volumes could drop by high
   single-digit rates in 2013. Fitch expects a slow recovery in
   North America and sustained growth in emerging markets.
   Pressure on margins could ease further, as the price recovery
   continues. However, major risks persist as the recovery in US
   could prove fragile and cost inflation remains an issue in
   many emerging markets.

-- Successful Cost Cutting: Margins are supported by the
   successful cost-cutting measures. The company has increased
   its savings targets for 2013 to EUR240 million from EUR200
   million, following overachievement of savings targets over the
   past two years. It is also implementing additional logistics
   efficiency measures and a new pricing policy. Coupled with a
   moderation in input cost inflation, these measures should
   improve earnings in 2013.

-- Debt Reduction to Decelerate: Deleveraging will continue in
   2013 and 2014, although at a slower pace. We expect funds from
   operations (FFO) gross leverage in excess of 4.0x in both 2013
   and 2014, driven by a capacity increases in emerging markets.
   "We forecast capex above EUR1.2 billion over the next two
   years from EUR800 million-EUR900 million per annum in 2011 and
   2012," Fitch says.

-- Investment Grade Business Profile: HeidelbergCement's business
   profile is compatible with an investment grade rating, thanks
   to its geographical diversification and solid market
   positioning, as it is the world leader in aggregates and is
   among the top-three producers in the cement sector. The rating
   is constrained at the current level by leverage that is not
   commensurate to an investment grade level.


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

-- A higher and faster deleveraging with FFO gross leverage
   declining below 3.5x on a sustainable basis

-- Maintaining a positive free cash flow (FCF) on a sustained

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

-- A deterioration of the trading activity affecting operating
   cash flow generation and resulting in FFO gross leverage in
   excess of 4.5x on a sustainable basis and in a negative FCF.

WINDERMERE X: Moody's Lowers Rating on EUR64MM C Notes to 'Caa2'
Moody's Investors Service has taken rating actions on the
following classes of Notes issued by Windermere X CMBS Limited
(amounts reflect initial outstanding):

Issuer: Windermere X CMBS Limited

EUR1180M A Note, Affirmed A2 (sf); previously on Oct 27, 2011
Downgraded to A2 (sf)

EUR56M B Note, Affirmed Baa3 (sf); previously on Oct 27, 2011
Downgraded to Baa3 (sf)

EUR64M C Note, Downgraded to Caa2 (sf); previously on Oct 27,
2011 Downgraded to Ba3 (sf)

EUR0.05M X Note, Downgraded to B2 (sf); previously on Aug 22,
2012 Downgraded to Ba3 (sf)

Moody's does not rate the Class D, Class E and Class F Notes.

Ratings Rationale:

The downgrade action on the Class C Notes reflects Moody's
increased loss expectation for the pool since its last review.
This is primarily due to an increase in the refinancing risk for
the Bridge (40% of the pool) and Fortezza (12%) loans and the
actual and expected value deterioration across the majority of
the securitized properties.

Interest Only (IO) ratings are sensitive to changes in expected
loss of the loan pools that they reference. The rating on the
Class X Notes is downgraded because the realized and future
expected losses have increased compared to when the Class X Notes
were downgraded in August 2012.

The ratings on the Class A and B Notes are affirmed because their
current credit enhancement levels of 29% and 23% respectively are
sufficient to maintain their rating despite the increased loss
expectation for the pool.

The key parameters in Moody's analysis are the default
probability of the securitized loans (both during the term and at
maturity) as well as Moody's value assessment for the properties
securing these loans. Moody's derives from those parameters a
loss expectation for the securitized pool.

This section of the PR shall address (i) what the key assumptions
underpinning the rating are, (ii) how would the rating move if
those assumptions were to be different, and (ii) what are the
main uncertainties around them.

Three of the eight loans in the pool -- representing 6.5% of the
securitized balance -- have defaulted due to a payment default or
LTV covenant breach and are in special servicing. Moody's assumes
that the Bridge loan (40% of the pool) and the Fortezza loan (the
cross-collateralized "IFB and Pavia Fortress I" and "Naples Enel
Tower Fortress II", together 12%) will default on their maturity
in January 2014 and only expects the Tour Esplanade (30%) and the
Thunderbird loans (11%) to repay as scheduled. Moody's default
probability assumption for the pool is high (50%-75%).

Moody's current weighted average A-loan and whole loan LTV for
the pool is 103% and 107% respectively. In comparison, the
Underwriter (UW) A-loan LTV is 78% and the whole loan LTV is 81%.
Moody's value for the whole securitized portfolio is almost 22%
lower at EUR 882 million versus the reported EUR 1,127 million UW

Based on Moody's revised assessment of the loans' default
probability and underlying property value, the loss expectation
for the remaining pool is significant (5%-25%). Moody's has a 0%-
25% loss expectation for the Bridge loan, a 25%-50% loss
expectation for the Fortezza loan and no loss on the Tour
Esplanade and Thunderbird loans.

The securitized portfolio is highly bifurcated in terms of loan
quality. The Tour Esplanade loan secured by an office tower in La
Defense, Paris, with a new 13 year lease to the French
government, is a very strong loan. The Thunderbird loan secured
by multi-family properties in Germany is also a good loan with
very active sponsor. The Thunderbird loan is due to repay in
October 2013 and while the Tour Esplanade loan only matures in
October 2016, in Moody's opinion it is very likely that this loan
would prepay before its maturity date. Such a repayment scenario
results in a remaining pool of defaulted or weak loans from a
credit perspective, which would have an expected loss over 1.5
times the current pool expected loss. Moody's has assessed the
impact of this scenario on the Class A and B Notes and due to the
significant increase in credit enhancement for these classes,
there would be no rating impact, all else equal.

In general, Moody's analysis reflects a forward-looking view of
the likely range of commercial real estate collateral performance
over the medium term. From time to time, Moody's may, if
warranted, change these expectations. Performance that falls
outside an acceptable range of the key parameters such as
property value or loan refinancing probability for instance, may
indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. There may
be mitigating or offsetting factors to an improvement or decline
in collateral performance, such as increased subordination levels
due to amortization and loan re- prepayments or a decline in
subordination due to realized losses.

Primary sources of assumption uncertainty are the current
stressed macro-economic environment and continued weakness in the
occupational and lending markets. Moody's anticipates (i) lending
will remain constrained over the next years, while subject to
strict underwriting criteria and heavily dependent on the
underlying property quality, (ii) strong differentiation between
prime and secondary properties, with further value declines
expected for non-prime properties, and (iii) occupational markets
will remain under pressure in the short term and will only slowly
recover in the medium term in line with anticipated economic
recovery. Overall, Moody's central global macroeconomic scenario
for the world's largest economies is for only a gradual
strengthening in growth over the coming two years. Fiscal
consolidation and volatility in financial markets will continue
to weigh on business and consumer confidence, while heightened
uncertainty hampers spending, hiring and investment decisions. In
2013, Moody's expects no growth in the Euro area and only slow
growth in the UK.

The principal 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.

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarized in a press
release dated August 22, 2013. The last Performance Overview for
this transaction was published on May 10, 2013.

In rating this transaction, Moody's used both MoRE Portfolio and
MoRE Cash Flow to model the cash-flows and determine the loss for
each tranche. MoRE Portfolio evaluates a loss distribution by
simulating the defaults and recoveries of the underlying
portfolio of loans using a Monte Carlo simulation. This portfolio
loss distribution, in conjunction with the loss timing calculated
in MoRE Portfolio is then used in MoRE Cash Flow, where for each
loss scenario on the assets, the corresponding loss for each
class of notes is calculated taking into account the structural
features of the notes. As such, Moody's analysis encompasses the
assessment of stressed scenarios.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

Moody's Portfolio Analysis

Currently, eight loans of the initial 16 remain in the pool and
are secured by first-ranking legal mortgages over 52 properties.
The pool exhibits above average diversity in terms of geographic
location. By UW value, 55.5% of the properties are in Germany,
27.9% are in France, 13.4% in Italy and 3.3% in the Netherlands.
The properties are predominantly office (88.5%) and mixed use
(9.7%, most of which is multifamily with some commercial units).
Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Large
multi-borrower transactions typically have a Herf of less than 10
with an average of around 5. This pool has a Herf of 3.5 compared
to a Herf of 8.2 at closing.

Of the eight loans that have left the pool since closing, the
Woolworth Boenen was worked out in October 2012 with a 95%
(EUR46.5 million) loss on the securitized loan portion. Moody's
loss expectation was the same. The three smallest loans are all
special servicing. Moody's loss expectation on the Dutch office
Tresforte loan (7% of the pool) is 50%-75%. The loss expectation
on the Lightning Dutch and Built loans is 0%-25%.

The largest loan in the portfolio, the Bridge loan (EUR342.1
million -- 40% of the pool) matures in January 2014 and in
Moody's view, a successful refinancing of the loan is not likely.
The loan is secured by six large office properties located in
Germany with concentrations in the greater Frankfurt area and
Berlin. Four of the properties are effectively single let. As
such, value volatility is high given the binary risk associated
with single tenancy. The largest property in the portfolio (25%
by UW value) is a 39 thousand square meter building in Eschborn,
let to Vodafone until September 2017. According to a number of
market news sources, Vodafone has commissioned the building of a
new office property in Escborn which will replace their current
one. This is a major concern for the Bridge loan as the
securitized Eschborn property will likely be vacant by 2017 in a
market that is over-supplied and already has a market vacancy
rate of 18.4% (CBRE Q1 2013 data). Moody's has a 65% value
haircut to the EUR129.46 million 2006 market value for this
property. The second largest property (23% by UW value) is
located in Frankfurt and let to Deutsche Bahn (rated Aa1) until
December 2024.

Overall, Moody's value for the portfolio is EUR296 million with a
6.7% yield. The 40% total haircut to the closing UW portfolio
value reflects: (i) the over-rented nature of some of the
properties; (ii) the risk related to two of the single tenanted
properties where the leases end in 2017; (iii) the high lease
roll-over for the two multi-let properties; and (iv) and the fact
that some of the properties were significantly over-valued at
closing. The sponsor of the loan is Fortress (the property is in
a closed-end fund) and Moody's doesn't expect much sponsor
support for the loan. In Moody's view, the most likely scenario
is that the loan will default in January 2014 and the servicer
will aim for a consensual sale process provided the sponsor is

The second largest loan, the Tour Esplanade loan (EUR257 million
-- 30% of the pool) is secured by a single let office tower in La
Defense, Paris. The current tenant, SFR will move out at the end
of 2013 and the French Government "L'Etat Francais" will take up
the whole property from around July 1, 2014 on a 13 year lease
with no breaks. The remaining lease terms have not been disclosed
by the servicer. The sponsor, Tishman Speyer will carry out a
capex program funded from equity before the new tenant moves in.
This is a highly positive development for this loan as with the
successful property repositioning, there is a high probability,
in Moody's opinion that this loan will prepay before its maturity
date in October 2016. Moody's value is EUR353 million.

The third largest loan, the Fortezza loan (EUR103.5 million --
12% of the pool) comprises two cross collateralized loans -- one
secured by an office tower in Naples let to Enel until end 2017
and the other secured by five office properties throughout Italy
with Enel and ASL as the main tenants. Overall, the exposure to
Enel, the principal electric utility company in Italy (rated
Baa2) is 75%. ASL contributes16.5% to the rental income and Wind
Telecom 8.7%. Moody's value for the portfolio is EUR94 million
and as such, the loan is expected to default on its maturity date
in January 2014. The sponsor is also Fortress.

Portfolio Loss Exposure: To date, EUR46.5 million of losses have
been realized on the securitized portion of the loans which have
been partially or fully allocated to the Class E and F Notes.
Moody's expects a significant amount of losses on the remaining
securitized portfolio as a whole and expects that that losses
will eventually reach the Class C notes. Given the default risk
profile and the anticipated work-out strategy for defaulted and
potentially defaulting loans, the majority of the expected losses
are likely to crystallize only closer to the legal final of the


HYPO ALPE-ADRIA: Finance Police Raids Italian Unit's Offices
Sonia Sirletti and Boris Groendahl at Bloomberg News report that
the finance police are searching the offices of the Italian unit
of Hypo Alpe-Adria-Bank International AG as part of a fraud

According to Bloomberg, the police said in a statement yesterday
that Hypo Alpe Adria Bank SpA, based in Udine, Italy, allegedly
defrauded clients of at least EUR30 million (US$39.4 million)
from 2008 to 2013, applying higher interest rates to more than
14,000 leasing contracts.

A spokesman, Nikola Donig, told Bloomberg that Hypo Alpe's parent
company has already taken measures against former managers and is
cooperating with authorities.

Mr. Donig, as cited by Bloomberg, said that the Italian unit of
the nationalized Austrian lender set aside cash last year to
reimburse clients and will create additional provisions this

Bloomberg relates that finance police Colonel Stefano Commentucci
said the unit and five managers at that time are also under

                            Bad Bank

As reported by the Troubled Company Reporter-Europe on June 14,
2013, Reuters disclosed that Austrian Finance Minister Maria
Fekter said the country was seeking "creative" ways to clean up
ailing nationalized lender Hypo Alpe Adria, rejecting the option
of a "bad bank" that would hit state finances before elections.
Ms. Fekter also said she was confident she could get more time
from the European Commission for an orderly wind-down of the bank
that Austria took over in 2009 and which eked out a small profit
last year, according to Reuters.

Hypo Alpe-Adria International AG is a subsidiary of BayernLB.  It
is active in banking and leasing.  In banking, HGAA serves both
corporate and retail customers and offers services ranging from
traditional lending through savings and deposits to complex
investment products and asset management services.

* ITALY: May Need EU Rescue Within Six Months, Mediobanca Warns
Ambrose Evans-Pritchard at The Telegraph reports that Mediobanca,
Italy's second biggest bank, has warned privately Italy is likely
to need an EU rescue within six months as the country slides into
deeper economic crisis and a credit crunch spreads to large

According to the Telegraph, Mediobanca said its "index of
solvency risk" for Italy was already flashing warning signs as
the worldwide bond rout continued into a second week, pushing up
borrowing costs.

"Time is running out fast," the Telegraph quotes Mediobanca's top
analyst, Antonio Guglielmi, as saying in a confidential client
note.  "The Italian macro situation has not improved over the
last quarter, rather the contrary.  Some 160 large corporates in
Italy are now in special crisis administration."

The report warned that Italy will "inevitably end up in an EU
bail-out request" over the next six months, unless it can count
on low borrowing costs and a broader recovery, the Telegraph

Italy's EUR2.1 trillion (GBP1.8 trillion) debt is the world's
third largest after the US and Japan, the Telegraph notes.
According to the Telegraph, any serious stress in its debt
markets threatens to reignite the eurozone crisis.  This may
already have begun after the US Federal Reserve signaled last
week that it will begin to drain dollar liquidity from the global
system, the Telegraph states.

Mediobanca, as cited by the Telegraph, said the trigger for a
blow-up in Italy could be a bail-out crisis for Slovenia or an
ugly turn of events in Argentina, which has close links to
Italian business.


ASHWELL RATED: Moody's Lifts Rating on US$12.5MM Notes to Caa3
Moody's Investors Service has upgraded the rating of the
following notes issued by Ashwell Rated S.A.:

Issuer: Ashwell Rated S.A. - Series 13 & 14 (Constellations
Synthetic CDO 2007-2)

Series 13 $12,500,000 Tranche 13-A-$1 Notes due June 2014,
Upgraded to Caa3 (sf); previously on Mar 10, 2009 Downgraded to
Ca (sf)

Ratings Rationale:

This transaction is a collateralized debt obligation (the
"Collateralized Synthetic Obligation" or "CSO") referencing a
static portfolio of corporate entities.

Moody's explained that the rating action is the result of the
improved credit profile of the notes given the short time to
maturity. The current subordination of the notes is 1.9% and
there have been no additional credit event since last year. Class
13 has a credit observation period left of one year and will
mature in June 2014. Moody's believes that the residual 1.9%
credit enhancement could potentially absorb four additional
credit events without causing any loss to the note holders.
Moody's considers however that the current subordination of the
notes remains materially low and the risk of additional credit
events remains high as approximately 15% of the portfolio remains
rated B1 and below.

Key model inputs used by Moody's in its analysis may be different
from the manager/arranger's reported numbers. In particular,
rating assumptions for all publicly rated corporate credits in
the underlying portfolio have been adjusted for "Review for
Possible Downgrade", "Review for Possible Upgrade", or "Negative

CSO notes' performance may also be impacted either positively or
negatively by 1) variations over time in default rates for
instruments with a given rating, 2) variations in recovery rates
for instruments with particular seniority/security
characteristics, 3) uncertainty about the default and recovery
correlations characteristics of the reference pool and 4)
divergence in legal interpretation of CDO documentation by
different transactional parties due to embedded ambiguities.
Given the tranched nature of Corporate CSO liabilities, rating
transitions in the reference pool may have leveraged rating
implications for the ratings of the Corporate CSO liabilities,
thus leading to a high degree of volatility. All else being
equal, the volatility is likely to be higher for more junior or
thinner liabilities.

The principal methodology used in this rating was "Moody's
Approach to Rating Corporate Collateralized Synthetic
Obligations" published in September 2009.

No additional cash flow analysis or stress scenarios have been
conducted as the rating was derived.

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.

SERVUS LUXEMBOURG: Fitch Assigns 'B+' Rating to EUR315MM Notes
Fitch Ratings has assigned Servus Luxembourg Holding S.C.A.'s
EUR315 million five-year senior secured notes a final rating of

The proceeds refinance existing senior and mezzanine debt of
approximately EUR242 million and fund a distribution to
shareholder of EUR81.2 million as well as a distribution to
holders of profit participating instruments of EUR12.1 million.
The notes benefit from guarantees from major subsidiaries as well
as from a guarantee from the parent company (Servus Holdco
S.a.r.l. Luxembourg (Stabilus); B/Stable) and are secured by
first-priority liens over collateral (while enforcement proceeds
are first allocated to super senior ranking debt). Fitch notes
that the notes allow for up to 50% of cumulative net income to be
paid-out as dividends.

Stabilus' 'B' IDR factors in the changed capital structure
following the issue of the notes and the establishment of a new
EUR25 million super senior revolving credit facility (RCF) that
matures after four years and nine months.

The new super senior RCF of a committed EUR25 million plus an
optional EUR15 million increase ranks ahead of the notes and its
utilization is subject to a covenant test. The resulting total
EUR40 million prior ranking debt is permanent, as the existing
super senior RCF can be replaced within the lifetime of the
notes. Additionally, certain hedging liabilities as well as up to
EUR7.5 million for indemnities related to the previous financing
rank ahead of the notes at the level of the super senior RCF.

Moreover, the notes' documentation also allows for Stabilus to
re-leverage. The parent company may assume further debt provided
a fixed-charge cover test of 2.0 is met. Secured debt ranking
equal to the notes may be incurred by the issuer of the notes if
the consolidated debt/EBITDA ratio is below 3.25x.


Favorable Business Profile

Approximately 64% of Stabilus' revenues stem from its automotive
segment. The second-largest segment is industrials (30% of
sales). After-market sales, which typically enjoy higher
operating margins, are so far marginal.

Stabilus' main product -- gas springs (used in all business
segments) -- has achieved commoditization status and Stabilus is
the market leader with a significant distance to its competitors.
This ensures high economies of scale and cash-generating
abilities. However, overall product diversification and the
relative significance of Stabilus' products -- mainly components
-- for OEMs remains limited.

The company has a solid track record of strong relations with its
customers and benefits from strong customer diversification both
in its automotive and industrial segments. The top three
customers account for approximately 26% of revenues, with the 10
largest customers in automotive accounting for approximately 50%
of the segment's revenues. Stabilus is also present in the high-
growth market of electromechanical opening and closing systems
(power rise systems). Profitability in its smallest business
division, swivel chairs (6% of revenues), is weak. The division
is currently subject to a turnaround program.

Strong Profitability

Stabilus enjoys strong profitability compared with its peer group
(in particular other automotive suppliers) with an EBITDAR-margin
of 16.7% in FY2012. Cash flow generation was also strong with
funds from operations (FFO)/sales at 10% and free cash flow (FCF)
of 3.3%. Moreover, the company has generated positive FCF since
restructuring in 2010. Fitch expects lower but still positive FCF
in 2013, with improvements to more than 2% again in 2014.

Debt Levels

The debt levels and key financial metrics are commensurate for
the assigned default rating level. Total adjusted debt/EBTIDAR
was 4.4x and FFO adjusted leverage was 5.6x at end-FY2012. At
end-FY2013, following refinancing, Fitch expects total adjusted
debt/EBITDAR to be around 4.5x, FFO adjusted leverage of 5.1x,
while FFO interest coverage ratio is estimated at around 3x on a
full year basis. Fitch has not treated any of the profit
participating instruments as debt due to their characteristics
which are similar to equity, in particular the absence of
material independent enforcement rights.

Increased Competitive Risk

Stabilus has successfully positioned itself as a systems supplier
of automated, electromechanical opening and closing systems and
therefore moves up the scale in terms of importance for the OEMs.
However, in this segment, Stabilus competes with much larger and
more diversified suppliers, which are expected to react to the
group's ambitious growth plans in this segment. In addition, this
segment is likely to have higher R&D and capex requirements.

Cyclicality and Fixed Cost Base

Stabilus predominantly operates in mature markets, marked by the
high volatility and cyclicality of new vehicle sales and
industrial products manufacturing (e.g. heavy-weight vehicles).
This is particularly relevant as Stabilus' fixed cost base is
high and a material adverse change in demand for its products
would likely damage its profitability and cash-flow generation


Future developments that could lead to positive rating actions

-- Successful execution of the strategy to further grow the
    business and at the same time enhance diversification from
    a product standpoint as well as geographically

-- FFO adjusted leverage is sustainably below 4x.

-- FFO interest cover improves to 3.5x or above.

Future developments that could lead to negative rating action

-- FFO adjusted leverage going to or above 6x.

-- FCF margins deteriorating to a level of below 1%.

Expected Recovery for Creditors Upon Default

The senior secured notes' 'B+'/'RR3' rating reflects Fitch's
expectation of above average recoveries in the range of 51%-70%.
The instrument rating is reflective of Stabilus' elevated FFO
adjusted leverage above 5x and takes into account a EUR25 million
super senior RCF and up to EUR7.5 million of indemnities both
effectively ranking ahead of the bond. Driving these recovery
expectations is an estimated post-restructuring EBITDA
approximately 35% below the group's 2012 EBITDA to reflect a
hypothetical adverse scenario of depressed sales and compressed
margins as a function of high operational leverage and earnings
cyclicality. Combined with an estimated going concern multiple of
5x enterprise value/ EBITDA, this results in a more favorable
valuation than the agency's alternative estimation of a
liquidation scenario.


BOYNE VALLEY: S&P Raises Rating on Class E Notes to 'BB-'
Standard & Poor's Ratings Services raised its credit ratings on
Boyne Valley B.V.'s class A-1, A-2b, B, C-1, C-2, D, E, and class
T combination notes.  At the same time, S&P has affirmed its 'AAA
(sf)' rating on the class A-2a notes.

The rating actions follow S&P's assessment of the transaction's
performance using data from the April 30, 2013 trustee report.
S&P has also applied its 2012 counterparty criteria.

S&P subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated class at
each rating level.  In S&P's analysis, it used the reported
portfolio balance that it considers to be performing
(EUR290,252,946), the current weighted-average spread (3.94%),
and the weighted-average recovery rates that S&P considered
appropriate.  S&P incorporated various cash flow stress scenarios
using alternative default patterns and levels, in conjunction
with different interest and currency stress scenarios.

From S&P's analysis, it has observed that EUR83.5 million of the
class A-1 notes and EUR22.5 million of the class A-2a notes have
paid down since its Feb. 1, 2012 review of the transaction.  In
S&P's view, this has increased the available credit enhancement
for the class A-1, A-2a, A-2b, B, C-1, C-2, D, and E notes.
Although the pool's credit quality has deteriorated, S&P has
observed that the maximum ratings achieved under the largest
obligor default test for all of the notes has not changed since
S&P's previous review.  This is a supplemental stress test that
S&P introduced in its 2009 criteria update for corporate
collateralized debt obligations (CDOs).

S&P has observed that non-euro-denominated assets comprise 10% of
the aggregate collateral balance.  A cross-currency swap
agreement hedges these assets.  In applying S&P's 2012
counterparty criteria, it considered cash flow scenarios for the
class A-1, A-2a, A-2b, and B notes where the hedging counterparty
does not perform and therefore the transaction is exposed to
changes in currency rates.  S&P has not applied these scenarios
to the class C-1, C-2, D, E, and class T combination notes
because the ratings are lower than the ratings on the swap

The results of S&P's credit and cash flow analysis, as well as
the application of its 2012 counterparty criteria, indicated that
the class A-1, A-2b, and B notes' available credit enhancement is
now commensurate with a higher rating than previously assigned.
S&P has therefore raised its ratings on these notes.

S&P has raised its ratings on the class C-1, C-2, D, E, and class
T combination notes because its cash flow analysis indicates that
the available credit enhancement is now commensurate with higher
ratings than previously assigned.

In S&P's opinion, the available credit enhancement for the class
A-2a notes is commensurate with the currently assigned rating,
taking into account the results of its credit and cash flow
analysis and the application of its 2012 counterparty criteria.
S&P has therefore affirmed its 'AAA (sf)' rating on the class A-
2a notes.

Boyne valley is a 2005-vintage cash flow collateralized loan
obligation (CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms, managed by GSO Capital
Partners International LLP.  Its reinvestment period ended in
March 2010.


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

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



Class          Rating          Rating
               To              From

Boyne Valley B.V.
EUR419 Million Secured Floating-Rate and Subordinated Notes

Ratings Raised

A-1            AAA (sf)        AA+ (sf)
A-2b           AAA (sf)        AA+ (sf)
B              AA+ (sf)        AA- (sf)
C-1            A- (sf)         BBB- (sf)
C-2            A- (sf)         BBB- (sf)
D              BBB- (sf)       BB+ (sf)
E              BB- (sf)        B+ (sf)
T Combo        BBB- (sf)       BB+ (sf)

Rating Affirmed

A-2a           AAA (sf)

JUBILEE CDO IV: Moody's Cuts Ratings on Two Note Classes to 'B3'
Moody's Investors Service has taken the following rating actions
on notes issued by Jubilee CDO IV B.V.:

EUR36.2M Class B-1 Floating Rate Notes due 2019, Upgraded to A1
(sf); previously on Aug 16, 2011 Upgraded to A2 (sf)

EUR13M Class B-2 Fixed Rate Notes due 2019, Upgraded to A1 (sf);
previously on Aug 16, 2011 Upgraded to A2 (sf)

EUR9.4M Class D-1 Deferrable Floating Rate Notes due 2019,
Downgraded to B3 (sf); previously on Aug 16, 2011 Upgraded to B1

EUR7M Class D-2 Deferrable Fixed Rate Notes due 2019, Downgraded
to B3 (sf); previously on Aug 16, 2011 Upgraded to B1 (sf)

EUR20M (current rated balance outstanding EUR7.4) Class T
Combination Notes, Upgraded to Aa1 (sf); previously on Aug 16,
2011 Upgraded to Aa2 (sf)

Moody's also affirmed the ratings of the following notes issued
by Jubilee CDO IV B.V.:

EUR258.3M (current amount outstanding EUR105.2) Class A Floating
rate Notes due 2019, Affirmed Aaa (sf); previously on Aug 16,
2011 Upgraded to Aaa (sf)

EUR36.9M Class C Deferrable Floating Rate Notes due 2019,
Affirmed Ba1 (sf); previously on Aug 16, 2011 Upgraded to Ba1

The ratings of the combination notes address the repayment of the
rated balance on or before the legal final maturity. The 'rated
balance' is equal at any time to the principal amount of the
combination note on the issue date minus the aggregate of all
payments made from the issue date to such date, either through
interest or principal payments. The rated balance may not
necessarily correspond to the outstanding notional amount
reported by the trustee.

Jubilee CDO IV B.V., issued in August 2004, is a Collateralized
Loan Obligation backed by a portfolio of mostly high yield
European and US loans. The portfolio is managed by Alcentra
Limited. This transaction has ended the reinvestment period in
October 2010.

Ratings Rationale:

According to Moody's, the rating actions taken on the class B-1
and B-2 notes are primarily a result of significant amortization
of the Class A notes and subsequent improvement of the senior
overcollateralization ratio. The downgrades of the Class D-1 and
Class D-2 notes are driven by a deterioration in the credit
quality of the underlying collateral pool, deterioration in the
reported class D overcollateralization ratio and increased
exposure to assets rated below B3 and long dated assets.

Moody's notes that the Class A notes have been paid down by
approximately 59% or EUR153.1 million since closing, 15% in the
last two payment dates and 42% or EUR109.0 million since the last
rating action in August 2011. As a result of the deleveraging,
the senior overcollateralization ratios have increased since the
last rating action in August 2011. As of the latest trustee
report dated May 20, 2013, the Class A/B and Class C
overcollateralization ratios are reported at 141.87% and 114.50%,
respectively, versus August 2011 levels of 128.56% and 112.76%,
respectively. Conversely, the reported Class D OC ratio
deteriorated to 105.46% from 106.92% since the last rating
action. All related overcollateralization tests are currently in

Deterioration in the credit quality is observed through a worse
average credit rating of the portfolio (as measured by the
weighted average rating factor "WARF") and an increase in the
proportion of securities from issuers rated Caa1 and below. In
particular, as of the latest trustee report in May 2013, the WARF
is 3164 compared to 2991 in June 2011 upon which the last rating
action was based. Securities rated Caa1 or lower currently make
up approximately 13.40% of the underlying portfolio versus 6.10%
in June 2011.

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 May 2013 trustee
report, reference securities that mature after the maturity date
of the notes currently make up approximately 6.95% 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.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of EUR 229.4 million, defaulted par of EUR 2.1
million, a weighted average default probability of 27.7%
(consistent with a WARF of 3993) over a weighted average life of
3.71, a weighted average recovery rate upon default of 42.35% for
a Aaa liability target rating, a diversity score of 24 and a
weighted average spread of 4.15%. 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
78.14% of the portfolio exposed to first lien senior secured
corporate assets would recover 50% upon default, while the
remainder non first-lien loan corporate assets would recover 15%.
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 analysis, 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 26.67% of the portfolio are
European corporate rated B3 and below and maturing between 2014
and 2016, which may create challenges for issuers to refinance.
Approximately 11.42% of the portfolio is exposed to obligors
located in Ireland and Spain. Moody's considered model runs where
the base case WARF was increased to 4420 and 4688 by forcing
ratings on 25% and 50% of such exposure to Ca. These runs
generated model outputs that were within one and two notches 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 are described

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. Faster amortization
would usually benefit the ratings of the senior notes.

2) Moody's also notes that around 48.7% 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. 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.

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 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 CDOEdge

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. As such, 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.

On March 12, 2013, Moody's released a report, which describes how
sovereign credit deterioration impacts structured finance
transactions and the rationale for introducing two new parameters
into its general analysis of such transactions. In the coming
months, Moody's will update its methodologies relating to multi-
country portfolios including the one for Collateralized Loan
Obligations (CLOs) as well as for other types of collateralized
debt obligations (CDO), asset-backed commercial paper (ABCP) and
commercial mortgage-backed securities (CMBS). Once those
methodologies are updated and implemented, the rating of the
notes affected by these rating actions may be negatively

MAGYAR TELECOM: S&P Cuts Long-Term Corporate Credit Rating to 'D'
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Netherlands-based holding company
Magyar Telecom B.V. to 'D' from 'CC'.  At the same time, S&P
lowered its issue rating on Magyar Telecom's EUR350 million
senior secured notes due 2016 to 'D' from 'CC'.  S&P also removed
all ratings from CreditWatch with negative implications, where it
placed them on June 19, 2013.

The rating action follows the company's decision to not make the
June 15 coupon payment on its EUR350 million senior secured notes
within a five-business-day grace period that expired on June 21,
2013.  According to S&P's criteria, it applies a uniform five-
business-day standard with respect to grace periods, irrespective
of the company's 30-day grace period under the notes'
documentation.  Accordingly, S&P considers a coupon payment made
more than five business days after the due date to be a default
under its criteria.

Magyar Telecom is the holding company for Invitel Tavkozlesi ZRt
(Invitel), the second-largest fixed-line telecommunications,
cable-TV, and broadband Internet services provider in Hungary.

On June 17, 2013, the company announced that it believed it was
in all stakeholders' interests to reach an agreement regarding
its overall capital structure and the treatment of the June
coupon payment.  S&P understands that the company will review its
decision to make the interest payment before the end of the 30-
day grace period.

S&P will review its ratings on Magyar Telecom, including its
base-case assumptions, once the company has completed the
strategic review of its capital structure.

RUWAARD VAN PUTTEN: Declared Bankrupt; Fails to Pay Staff Wages
--------------------------------------------------------------- reports that the Ruwaard van Putten hospital has
gone bankrupt because it cannot pay its staff wages.

The hospital has been in financial trouble for some time and was
declared bankrupt on Monday, discloses.

The hospital hit the headlines last November because of the
"inexplicably high" death rate at its cardiology unit and was put
under special supervision by health ministry inspectors, recounts.  Earlier this year, 155 of the workforce
of 1,100 were sacked, relates.

Patients will not be affected by the bankruptcy,
notes.  The hospital is being taken over immediately by three
other hospitals in the Rotterdam area and has been renamed
Spijkenisse Medisch Centrum, says.  According to, the Volkskrant said they plan to turn it into a
"Monday to Friday" hospital, guaranteeing that care will remain
in the locality.

The Ruwaard van Putten hospital is based in Spijkenisse, south-
west of Rotterdam.  The hospital has 2,000 patients.


STOCZNIA GDANSK: Biprostal Files Bankruptcy Motion
Warsaw Business Journal reports that engineering firm Biprostal
has filed a motion for the bankruptcy of Stocznia Gdansk.

The shipyard failed to pay Biprostal for delivered services, WBJ

The first bankruptcy motion was submitted to court two weeks ago,
but was rejected on formal grounds, WBJ discloses.  Biprostal's
lawyers told Puls Biznesu that a new motion has already been
prepared and filed, WBJ notes.

The shipyard went bankrupt 17 years ago and its assets were
transferred to the company which currently operates the shipyard,
WBJ recounts.

Stocznia Gdansk is a Polish shipyard.  The company is majority-
owned by the shareholders of Ukrainian industrial holding ISD.
It is owned by Ukrainian Gdansk Shipyard Group (75%), and state-
controlled Agencja Rozwoju Przemyslu (25%).


NIZHNEKAMSKNEFTEKHIM OJSC: Moody's Changes Outlook to Positive
Moody's Investors Service has changed OJSC Nizhnekamskneftekhim's
("NKNK") rating outlook to positive from stable and affirmed its
Ba3 corporate family rating (CFR), Ba3-PD probability of default
rating and Ba3 senior unsecured notes rating (with a loss given
default (LGD) assessment of LGD4, 51%) issued by NKNK Finance
plc., which reflects a strengthening of the company's standalone
profile (baseline credit assessment (BCA)) within the b1
category. The other rating inputs -- support, dependence and the
rating of NKNK's major shareholder, the Republic of Tatarstan
(Russia), currently rated Ba1, stable -- remain unchanged.

Ratings Rationale:

The change of outlook on the ratings to positive reflects the
potential for an upgrade of NKNK's ratings over the next 12-18
months, based on (1) a strengthening of NKNK's BCA on the back of
the company's historically strong operating profile and
profitability (with a three-year average adjusted EBITDA margin
of around 18%) as well as conservative financial metrics (with a
three-year average adjusted debt/EBITDA ratio of below 1.0x and
adjusted retained cash flow (RCF)/debt of above 80%); and (2)
Moody's expectation that NKNK's financial metrics would remain
within its stated financial policy of debt/EBITDA below 3.0x even
if the company decides to proceed with a project it is currently
considering to construct a 1.0 million tons per annum (tpa)
olefin complex, which has an estimated cost of $3.0 billion.
Moody's understands that NKNK will make a final decision
regarding the contract structure and financing scheme of the
complex during 2013. The rating agency will assess the structure
of the project and its funding (including project cost and timing
as well as the sources and terms of financing) to estimate its
impact on the company's business profile, financial metrics and
liquidity position over the medium term.

In determining NKNK's Ba3 CFR, Moody's applies its rating
methodology for government-related issuers (GRIs), according to
which the issuer ratings are driven by the combination of (1)
NKNK's BCA -- a measure of a company's underlying fundamental
credit strength, excluding any government support -- of b1; (2)
the Ba1 local currency rating of the Russian Republic of
Tatarstan; (3) high dependence; and (4) moderate systemic

In addition to conservative financial metrics, NKNK's BCA
continues to reflect the company's (1) significant global market
share in selected products such as isoprene rubber and butyl
rubber; (2) material share of high-value added products such as
plastics and rubber products, which increased to around 70% of
revenue in 2012, from approximately 40% in 2004.

At the same time, NKNK's BCA reflects the risks related to the
fact that the company's 10 plants are located on a single site.
These risks are partly mitigated by (1) the low risk of natural
disasters in the region; (2) the company's strong fire-prevention
measures; (3) its insurance protection; (4) the fact that units
on the site are separated from each other and the production
process is fairly flexible (product streams can be rearranged
between production units); (5) additional advantages from low-
cost intra-production logistics in the frame of a unified site;
and (6) the potential for the company to fully process feedstock
into higher value-added products within the same site. NKNK's BCA
is also constrained by the company's (1) relatively small scale
in an international context; (2) exposure to the risks inherent
in the petrochemical industry, i.e., price volatility,
cyclicality of demand and exposure to volatile feedstock prices
(60% of costs); and (3) high geographical concentration of
contracted export sales to Europe. The latter is partly mitigated
by the fact that a bulk of NKNK's sales to Europe are to global
distributors, which then redistribute products to different
regions outside Europe.

What Could Change The Rating Up/Down

An upgrade of NKNK's ratings would be subject to further detail
being provided to Moody's on the company's upcoming olefin
complex project, including the sources and terms of its
financing. To upgrade the rating, Moody's would require the
project's financing package to be prudently structured to ensure
the company maintains an adequate liquidity profile and that its
financial metrics remain within its stated financial policy
during the project implementation phase. Furthermore, Moody's
would consider a rating upgrade within the Ba category in
conjunction with the credit profile of NKNK's support provider,
the Republic of Tatarstan.

Conversely, negative rating pressure could be exerted on the
ratings as a result of deterioration in NKNK's financial metrics
outside its stated financial policy and/or its liquidity
position. Such deterioration could result from an
underperformance of NKNK's expansion project or weaker-than-
anticipated conditions in the company's key markets. Negative
developments at the level of the government of Tatarstan and/or
TAIF group would prompt Moody's to reassess its GRI assumptions
for NKNK, which currently provide a one-notch uplift to the
company's CFR.

Principal Methodology

The principal methodology used in these ratings was the Global
Chemical Industry published in December 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 and the Government-Related Issuers: Methodology Update
published in July 2010.

Based in Nizhnekamsk in the Russian Republic of Tatarstan (Ba1
stable), OJSC Nizhnekamskneftekhim is one of the country's key
petrochemical companies, producing rubbers, plastics, monomers
and other petrochemicals. NKNK's 10 core production units are
located on one site. In 2012, the company reported sales of
RUB130.5 billion (around US$4.2 billion) and adjusted EBITDA of
RUB24.3 billion (US$780 million). The company derived around half
of its revenue was derived from export activities.

PROFMEDIA LTD: S&P Affirms 'B' Corp. Rating; Outlook Stable
Standard & Poor's Ratings Services said it had affirmed its 'B'
long-term corporate credit rating on Russia-based diversified
media holding company ProfMedia Ltd.  The outlook is stable.

At the same time, S&P has affirmed its 'B-' issue rating on the
senior unsecured notes issued by ProfMedia-Finance LLC.  The
recovery rating remains at '5,' indicating S&P's expectation of
modest recovery (10%-30%) in the event of a default.

S&P has removed all the ratings from CreditWatch, where they were
placed with negative implications on May 9, 2013.

The affirmation reflects ProfMedia's material progress in
strengthening its liquidity position for the next 12 months,
ahead of a possible put option in July 2013 on its Russian ruble
(RUB) 3 billion (about US$92 million) bond and amortization
payments due later this year on two bank loans contracted with
Sberbank. ProfMedia has now secured sufficient liquidity sources
to cover uses over the next 12 months.  However, S&P remains
mindful that it may need to do so again next year because it
expects internally generated funds and external committed funds
to fall short of internal liquidity uses and scheduled debt
repayments over the next 24 months.  S&P continues to assess
ProfMedia's liquidity as "less than adequate," as defined in its

The company has secured a loan from its main shareholder that
would fully cover its needs if put options on its RUB3 billion
bond are exercised in July 2013.  S&P also understands that the
main shareholder would provide financial support to ProfMedia if
necessary to help the company meet its financial obligations in a
timely manner.

ProfMedia has contracted a new RUB2.438 billion loan with
Sberbank maturing in June 2019, the proceeds of which will be
used to replace the current loan of RUB1.650 billion and repay
amortization payments due this year on a RUB3.750 billion loan.

In addition, ProfMedia has obtained approvals from several banks
on new credit lines and prolongation of current facilities for
another 12 months.

"We assess ProfMedia's financial risk profile as "highly
leveraged" and its business risk profile as "weak," according to
our criteria.  The ratings reflect our view of ProfMedia's
relatively high financial leverage, highly volatile cash flow
generation, and likely negative free cash flow in the near term.
Exposure to Russia's cyclical media industry, decreasing
diversification in terms of revenues and EBITDA, and a complex
regulatory environment also constrain the ratings.  These risks
are moderated by the company's strong market position in its core
content business, leading position in radio broadcasting, and the
fact that about one-third of its revenues come from less cyclical
non-advertising markets," S&P said.

"In our base-case assessment, we assume that ProfMedia will
report revenue growth in line with that of the Russian
advertising market.  Because we expect slower growth in 2013-
2014, we believe ProfMedia will report mid-single-digit
percentage like-for-like revenue growth in 2013.  This excludes
revenues from the digital segment, which the group will likely
deconsolidate in 2013 following a merger with SUP Media.  We
note, however, that if ProfMedia's launch of new TV channel
"Pyatnitza" is successful and this channel manages to obtain a
higher audience share than that of the company's discontinued
"MTV" channel, this might result in higher growth of consolidated
revenues," S&P added.

Given the deconsolidation of the digital segment and the launch
of the new TV channel, S&P expects the company's EBITDA
generation to remain sensitive to large investments in content
acquisition, as in previous years.  EBITDA generation will,
however, be important to finance growth in this segment.
Consequently, S&P believes that ProfMedia's leverage will
continue to fluctuate, depending on the company's appetite for
content acquisition.  However, S&P thinks that ProfMedia's
adjusted debt to EBITDA will be 4x-5x (3.5x-4.0x excluding the
shareholder loan), which S&P views as commensurate with the
ratings.  In addition, S&P thinks free operating cash flow will
improve and reach breakeven no earlier than 2014, on the back of
revenue growth and lower investments in

The stable outlook reflects S&P's expectation that ProfMedia will
perform better, or in line with, the Russian production and
advertising markets over the next 12 months, and that its main
shareholder will continue to provide financial support to the
company if necessary in order to meet its financial obligations
in a timely manner.  In S&P's base-case scenario, it expects
like-for-like revenues to increase by a mid-single-digit
percentage in 2013.  S&P expects that ProfMedia's EBITDA margin
will be broadly stable over the next 12 months, with potential
for improvement due to the stabilization of its content
acquisition costs and incentives to improve operating efficiency.
At the current rating level, S&P expects ProfMedia's Standard &
Poor's-adjusted debt-to-EBITDA ratio to remain at 4x-5x (3.5x-4x
excluding the shareholder loan).

S&P could lower the rating if the company's liquidity were to
significantly weaken over the next 12 months, with liquidity
sources no longer covering uses, or if its operating performance
were to substantially weaken because of deterioration in the
local advertising market or ProfMedia's market position.  A
downgrade could also occur if leverage exceeded our expectations
due to financial policy decisions, or mergers and acquisitions.

S&P views ratings upside as remote, given its expectation of a
weakening media market in Russia in 2013-2014.  In the longer
term, an upgrade would depend on consistently positive free
operating cash flow, an adjusted debt-to-EBITDA ratio of close to
3x, and at least "adequate" liquidity.

RUSSLAVBANK: Moody's Rates Local-Currency Denominated Debt 'B3'
Moody's Investors Service has assigned a B3 long-term global
local-currency senior unsecured debt rating to Russlavbank. The
rating is in line with the B3 global local and foreign-currency
deposit rating already assigned to the bank.

The assigned rating carries a stable outlook. Any subsequent
senior debt issuance by Russlavbank will be rated at the same
rating level subject to there being no material change in the
bank's overall credit rating. The rating is assigned to the
following debt instrument to be issued by Russlavbank: RUB3
billion senior unsecured bond due in June 2018.

Ratings Rationale:

The long-term global local currency senior unsecured debt rating
assigned by Moody's is in line with Russlavbank's global foreign
and local-currency deposit rating, which is, in turn, at the same
level as the bank's baseline credit assessment (BCA) of b3. The
rating does not incorporate any element of systemic support,
given the bank's limited franchise and its relatively limited
importance to the Russian banking system as a whole.

According to Moody's, Russlavbank's BCA is constrained by the
bank's high credit risk concentrations, its low capital level,
weak asset quality and the rapid growth in its unsecured retail
lending. The rating also incorporates the risks associated with
the volatile operating environment in Russia. At the same time,
Moody's notes that the rating is underpinned by Russlavbank's
solid position in the niche express cash transfer market and
solid liquidity profile as reflected by consistently strong
liquidity cushion and growing customer deposit base.

What Could Move The Ratings Up/Down

According to Moody's, Russlavbank's ratings have limited upside
potential at their current levels. However, in the longer term,
the bank could improve its creditworthiness by strengthening its
franchise and reducing its single-name concentrations, while also
maintaining adequate financial fundamentals.

Moody's says that downward pressure would be exerted on the
bank's ratings as a result of a material deterioration in asset
quality, liquidity, capitalization, or any notable increase in
concentrations on both sides of the balance sheet.

Principal Methodologies

The principal methodology used in this rating was Global Banks
published in May 2013.

Headquartered in Moscow, Russlavbank reported total assets of
US$473 million, total shareholders' equity of US$52 million and
net income of US$3 million in accordance with audited
consolidated IFRS as at December 31, 2011. According to local
GAAP, Russlavbank reported total assets of RUB23 billion (US$737
million) as of April 1, 2013.


BANCO POPULAR: S&P Lowers LT Counterparty Credit Rating to 'BB-'
Standard & Poor's Ratings Services said that it lowered its long-
term counterparty credit rating on Banco Popular Espanol S.A. to
'BB-' from 'BB'.  S&P also affirmed the short-term rating at 'B'.
The outlook is negative.

At the same time, S&P lowered to 'CCC+' from 'B-' our rating on
Popular's non-deferrable subordinated debt and lowered to 'CCC'
from 'CCC+' its issue rating on the bank's preference shares.

The downgrade reflects S&P's belief that Popular's asset quality
underperforms the system average in Spain because of a continued
and significant deterioration.  This may lead to higher levels of
problem assets and provisioning needs than S&P previously
anticipated.  The bank's net inflows of nonperforming assets
continues to indicate weaker asset quality trends than the system
average.  Popular reported net inflows of nonperforming loans
totaling 2.7% of gross loans over the last two quarters, compared
with S&P's estimated average of 1.1% in the Spanish banking
system over the same period.

This adds to the significant stock of problematic assets that the
bank has accumulated so far during the downturn.  Popular's
combined portfolio of nonperforming loans, foreclosed real estate
assets, and restructured loans accounted for about 30% of the
bank's loan book as of March 2013.  S&P believes the higher risk
profile of Popular is not fully captured in its industrywide
calibrated risk-adjusted capital (RAC) ratio for the bank.  S&P
is therefore revising downward its assessment of Popular's risk
position to "weak" from "moderate," as its criteria defines the

S&P expects its RAC ratio for Popular to stay in the 3.5%-4.0%
range over the next two years.  This estimate incorporates its
view of the pressures that still-high loan loss provisioning
needs are likely to put on Popular's operating performance.

Because S&P has revised its assessment of Popular's risk position
downward, it has lowered the bank's stand-alone credit profile
(SACP) to 'b' from 'b+'.  Therefore, S&P has correspondingly
lowered its long-term counterparty credit rating on Popular to
'BB-' from 'BB'.

S&P's ratings on Popular continues to incorporate two notches of
uplift for government support.  One notch is for short-term
support, reflecting S&P's view that Popular's ongoing access to
financing from the European Central Bank (ECB) gives it time to
rebalance its funding profile.  The other notch of uplift
reflects S&P's view of the likelihood of extraordinary government
support, based on Popular's high systemic importance within the
Spanish banking sector and Spain's supportive stance towards its
banking system.

Due to S&P's lowering of Popular's SACP, it has also lowered its
ratings on its non-deferrable subordinated debt to 'CCC+' from
'B-' and on its preference shares to 'CCC' from 'CCC+'.
According to S&P's criteria, it arrives at the rating on these
instruments by notching down from the bank's SACP.

The negative outlook reflects S&P's view of the challenges the
new management team faces containing the negative impact on the
bank's financial profile, and specifically on capital, of the
weak economic environment.

S&P could lower the ratings if it thought that higher loan loss
provisions were likely to exceed the bank's loss-absorbing
capacity and weaken its capital assessment.  S&P could also lower
the ratings if it anticipated that continued pressures from the
economic and operating environment could result in a weakening of
Popular's business position or stability.  A downgrade could also
occur if S&P anticipated that Banco Popular was unlikely to be
able to rebalance its funding structure by the time the ECB's
long-term refinancing operation expires.  This could be the case
if, contrary to S&P's current expectations, Popular were likely
to remain dependent on ECB funding.

S&P could revise the outlook to stable if, all else being equal,
it observed that the pressure on Popular's business and financial
profiles were abating and the economic and operating environment
in Spain were improving.  However, S&P considers this unlikely to
happen in the near term.

U N I T E D   K I N G D O M

AVIA HEALTH: Needs Capital to Avoid Administration
-------------------------------------------------- reports that Avia Health's shares declined on
June 24, 2013, after the company disclosed the suspension of
shares as it faces the potential of falling into administration.

The group, which supplies software solutions to the health
industry, said it has experienced ordering delays in the NHS
which have resulted in a deferral of expected revenue, according
to relates that the group added that an agreement to
license the group's technology to a third party has also been
delayed, the firm added.

The license agreement was expected to be entered into by the end
of June 2013.

"These factors will lead to a significant working capital
shortfall and the directors now believe that without an immediate
injection of further capital the company will be unable to meet
its current obligations. . . . The company has therefore
requested the suspension of its shares from trading on AIM,
pending clarification of its financial position," the company
said in a statement.

The report discloses that the organization said if it is unable
to raise enough capital, it would seek the appointment of an

DUNFERMLINE FC: Potential Buyers to Submit Amended Bids Today
Richard Wilson at Herald Scotland reports that a preferred bidder
for Dunfermline Athletic Football Club plc is likely to be named
early next week, and it is understood that the fans group, Pars
United, is well-placed to succeed in their attempts to own the

The two bidders, a mystery consortium and the coalition of
supporters organizations, met with the administrators BDO on
Monday and the separate rounds of talks were both described as
positive, Herald Scotland relates.

Initial bids were lodged last week, but BDO raised concerns about
value, clauses and terms of payments in the two offers, Herald
Scotland notes.  Both parties have agreed to address the issues
and will submit amended bids today, June 26, Herald Scotland
discloses.  BDO will then identify which offer is the best for
the creditors, Herald Scotland says.

A creditors' meeting has been arranged for July 12, at which the
holders of 75% of the debt must agree to support a Company
Voluntary Arrangement funded by the purchase price, according to
Herald Scotland.

The situation is complicated by the fact that the stadium is
owned separately, by East End Park Ltd, which is also in
administration under the control of the accountancy firm KPMG,
Herald Scotland notes.  Both interested parties also want to
purchase EEP Ltd, and made their offers contingent on being
successful with both bids, Herald Scotland says.  Herald Sport
understands that Pars United were also well-placed with their
offer for the company that owns the stadium, although the other
consortium could improve their bid price.

The two sets of administrators are working in conjunction so that
the companies that own the club and the stadium can be salvaged
at the same time, although legally it may be that the fate of
DAFC plc is technically sorted first, Herald Scotland states.  If
a successful vote is held on July 12, Dunfermline would be
treated as being out of administration for the start of the
season by the football authorities, even though there is a 28-day
period after the vote in which creditors can change their mind,
according to Herald Scotland.

Dunfermline Athletic Football Club is a Scottish football team
based in Dunfermline, Fife, commonly known as just Dunfermline.

OPCO: In Administration, 70 Jobs at Risk
Construction Enquirer reports that around 70 jobs are at risk
following the fall of Cardiff based contractor Opco into

Accountants from administrators KPMG are now in charge of the
company which was on site on projects across Wales and the
Bristol area, according to Construction Enquirer.

The report relates that Opco has been in business since 2001 and
its latest accounts showed a GBP30 million turnover in 2011 with
a pre-tax profit of GBP116,000.  The report discloses that it
recently expanded into the South West with a regional office in

Recent clients include Land Securities, Persimmon, Taylor Wimpey
and Torquay United Football Club.

RENT TEAM: Homes Letting Agency Goes Into Liquidation
Harlow Star reports that landlords and tenants have been left out
in the cold after homes letting agency The Rent Team went into

The Rent Team, in West Gate, pulled down the shutters in mid-
June, with angry clients accusing owner Sanjit Alangh of leaving
them thousands of pounds out of pocket, the Star relates.

According to the report, landlords have claimed to have
collectively lost more than GBP200,000 in unpaid rent, while
tenants allege the firm has failed to reimburse their deposits,
some of which appear not to have been paid into the Deposit
Protection Service as required by law.

The Star quotes a spokeswoman from Essex Police as saying that:
"Police have been made aware of a number of incidents and are
currently investigating allegations of fraud."

Liquidators Harris Lipman said they had received information
regarding The Rent Team but could not provide a statement until
meeting with creditors, the report notes.

SAILTIME LTD: Sailing Membership Firm Enters Liquidation
Boating Business reports that SailTime Ltd and its surviving UK
offices may have gone into liquidation.

Boating Business says this speculation was corroborated by
official government register, Companies House, which said that
the company was dissolved as per the June 20.

According to the report, Companies House said that the company
was due to be dissolved on July 29, 2013 after its accounts
became overdue on June 13.

The Buckinghamshire based sailing membership company has been
struggling for a couple of years ever since the liquidation of
its European franchise back in 2011, the report recounts.

In July 2011, BB reported that three of SailTime's UK bases at
Hamble, Gosport and Poole were placed under new management after
SailTime Bases Ltd, was placed into Creditors' Voluntary
Liquidation (CVL).

Because its franchisor SailTime Europe was also placed into CVL,
the US based franchise owner, SailTime Group LLC, stepped in and
took control, the report relays.

TAYLOR MOOR: Legal Fund Distributor Placed in Liquidation
Nick Reeve and Donia O'Loughlin at report that
advisers could face up to a GBP100 million hit to their FSCS
bills after Taylor Moor, the UK-based distributor of the stricken
Axiom Legal Financing fund, was placed into liquidation.

Taylor Moor was earlier this month forced to cease trading and
Sheffield-based P&A Partnership was appointed as liquidator.

The FSCS has yet to confirm whether it will compensate investors,
but if FCA-regulated Taylor Moor cannot meet any claims against
it then the compensation scheme may be forced to pick up the tab.

Taylor Moor marketed the fund - which lent money to 'no win, no
fee' lawyers - to UK investors and advisers. The Axiom fund, an
unregulated collective investment scheme based in the Cayman
Islands, was suspended in October.

"Taylor Moor raised substantial investment for the Axiom fund
over the course of 2011-12. However following [media reports]
alleging fraud and mismanagement at Axiom, investors sought
immediate redemption of their funds, resulting in significant
lost revenue for Taylor Moor," quotes Brendan
Guilfoyle, partner at P&A, as saying.

"Taylor Moor spent in the region of GBP150,000 in legal fees
trying to protect its position and ensure the appointment of
receivers at Axiom. However it was unable to replace the lost
revenue and exhausted its reserves."


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

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  Go to 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

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