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        T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Friday, February 14, 2014, Vol. 15, No. 32

                            Headlines

C Z E C H   R E P U B L I C

CE ENERGY: Fitch Assigns 'B+' LT Issuer Default Rating


F R A N C E

GROUPAMA SA: Fitch Upgrades Subordinated Debt Ratings to 'BB'
VIVARTE SAS: Postpones Payments on EUR2.8-Bil. Buyout Debt


I R E L A N D

BLOXHAM: Liquidator Loses Case Over ISE Membership Termination
DUNCANNON CRE: S&P Lowers Ratings on 2 Note Classes to 'CCC-'
ELVERYS SPORTS: High Court Continues Protection
EUROPEAN ENHANCED: Moody's Affirms Ba3 Rating on 3 Note Classes


K A Z A K H S T A N

KAZEXPORTASTYK JSC: Fitch Withdraws 'C' Issuer Default Ratings
TAIB KAZAK: S&P Assigns 'B-' Counterparty Rating; Outlook Stable


N E T H E R L A N D S

LAURELIN II: Fitch Affirms BBsf Rating on Class E Notes
NXP BV: S&P Raises CCR to 'BB' on Improving Credit Metrics


P O L A N D

PLAY HOLDINGS: Moody's Assigns B1 Rating to EUR600MM Senior Notes


R O M A N I A

PRAKTIKER GROUP: May Sell Romanian Operations to Omer Susli


S L O V E N I A

NOVA KREDITNA: S&P Affirms 'Bpi' Rating After Capital Increase


S P A I N

BANCO POPULAR: S&P Lowers Longterm CCR to 'B+'; Outlook Negative
BANKIA SA: Government Mulls Partial Float of 68% Stake
INDUSTRIAS AUXILLIARES: Q.E.P. to Acquire U.S. Subsidiary


U K R A I N E

LEMTRANS LLC: S&P Cuts Corp. Credit Rating to CCC+; Outlook Neg.
* UKRAINE: Fitch Downgrades Ratings on 12 Companies


U N I T E D   K I N G D O M

CORNERSTONE TITAN 2005-1: S&P Cuts Ratings in 2 Note Classes to D
HASTINGS INSURANCE: Fitch Assigns 'B+' LT Issuer Default Rating
PROLOGIS INC: Fitch Currently Rates 100MM Preferred Stock 'BB+'
PUNCH TAVERNS: Creditors Near Debt-for-Equity Restructuring Deal


X X X X X X X X

* Credit Risk Levels Hit Lowest Levels, S&P Capital IQ Says
* Fitch Says EU Investors Don't Expect Sr. Bail-In From Tests
* BOOK REVIEW: Jacob Fugger the Rich


                            *********


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C Z E C H   R E P U B L I C
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CE ENERGY: Fitch Assigns 'B+' LT Issuer Default Rating
------------------------------------------------------
Fitch Ratings has assigned Czech Republic-based CE Energy a.s.
(CEE) a Long-term Issuer Default Rating (IDR) of 'B+' with Stable
Outlook, and its EUR500 million 7% senior secured notes due in
2021 final 'B+'/'RR4' ratings.

The rating actions reflect the final terms of the notes
conforming with the documentation already received and follows
the assignment of expected ratings on January 29, 2014.

CEE is a newly established holding company, which owns 100% of
the shares of EP Energy, a.s. and whose sole activity is related
to additional borrowing through loans and notes.  CEE's ratings
reflect its reliance upon dividends from EPE as a single source
of income and debt service, and CEE's bondholders' subordination
to creditors of EPE.

The refinancing and notes issue proceeds are largely being used
for distributions to CEE's shareholders (repayment of a
subordinated shareholder loan).  The notes' terms include debt
incurrence and restricted payments covenants, which may limit
future distributions to CEE's parent.  However, the tests are not
forward looking and do not include cash sweeps or minimum
liquidity provisions and as such do not provide material rating
support.

KEY RATING DRIVERS

Rating Constrained by Subordination
CEE's bondholders have recourse to CEE and a share pledge over
50% less one share of CEE's shares in EPE, whereas EPE's secured
creditors have a pledge over the remaining shares, a pledge over
certain EPE assets, and benefit from operating company
guarantees. CEE's bondholders are therefore subordinated to EPE's
creditors. Additionally, EPE's covenanted financial structure
could limit the dividends it upstreams to CEE if its net
debt/EBITDA ratio reaches 3.0x.  This structural subordination,
providing for ring-fencing protection around EPE, is reflected in
the lower rating for CEE's debt.

Sole Cash Flow Source
CEE represents a simple holding company structure for EPE, solely
reliant on a single cash flow stream of dividends.  Its own debt
service and payments to the parent company Energeticky a
prumyslovy holding, a.s (EPH) are the two main uses for its cash.
No withholding or income taxes are expected to be incurred. CEE's
rating is also constrained by the lack of diversification in
revenue source, no covenanted liquidity, and the leverage
covenant at EPE, which could constrain dividend payments.

High Consolidated Leverage
Fitch forecasts consolidated FFO adjusted net leverage for CEE to
peak at 4.9x at YE15 (assuming deconsolidating Stredoslovenska
energetika, a.s. (SSE) and including only the dividend thereof in
line with Fitch's rating approach for EPE) and dividend cover
ratio (dividend income from EPE/interest expense) to remain over
3.5x.  "We view the expected leverage, together with the
subordination and a single income stream of CEE as the key rating
constraints," Fitch said.

Average Recovery Expectations
Fitch estimates the recovery prospects for the bond to be average
(31%-50%).  This is reflected by the notes' rating being in line
with CEE's IDR.  The provided security is a pledge over 50% less
one share of EPE and over 100% shares of CEE.  This compares with
EPE's creditors having a pledge over 50% plus one share of EPE
and over other key subsidiaries and certain assets of EPE, as
well as the benefit of opco guarantees.

Equity-like Shareholder Loan

"We view CEE's liability under its subordinated shareholder loan
as equity-like because it does not increase its probability of
payment default or reduce expected recoveries for its creditors.
The loan is due after the notes' maturity, does not carry any
interest and cannot be accelerated or enforced before its final
maturity. Optional redemptions of the loans are possible subject
to the restricted payments test in CEE's notes' terms (net
consolidated leverage below 4.0x)," Fitch said.

DEBT STRUCTURE AND LIQUIDITY
The key debt instruments at EPE are the secured 2018 EUR600
million and 2019 EUR500 million notes (both rated 'BBB-'), a
EUR231 million acquisition loan (connected to SSE) and subsidiary
borrowings of EUR63 million (out of which EUR35 million represent
49% of loans of SSE).  CEE is replacing a bank loan, which was
used to repay shareholder loans of EPH, with the EUR500 million
notes, the proceeds of are being used to repay the term loan and
the remainder upstreamed to EPH.

Although CEE intends to maintain a six-month liquidity reserve
and to build up a further cash balance from 2015 onwards from
retained cash flows, these are not covenanted provisions or ring-
fenced for the creditors. As such, we consider liquidity limited.

RATING SENSITIVITIES

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

-- A reduction of Fitch's expected consolidated FFO adjusted net
    leverage of CEE (including EPE, but deconsolidating SSE) to
    below 4.75x on a sustained basis combined with sustainable
    dividend cover of CEE in excess of 3.5x.

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

  -- A sustained drop in dividend cover to below 2.5x and an
     increase in the consolidated FFO adjusted net leverage to
     over 5.5x.

  -- Available liquidity falling below six months' debt service.



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F R A N C E
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GROUPAMA SA: Fitch Upgrades Subordinated Debt Ratings to 'BB'
-------------------------------------------------------------
Fitch Ratings has upgraded Groupama S.A.'s and its core
subsidiaries' Insurer Financial Strength (IFS) ratings to 'BBB'
from 'BBB-'.  Groupama S.A.'s Issuer Default Rating (IDR) has
also been upgraded to 'BBB-' from 'BB+'. The Outlooks on the IDR
and IFS ratings have also been revised to Positive from Stable.
The subordinated debt instruments issued by Groupama S.A. have
been upgraded to 'BB' from 'BB-'.

KEY RATING DRIVERS

The upgrades reflect the group's return to profit in its 1H13 to
EUR187 million, compared with a EUR87 million loss in 1H12,
mostly due to the absence of exceptional charges. Profit recovery
was also due to a stronger contribution from the French business,
while international insurance operations and banking activities
generated stable positive net income.

The ratings also reflect an improvement in Groupama's combined
ratio to 100.9% (103.2% at 1H12) as well as management's
conservative decision to strengthen the life fund for future
appropriation by EUR250 million.

In addition, Groupama's solvency was solid at 1H13 (Solvency 1
ratio of 170%) and financial leverage improved to 32% from 34%.
Both metrics are strong compared with Fitch medians for insurance
groups rated in the 'BBB' category.

The change in Outlook to Positive reflects Fitch's expectation
that the recovery in profitability is likely to be sustained for
FY13 and into 2014.

RATING SENSITIVITIES

Key rating triggers that could result in a rating upgrade include
a sustained improvement in profitability, with annual net income
above EUR200 million on average over the cycle, together with no
material deterioration in solvency or financial leverage from
current levels.

The ratings actions are as follows:

Groupama S.A.

IFS rating upgraded to 'BBB' from 'BBB-'; Outlook revised to
  Positive from Stable
Long-term IDR upgraded to 'BBB-' from 'BB+'; Outlook revised to
  Positive from Stable
Dated subordinated debt (ISIN FR0010815464) upgraded to 'BB'
  from 'BB-'
Undated subordinated debt (ISIN FR0010208751) upgraded to 'BB'
  from 'BB-'
Undated deeply subordinated debt (ISIN FR0010533414) upgraded to
  'BB' from 'BB-'

Groupama GAN Vie

IFS rating upgraded to 'BBB' from 'BBB-'; Outlook revised to
Positive from Stable

GAN Assurances

IFS rating upgraded to 'BBB' from 'BBB-'; Outlook revised to
  Positive from Stable


VIVARTE SAS: Postpones Payments on EUR2.8-Bil. Buyout Debt
-----------------------------------------------------------
Julie Miecamp at Bloomberg News reports that Vivarte SAS said
it's postponing payments on EUR2.8 billion (US$3.8 billion) of
buyout debt while the retailer negotiates a restructuring.

Bloomberg relates that Vivarte said in a statement the company
met with lenders on Tuesday to tell them about the suspension to
maintain liquidity in the business.  According to Bloomberg, the
Paris-based company plans to hold at least EUR300 million of cash
while debt talks take place.

Vivarte failed to persuade enough lenders last month to waive
loan covenants capping its ratio of debt to earnings, Bloomberg
recounts.  The company, founded in 1896 and bought by
Charterhouse Capital Partners LLP in 2007 in a deal financed with
EUR3.4 billion of loans, got approval from 65.1% of lenders for
the request, short of the 66.6% required, Bloomberg discloses.

The statement said that the company sought support from a
so-called mandataire ad hoc to help with negotiations, Bloomberg
notes.  The scope of a mandataire's mission is decided by a
commercial court judge, Bloomberg says, citing Restructuring and
Insolvency 2014, published by Law Business Research Ltd.

According to Bloomberg, the guide said "The role of the
mandataire ad hoc is only to make suggestions and to persuade
creditors to negotiate with the debtor".

Vivarte SAS is a French fashion retailer.



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I R E L A N D
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BLOXHAM: Liquidator Loses Case Over ISE Membership Termination
--------------------------------------------------------------
Mary Carolan at The Irish Times reports that the High Court has
found "no reliable evidence" of any conspiracy behind the
decision to terminate liquidated stockbroking firm Bloxham's
membership of the Irish Stock Exchange Ltd.

Bloxham liquidator Kieran Wallace had claimed the termination was
not made for proper purposes and meant the firm would lose some
EUR6 million expected benefits from a proposed restructuring of
ISEL, known as Project Chrysalis, intended to allow corporate
members benefit from its EUR45 million reserves, The Irish Times
relates.  That restructuring has not yet happened, The Irish
Times says.

According to The Irish Times, Mr. Justice Peter Charleton
yesterday ruled there was "no reliable evidence" the December
2012 decision to terminate Bloxham's membership arose from a
conspiracy or was engineered so as to financially benefit other
member firms of the ISE as opposed to being made for the benefit
of the ISE as a whole.

The judge, as cited by The Irish Times, said that the situation
of Bloxham was "unfortunate" and the benefit that might have gone
to the credit of the liquidation was lost but that loss was a
consequence of the liquidation.

He noted that Bloxham had ceased trading on the exchange for more
than six months when its membership was revoked, had closed down
its clearing arrangements with the relevant agency, had
transferred all its stock exchange business to Davy, was
insolvent, had been expelled from the London Stock Exchange in
October 2012 and financial irregularities were being investigated
by the Central Bank, The Irish Times relays.

The judge added that there was "literally no prospect" of Bloxham
returning to active membership of the Irish stock exchange, The
Irish Times notes.

The judge said that there was also no evidence of any pushing
around or manipulation of the ISE's Daryl Byrne who took the
decision to revoke Bloxham's membership, The Irish Times relates.

The revocation of Bloxham's membership of the exchange arose
after the Central Bank suspended Bloxham in late May 2012 from
trading as a result of concerns about its financial position, The
Irish Times recounts.

Bloxham is one of Ireland's oldest stockbrokers.


DUNCANNON CRE: S&P Lowers Ratings on 2 Note Classes to 'CCC-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
all classes of notes in Duncannon CRE CDO I PLC.

The rating actions follow S&P's review of Duncannon CRE CDO I
under its European commercial mortgage-backed securities (CMBS)
criteria.

Duncannon CRE CDO I is a commercial real estate collateralized
debt obligation (CDO) transaction that closed in 2007.  The
issuer currently owns a series of CMBS bonds, subordinated
commercial real estate debt assets ("term loans"), operating
company securitization securities, real estate entity debt, and
cash.

Of the transaction's assets:

   -- CMBS bonds comprise 44% by principal balance.  S&P rates
      all the assets in this group, except for two.  S&P's
      weighted-average rating on these positions is 'B'.

   -- Term loans comprise 42% by principal balance.  Most of the
      loans in this group are debt positions that are
      subordinated to securitized loans in the transactions that
      S&P rates.  Because these positions are subordinated to
      senior loans, S&P believes that on average, the issuer's
      recovery from these investments will be constrained, in
      some cases to zero.

   -- S&P provides credit estimates for all the assets in this
      group.  S&P's weighted-average credit estimate on these
      positions is 'cc'.

   -- Operating company securitization securities and real estate
      entity debt that S&P rates comprise 9% by principal
      balance.

   -- S&P's weighted-average rating on these positions is 'BB'.

   -- Cash comprises 5% by principal balance.

Some of the above assets have failed to meet their timely
interest payment obligations.  S&P has therefore lowered its
ratings on these notes to 'D' (or 'd' when it provides a credit
estimate). However, the transaction may be able to recover some
of the principal amount outstanding on these assets.  S&P has
reflected this in its analysis by assuming recoveries from these
assets in higher rating scenarios.

The transaction has seven coverage tests that allow the issuer to
divert principal and interest proceeds from the junior notes to
redeem the notes sequentially until the tests are met.  In
December 2013, the issuer reported that the transaction had
breached six of the tests.  As a result, the issuer diverted some
interest to amortize the notes sequentially.

Rating Actions

S&P's ratings on the class A and B notes address timely payment
of interest and ultimate payment of principal no later than the
July 2047 legal final maturity date, and S&P's ratings on the
class C1 Def to class E1 Def notes address ultimate (rather than
timely) payment of interest and principal no later than this
date.

Following the application of S&P's European CMBS criteria, its
analysis indicates that the class A and B notes' available credit
enhancement can mitigate the risk of principal losses from the
underlying loan in 'BB-' and 'B' and below rating stress
scenarios, respectively.  In S&P's analysis, it has given credit
to the transaction-level factors (including cash flow diversion
from lower classes) that are beneficial for these classes of
notes.  S&P has lowered its ratings on the class A and B notes to
'BB- (sf)' and 'B (sf)' respectively.

S&P's analysis indicates that the class C1 Def to class E2 Def
notes are exposed to principal losses.  In S&P's opinion, the
class D1 Def, D2 Def, D3 Def, E1 Def, and E2 Def notes depend on
favorable business, financial, and economic conditions for the
issuer to meet its ultimate payment obligations as outlined in
S&P's criteria for assigning 'CCC+', 'CCC', 'CCC-' and 'CC'
ratings.

Consequently, S&P has lowered to 'B- (sf)' from 'B (sf)' its
ratings on the class C1 Def and C2 Def notes.

S&P has also lowered its ratings on the class D1 Def to E2 Def
notes to the 'CCC' category.

RATINGS LIST

Class                  Rating
                To               From

Duncannon CRE CDO I PLC
EUR810 Million Senior and
Mezzanine Deferrable-Interest Floating-Rate Notes

Ratings Lowered

A               BB- (sf)         BB (sf)
B               B (sf)           BB- (sf)
C1 Def          B- (sf)          B (sf)
C2 Def          B- (sf)          B (sf)
D1 Def          CCC (sf)         B- (sf)
D2 Def          CCC (sf)         B- (sf)
D3 Def          CCC (sf)         B- (sf)
E1 Def          CCC- (sf)        B- (sf)
E2 Def          CCC- (sf)        B- (sf)


ELVERYS SPORTS: High Court Continues Protection
-----------------------------------------------
Mary Carolan at The Irish Times reports that a judge has
continued High Court protection for Elverys Sports after
receiving an independent accountant's report expressing the view
the company has a reasonable prospect of survival.

Mr. Justice Brian McGovern was also told on Feb. 11 the National
Asset Management Agency (NAMA) will continue supporting Staunton
Sports, the company operating the Elverys stores, during the
period of court protection when rival bids for the company will
be assessed, The Irish Times relates.

According to The Irish Times, the judge has fixed Tuesday next
for the hearing of NAMA's petition seeking to confirm
examinership for the company.

Last Friday, NAMA secured interim court protection and an interim
examiner for the company despite not having the independent
accountants' report normally required for such applications, The
Irish Times recounts.

Mr. Justice McGovern agreed to grant protection on NAMA's
assurance that an IAR would be provided and returned the matter
to Feb. 11 when he was told the report was available, The Irish
Times notes.

Elverys Sports is a sports store in Ireland.  The company employs
654 people in 56 stores nationwide.


EUROPEAN ENHANCED: Moody's Affirms Ba3 Rating on 3 Note Classes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by European Enhanced Loan Fund S.A.:

EUR25M Class C Deferrable Secured Floating Rate Notes, due 2022,
Upgraded to Aa3 (sf); previously on Nov 14, 2013 Upgraded to A1
(sf) and Placed Under Review for Possible Upgrade

EUR12.98M (outstanding balance of EUR10.8M) Class D-1 Deferrable
Mezzanine Secured Floating Rate Notes, due 2022, Upgraded to Baa3
(sf); previously on Jul 12, 2013 Downgraded to Ba1 (sf)

EUR3.25M (outstanding balance of EUR2.7M) Class D-2 Deferrable
Mezzanine Secured Floating Rate Notes, due 2022, Upgraded to Baa3
(sf); previously on Jul 12, 2013 Downgraded to Ba1 (sf)

EUR1.15M (outstanding balance of EUR1.0M) Class D-3 Deferrable
Mezzanine Secured Floating Rate Notes, due 2022, Upgraded to Baa3
(sf); previously on Jul 12, 2013 Downgraded to Ba1 (sf)

EUR1.62M (outstanding balance of EUR1.3M) Class D-4 Deferrable
Mezzanine Secured Floating Rate Notes, due 2022, Upgraded to Baa3
(sf); previously on Jul 12, 2013 Downgraded to Ba1 (sf)

EUR5M (current rated balance of EUR2.2M) Class M Combination
Notes, due 2022, Upgraded to Baa2 (sf); previously on Jul 12,
2013 Affirmed Baa3 (sf)

EUR3M (current rated balance of EUR1.3M) Class O Combination
Notes, due 2022, Upgraded to Baa2 (sf); previously on Jul 12,
2013 Affirmed Baa3 (sf)

Moody's Investors Service has also affirmed the ratings on the
following notes:

EUR149M Class A-1 Secured Floating Rate Notes, due 2022, Affirmed
Aaa (sf); previously on Jul 12, 2013 Affirmed Aaa (sf)

EUR7M Class A-2 Secured Fixed Rate Notes, due 2022, Affirmed Aaa
(sf); previously on Jul 12, 2013 Affirmed Aaa (sf)

EUR94.5M Class A-3A Secured Floating Rate Notes, due 2022,
Affirmed Aaa (sf); previously on Jul 12, 2013 Affirmed Aaa (sf)

EUR10.5M Class A-3B Secured Floating Rate Notes, due 2022,
Affirmed Aaa (sf); previously on Jul 12, 2013 Affirmed Aaa (sf)

EUR27M Class B-1 Secured Floating Rate Notes, due 2022, Affirmed
Aaa (sf); previously on Nov 14, 2013 Upgraded to Aaa (sf)

EUR5M Class B-2 Secured Fixed Rate Notes, due 2022, Affirmed Aaa
(sf); previously on Nov 14, 2013 Upgraded to Aaa (sf)

EUR13.5M Class E-1 Deferrable Mezzanine Secured Floating Rate
Notes, due 2022, Affirmed Ba3 (sf); previously on Jul 12, 2013
Downgraded to Ba3 (sf)

EUR0.9M Class E-2 Deferrable Mezzanine Secured Floating Rate
Notes, due 2022, Affirmed Ba3 (sf); previously on Jul 12, 2013
Downgraded to Ba3 (sf)

EUR0.6M Class E-3 Deferrable Mezzanine Secured Floating Rate
Notes, due 2022, Affirmed Ba3 (sf); previously on Jul 12, 2013
Downgraded to Ba3 (sf)

European Enhanced Loan Fund S.A., issued in May 2006, is a
collateralized loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by PIMCO Europe Ltd.. The transaction's reinvestment
period ended in May 2012.

Ratings Rationale

The actions on the notes are primarily a result of deleveraging
of the senior notes and subsequent improvement of over-
collateralization ratios since the rating action in July 2013.
Moody's had previously upgraded the ratings on November 14, 2013
of Class B-1 and B-2 to Aaa (sf) from Aa1 (sf). Class C was
upgraded on November 14, 2013 to A1 (sf) from Baa1 (sf) and was
put on review for upgrade due to significant loan prepayments.
The actions conclude the rating review of the transaction.

The Class A notes have paid down by approximately EUR88.7 million
(34% of closing balance) since the rating action in July 2013 and
EUR128.5 million (49%) since closing. As a result of the
deleveraging, over-collateralization has increased. As of the
trustee's December 2013 report, the Class B had an over-
collateralization ratio of 187.5%, compared with 140.6 as of
June 2013, and the Class C, an over-collateralization ratio of
140.9%, compared with 122.0% as of June 2013. The over-
collateralization ratio of the Class B has increased by 33.4%,
and that of the Class C, by 15%, since the rating action in July
2013.

The ratings of the Combination Notes address the repayment of the
Rated Balance on or before the legal final maturity. For Classes
M and O, 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.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR102.3 million
and GBP23.5 million, defaulted par of EUR5.5 million, a weighted
average default probability of 23.23% over 3.3 years (consistent
with a 10 year WARF of 3665), a weighted average recovery rate
upon default of 47.22% for a Aaa liability target rating, a
diversity score of 17 and a weighted average spread of 3.7%. The
GBP-denominated assets are partially hedged with a macro swap,
which Moody's also modelled.

In its base case, Moody's addresses the exposure to obligors
domiciled in countries with local currency country risk bond
ceilings (LCCs) of A1 or lower. Given that the portfolio has
exposures to 15.6% of obligors in Italy, Ireland, Spain, whose
LCC are A2, A2 and A3, respectively, Moody's ran the model with
different par amounts depending on the target rating of each
class of notes, in accordance with Section 4.2.11 and Appendix 14
of the methodology. The portfolio haircuts are a function of the
exposure to peripheral countries and the target ratings of the
rated notes, and amount to 2.21% for the Classes A and B notes
and 1.38% for the Class C notes.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate 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 a recovery of 50% of the 92.1%of the
portfolio exposed to first-lien senior secured corporate assets
upon default and of 15% of the remaining non-first-lien loan
corporate assets upon default. In each case, historical and
market performance and a collateral manager's latitude to trade
collateral are also relevant factors. Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analyzing.

Methodology Underlying the Rating Action:

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

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed lower credit quality in the portfolio to
address refinancing risk. Loans to European corporates rated B3
or lower and maturing between 2014 and 2015 make up approximately
6.25% of the portfolio, which could make refinancing difficult.
Moody's ran a model in which it raised the base case WARF to 3755
by forcing ratings on 25% of the refinancing exposures to Ca; the
model generated outputs that were within one notch of the base-
case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of 1) uncertainty about credit conditions in the
general economy given that the portfolio has a 15.6% exposure to
obligors located in Ireland, Spain and Italy and 2) the exposure
to lowly- rated debt maturing between 2014 and 2015, 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 the legal interpretation of CDO documentation by
different transactional parties due to because of embedded
ambiguities.

Additional uncertainty about performance is due to the following:

1) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager
or be delayed by an increase in loan amend-and-extend
restructurings. Fast amortization would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

2) Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's
analysed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices. Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
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, can influence the final rating decision.



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


KAZEXPORTASTYK JSC: Fitch Withdraws 'C' Issuer Default Ratings
--------------------------------------------------------------
Fitch Ratings has downgraded Kazakhstan-based agribusiness
company Holding Kazexportastyk JSC's (KEA) Long-term foreign and
local currency Issuer Default Ratings (IDRs) to 'C' from 'B' and
simultaneously withdrawn all ratings.

The downgrade follows the non-payment event on the fifth coupon
on its KZT37.7 billion outstanding corporate bond issue traded on
the Kazakhstan Stock Exchange.

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

In an official letter sent to the Stock Exchange dated 3 February
2014, KEA informed of the delay in payment of the fifth coupon on
its bonds, which was due to be paid by 31 January 2014.  The
delay was due to a cash shortfall and KEA expressed its intention
to pay the coupon by 15 February 2014.  Failure to pay a missed
coupon after a grace period of 10 working days would constitute
an event of default.  Although KEA may be able to meet this
payment, Fitch would still have insufficient information to
maintain the ratings.

Full List of Rating Actions

  Long-term foreign currency IDR: downgraded to 'C' from 'B' and
  withdrawn

  Long-term local currency IDR: downgraded to 'C' from 'B' and
  withdrawn

  National Long-term rating: downgraded to 'C(kaz)' from
  'BB(kaz)' and withdrawn

  Senior unsecured rating: downgraded to 'C' from 'B' and
  Withdrawn

  National senior unsecured rating: downgraded to 'C(kaz)' from
  'BB(kaz)' and withdrawn


TAIB KAZAK: S&P Assigns 'B-' Counterparty Rating; Outlook Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'B-' long-term and 'C' short-term counterparty credit ratings to
Kazakhstan-based SB JSC TAIB Kazak Bank.  The outlook is stable.
At the same time S&P assigned a 'kzB+' Kazakhstan national scale
rating to the bank.

S&P's ratings on TAIB Kazak Bank factor in its view of the
structurally elevated operating risks for a bank in Kazakhstan,
as evidenced by S&P's 'bb-' anchor, and reflect the bank's "weak"
business position, "strong" capital and earnings, "moderate" risk
position, "below-average" funding, and "adequate" liquidity, as
S&P's criteria define these terms.  The stand-alone credit
profile is 'b-'.

The stable outlook on TAIB Kazak Bank takes into account S&P's
expectation that the bank will maintain strong capitalization,
supported by the shareholder, and will take advantage of its
management team's experience to expand the franchise.  But S&P
also views operational and execution risks related to the bank's
aggressive growth targets and risks stemming from its highly
concentrated loan book and funding profile.

S&P could lower the ratings in case of increased credit losses
and deterioration of asset quality as a result of poorly managed
growth, inappropriate risk systems, or expansion into very risky
segments.  A decreased commitment of the shareholder to support
the bank with capital injections in case of more rapid expansion
than is factored into S&P's forecasts could have negative
implications, as well, because S&P would then question the long-
term sustainability of the bank's business model.  This could
lower S&P's projected risk-adjusted capital ratio before
adjustments for diversification to less than 10%.

Although S&P views the possibility as remote in the next 12
months, it could consider a positive rating action if the bank
managed to decrease the dependence of its funding profile on
related parties and diversify its funding sources.



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


LAURELIN II: Fitch Affirms BBsf Rating on Class E Notes
-------------------------------------------------------
Fitch Ratings has revised the Outlook Laurelin II B.V.'s junior
notes to Negative from Stable and affirmed all ratings as
follows:

EUR147.2 million Class A-1E: affirmed at 'AAAsf'; Outlook Stable

EUR90 million Class A-1R: affirmed at 'AAAsf'; Outlook Stable

GBP30.4 million Class A-1S: affirmed at 'AAAsf'; Outlook Stable

EUR15.8 million Class A-2: affirmed at 'AAAsf'; Outlook Stable

EUR26 million Class B-1: affirmed at 'AAsf'; Outlook Stable

EUR15 million Class B-2: affirmed at 'AAsf'; Outlook Stable

EUR26 million Class C: affirmed at 'Asf'; Outlook Stable

EUR12.5 million Class D-1: affirmed at 'BBBsf'; Outlook revised
  to Negative from Stable

EUR10.5 million Class D-2: affirmed at 'BBBsf'; Outlook revised
  to Negative from Stable

EUR17 million Class E: affirmed at 'BBsf'; Outlook Negative

EUR1.7 million Class X: paid in full

Laurelin II B.V. is a securitization of mainly senior secured,
senior unsecured, second-lien, and mezzanine loans (including
revolvers) extended to mostly European obligors. At closing, a
total note issuance of EUR450 million was used to invest in a
target portfolio of EUR438 million. The portfolio is actively
managed by GoldenTree Asset Management L.P.

Key Rating Drivers

The affirmation reflects the transaction's stable performance
over the past 12 months. The Fitch Weighted Average Rating Factor
increased to 29.78 from 29.52, signaling slightly lower credit
quality, but still below its trigger of 32. This was offset by an
improvement in the Weighted Average Recovery Rate over the same
period to 66% from 65.1%, above its trigger of 64.5%. In
addition, the Weighted Average Spread (WAS) increased
significantly to 4.47% from 4.07%, above its threshold of 2.75%,
the second-highest among Fitch's CLOs. However, defaults are now
1.3% of the performing portfolio, up from 0% 12 months ago

The notes' over-collateralization (OC) tests have not been
breached to date. OC test results deteriorated towards the end-
2012 as a result of defaults in the portfolio but have since
recovered. The interest coverage tests are passing with rising
buffers.

The revision in Outlooks to Negative on the class D notes and the
Negative Outlook on the class E notes reflects their sensitivity
to refinancing risk and an increase in defaults over the past 12
months. Lower credit quality obligors may face difficulties
finding alternative financing, leaving them unable to repay the
securitized loans once they reach maturity. Currently, 4.73% of
the portfolio is scheduled to mature by end-2015. .

Rating Sensitivities

Fitch ran various rating sensitivity stresses on the transaction
to outline the impact on the notes' ratings if the key risk
drivers -- default rates and recovery rates -- are stressed.
Increasing the default probability by 25% would likely result in
a downgrade of up to three notches on the notes. Furthermore,
applying a recovery rate haircut of 25% on all the assets would
likely result in a downgrade of up to three notches on the notes.


NXP BV: S&P Raises CCR to 'BB' on Improving Credit Metrics
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on Dutch semiconductor manufacturer NXP B.V. to
'BB' from 'BB-'.  The outlook is positive.

At the same time, S&P raised the issue rating on the super senior
revolving credit facility (RCF) to 'BBB-' from 'BB+'.  The
recovery rating on this instrument remains at '1', reflecting
S&P's expectation of very high (90%-100%) recovery prospects.
S&P raised the issue rating on the senior secured loans to 'BB+'
from 'BB'.  The recovery rating on these loans remains at '2',
reflecting S&P's expectation of meaningful (50%-70%) recovery
prospects.  S&P raised the issue rating on the senior unsecured
notes to 'BB-' from 'B+'.  The recovery rating on these notes
remains at '5', reflecting S&P's expectation of modest (10%-30%)
recovery prospects.

The upgrade reflects S&P's expectation that NXP's credit metrics
will likely strengthen further in 2014 and 2015 as a result of
continued solid revenue growth, improving operating margins,
significant material free cash flow generation, and further debt
redemptions.  Under S&P's base-case scenario, it assumes that the
group's Standard & Poor's-adjusted debt-to-EBITDA ratio will
decline gradually toward 2x by year-end 2015, from 2.6x as of
Dec. 31, 2013.  In addition, S&P expects a notable improvement of
the group's discretionary cash flow (DCF) generation to about
US$0.8 billion-US$0.9 billion in 2014 from US$593 million in
2013.  In the 12 months to Dec. 31, 2013, NXP reduced its net
consolidated financial debt by $201 million to US$2.65 billion.
This corresponds to a Standard & Poor's-adjusted debt amount of
about US$3.4 billion, including our adjustments for operating
lease and unfunded pension obligations and surplus cash.

S&P's view of NXP's improved credit metrics and strong operating
results led to its revision of our assessment of the group's
comparable rating analysis to "neutral" from "negative."  This
analysis is based on an issuer's credit characteristics in
aggregate.  S&P regards NXP's operating performance as solid
compared with that of its peers, including STMicroelectronics
N.V. In addition, NXP's rapid leverage reduction is supportive of
an increasing rating gap with Freescale Semiconductor Inc.

"We continue to assess NXP's business risk profile as "fair,"
although it is gradually improving due to continued margin
expansion and above-average revenue growth.  Our assessment is
primarily underpinned by the group's leading market positions in
certain high-performance analog and mixed-signal semiconductor
applications, long-standing customer relationships, high
proprietary content, and status as a primary supplier across many
of its markets.  NXP maintains a global manufacturing footprint
with 10 sites in Europe and Asia.  We assess the overall country
risk for NXP as "intermediate."  Still, our assessment of the
industry risk for the technology hardware and semiconductor
industry as "moderately high" offsets the supporting factors.
Our view reflects the semiconductor industry's cyclical and
seasonal demand and fierce competition.  Additional constraints
include our view of the group's still meaningful operating
leverage and only moderate scale and diversification compared
with that of larger peers," S&P said.

"Our assessment of the group's financial risk profile remains
"significant" and primarily reflects NXP's still-high gross debt
burden and potential volatility in credit ratios during a
significant economic downturn.  As a result, we revised downward
our assessment of cash flow and leverage to "significant" from
intermediate" based on the group's core and supplementary ratios.
Furthermore, NXP's credit ratios benefit from the full
consolidation of its only 61%-owned subsidiary Systems on Silicon
Manufacturing Co. Pte. Ltd. (SSMC; not rated), which generated
US$217 million of EBITDA in 2013.  This is partly offset by the
group's strong DCF generation. However, we forecast that a large
part of the DCF will likely be devoted to share buybacks and only
a minor part toward further debt repayments.  This is because the
group achieved its net debt-to-EBITDA leverage target of less
than 2x at year-end 2013, which corresponds to our adjusted debt-
to-EBITDA ratio of about 2.6x, per our base case.  As a result,
we expect further credit ratio improvements to stem primarily
from higher EBITDA and, to a lesser extent, from gross debt
reductions," S&P noted.

In S&P's base case, it assumes:

   -- Based on its outlook for improving global economic growth,
      particularly in the U.S. and Europe, we expect that demand
      for semiconductors will increase by mid-single digits in
      2014, up from low-single-digit growth in 2013.

   -- S&P expects group revenues will slightly outperform the
      overall semiconductor market in 2014 and 2015, following
      strong product revenue growth of 13% year on year in 2013,
      primarily supported by further design wins in its High
      Performance Mixed Signal (HPMS) segment.

   -- S&P expects a modest improvement of the group's Standard &
      Poor's adjusted EBITDA margin in the next two years, from
      about 27% in 2013, thanks to a higher share of more
      profitable HPMS revenues and the group's operating
      leverage.

   -- Large cash outflows from share buybacks under its new share
      buy-back program, significantly above the net cash outflow
      of US$228 million in 2013.

   -- Stable capital expenditures (including intangible
      investments) at about 5% of sales.

   -- S&P assumes continued dividend leakage to its joint-venture
      partner Taiwan Semiconductor Manufacturing Co. Ltd. (TSMC).

   -- In 2013, NXP reported minority dividends of US$48 million.

Based on these assumptions, S&P arrives at these credit measures:

   -- A further gradual improvement of the group's Standard &
      Poor's-adjusted debt-to-EBITDA and funds from operations
     (FFO)-to-debt ratios toward about 2x and 42%, respectively,
      by year-end 2015, from about 2.6x and 32% at year-end 2013.

   -- Annual free operating cash flow (before dividends to
      minorities) of approximately US$0.9 billion-US$1.0 billion
      in 2014 and 2015.

The positive outlook reflects the potential for a one-notch
upgrade in the next 12 months if NXP further reduces its
indebtedness and reaches and maintains a Standard & Poor's-
adjusted debt-to-EBITDA ratio of about 2x.

S&P could raise the rating if continued EBITDA growth and the
application of free cash flow generation toward debt reduction
sustainably improved NXP's Standard & Poor's-adjusted debt-to-
EBITDA and FFO-to-debt ratios to about 2x and 40%, respectively.
Furthermore, an upgrade could be supported by continued modest
EBITDA margin improvements (as adjusted by Standard & Poor's)
toward 28%-30%.

S&P thinks such a scenario could unfold if NXP achieved high-
single-digit revenue growth in 2014, primarily supported by
continued company-specific design wins and improving industry
demand.  At the same time, S&P would expect the group to partly
use its DCF generation to reduce the Standard & Poor's-adjusted
debt to about US$3.0 billion on a sustainable basis.

S&P might revise the outlook to stable if NXP's credit metrics
remain at current levels, for example as a result of sizable
acquisitions or shareholder distributions in excess of the
group's DCF generation.



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


PLAY HOLDINGS: Moody's Assigns B1 Rating to EUR600MM Senior Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
recent debt issuance of Play Holdings 2 S.a r.l., the ultimate
parent of P4 Sp. Z o.o. (PLAY), Poland's fourth-largest mobile
network operator.

The definitive ratings assigned are as follows:

EUR600 million 5.25% senior secured notes due 2019 issued by Play
Finance 2 S.A: B1 rating and loss given default (LGD) assessment
of LGD4 (58%)

PLN130 million floating rate senior secured notes (FRNs) due 2019
issued by Play Finance 2 S.A: B1 rating and LGD4 (58%)

EUR270 million 6.5% senior notes due 2019 issued by Play Finance
1 S.A: B2 rating and LGD 6 (95%)

PLAY's B1 corporate family rating (CFR) and Ba3-PD probability of
default rating (PDR) remain unchanged. The outlook for all
ratings is stable.

The definitive rating assignment follows the company's dividend
recapitalization, as a result of which PLAY will distribute
PLN1.4 billion (EUR340 million) to its shareholders and has
refinanced PLN2.5 billion (EUR597 million) of existing bank debt
through the issuance of PLN3.8 billion (EUR900 million) worth of
senior secured and senior unsecured notes. Around PLN717 million
(EUR170 million) of proceeds from the senior unsecured notes
issuance have been placed into an escrow account, and will be
released to the shareholders or the company subject to certain
conditions.

"The assigned B1 rating balances our assessment of, among other
things, PLAY's small size, its concentration in Poland, the
weakness of its mobile-only model and its foreign currency risk
against more positive factors, such as its track record of
revenue and market share growth and the expected fast
deleveraging profile due to its growing free cash flow
generation," says Ivan Palacios, a Moody's Vice President -
Senior Credit Officer and lead analyst for PLAY.

Ratings Rationale

Moody's definitive ratings on these debt obligations are in line
with the provisional ratings assigned on January 21, 2014.

PLAY upsized its senior unsecured notes issuance by EUR30 million
(PLN127 million), to EUR270 million. The incremental proceeds
will be used to pay a dividend or make another distribution to
shareholders. As a result of the upsizing of the bond, Moody's
expects PLAY's pro-forma adjusted leverage to increase by 0.1x, a
marginal increase that can be accommodated within the current B1
rating category.

The rating on the EUR600 million senior secured notes and PLN130
senior secured FRNs is B1, in line with the CFR, given that they
comprise the largest piece of debt in the capital structure. The
EUR270 million senior unsecured notes are rated B2, one notch
lower than the rating on the senior secured notes. The one-notch
difference reflects the high initial leverage and the substantial
amount of secured bond debt that effectively ranks senior to the
senior unsecured notes. This debt potentially limits the amount
of residual collateral value available to the senior unsecured
noteholders in a recovery scenario.

PLAY's B1 CFR negatively reflects (1) its small size, its fourth-
place position in the Polish mobile market and its concentration
in Poland; (2) its mobile-only business model, which Moody's
believes is weaker than an integrated business model; (3) its
foreign exchange risk, given that the majority of its debt and
part of its costs and capex are denominated in foreign currency
while revenues are primarily denominated in local currency; (4)
the uncertainty regarding the outcome of the 800MHz/2600MHz
spectrum auction; and (5) the flexibility embedded in the
structure, which allows the shareholders to relever the company
up to 3.75x net reported debt/EBITDA in order to distribute
additional dividends.

At the same time, the rating positively reflects (1) PLAY's track
record of growth in market share and revenues since commercial
launch in 2007; (2) the better growth prospects for the Polish
market when compared with other European markets; (3) the
expected stabilization of the competitive and regulatory
environments in Poland; (4) the expected fast deleveraging
profile, as the company benefits from operating leverage and
stable capex; (5) its growing free cash flow generation; and (6)
its adequate liquidity profile.

Rationale For The Stable Outlook

The stable outlook reflects the initially weak positioning of
PLAY's credit metrics for the rating category, but also factors
in Moody's expectation that the company will deleverage quickly
and maintain an adjusted debt/EBITDA ratio (as adjusted by
Moody's) between 4.2x and 3.5x, while it will continue to
generate positive free cash flows.

What Could Change The Rating Up/Down

Upward pressure on the rating could develop if the company
delivers on its business plan, such that its adjusted debt/EBITDA
ratio drops below 3.5x on a sustained basis. However, upward
pressure on the rating may be limited due to the flexibility
embedded in the bond indenture, as a result of which the
shareholders may relever the balance sheet to distribute
additional dividends as long as net debt/EBITDA (as reported by
the company) is below 3.75x.

Downward pressure could be exerted on the rating if PLAY's
operating performance weakens or the company increases debt as a
result of acquisitions or shareholder distributions such that its
adjusted debt/EBITDA remains above 4.2x. A weakening in the
company's liquidity profile could also exert downward pressure on
the rating.

Principal Methodology

The principal methodology used in these ratings was the Global
Telecommunications Industry published in December 2010. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Play Holdings 2 S.a r.l. is the ultimate parent of P4 Sp. Z o.o.,
Poland's fourth mobile network operator in terms of subscribers.
The company operates under the commercial name "PLAY" and offers
voice, non-voice and mobile broadband products and services to
residential and business customers.

As of September 2013, PLAY had approximately 10.3 million
reported subscribers (of which 44% were contract subscribers) and
a mobile market share of 18.4%. In the last 12 months ended
September 2013, PLAY reported revenues of PLN3.7 billion
(c.EUR889 million) and EBITDA of PLN689 million (EUR163 million).
PLAY's shareholders are Olympia Development (through Tollerton
Investments Limited) with a 50.3% stake, and Novator with a 49.7%
stake.



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


PRAKTIKER GROUP: May Sell Romanian Operations to Omer Susli
-----------------------------------------------------------
SeeNews reports that Praktiker Group may sell its Romanian
operations to Turkish investor Omer Susli.

According to SeeNews, financial daily Ziarul Financiar quoted
sources close to negotiations as saying "Omer Susli, shareholder
at Search Chemicals, has been negotiating the takeover of
Praktiker stores since November.  The parties have not reached an
agreement so far."

Last week, Isle of Man-based European Convergence Development
Company (ECDC) said that a Romanian insolvency house has been
appointed to dispose of the Romanian Praktiker business, SeeNews
relates.

ECDC is the developer of the Iasi Shopping Centre, in
northwestern Romnaia, where Praktiker owns a store.

"Negotiations are ongoing for a restructuring of their lease
agreement and recovery of the outstanding rental and service
charge debts," ECDC, as cited by SeeNews, said in a report.

Germany-based Praktiker AG engages in the retail of supplies for
the do-it-yourself (DIY) and home improvement markets, among
others.  The Company operates three business segments: Praktiker
Germany, Max Bahr and International.

Praktiker AG, which employs 20,000 in various countries, became
insolvent in early July 2013, Portfolio.hu disclosed.  Two months
later, Praktiker's bankruptcy administrator said a market exit
was inevitable for the brand as it was unable to find an investor
to continue operation of the group's 130 stores in Germany.



===============
S L O V E N I A
===============


NOVA KREDITNA: S&P Affirms 'Bpi' Rating After Capital Increase
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
unsolicited public information (pi) rating on Slovenia-based Nova
Kreditna Banka Maribor (NKBM) at 'Bpi'.  S&P do not ascribe
modifiers (+ or -) or outlooks to pi ratings.

The affirmation balances the improvement in NKBM's financial
profile after the government-led recapitalization of the bank
against the persisting weak operating environment in Slovenia and
uncertainties about NKBM's future ownership, business model, and
strategy.

The bank received EUR870 million of equity from the government in
December 2013 as part of a rescue plan to bail out Slovenia's
systemically important banks, including NKBM, which is the
second-largest one, with market shares in both loans and deposits
of about 10%.  This capital increase, together with other
measures such as the transfer of a large part of bad loans to a
work-out unit and write-off of subordinated liabilities, reduces
the solvency and refinancing risks S&P previously saw for NKBM.
In S&P's view, its risk-adjusted capital (RAC) ratio will improve
to almost 10% in 2015, from a very weak 2.5% in 2012, and the
nonperforming loan ratio will reduce to 15%, or moderately
higher, in 2014 from an unsustainable 33% in September 2013.  The
bank's asset quality remains its most important weakness, though.

S&P considers that NKBM's stand-alone credit profile is
improving, and S&P now views it in the 'b' category instead of
the 'ccc' category previously, because S&P now sees reduced risk
of NKBM's breaching regulatory capital ratios or being unable to
repay external debt maturing in the next 12 months.

Nevertheless, significant uncertainties remain.  The operating
environment for banks remains weak in Slovenia, and the highly
leveraged and distressed corporate sector will continue to weigh
on the bank's asset quality, even after the clean-up.  The bank's
future strategy, ownership, and business model are still
uncertain, notably because S&P thinks NKBM will have to undergo
restructuring after having received substantial state aid.  S&P
still thinks the bank will be loss making in 2014, the fourth
year in a row, and that recovering profitability will take time.

S&P continues to view NKBM as having high systemic importance in
Slovenia, but the uplift S&P typically gives in such a case is
not enough to raise the rating to 'BBpi'.  S&P would have to see
further strengthening of the SACP, notably better clarity on the
earnings recovery path and the capacity to contain credit costs
post clean-up, to consider an upgrade to 'BBpi'.



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


BANCO POPULAR: S&P Lowers Longterm CCR to 'B+'; Outlook Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its long-
term counterparty credit rating on Banco Popular Espanol S.A.
(Popular) to 'B+' from 'BB-'.  At the same time, S&P affirmed the
'B' short-term rating.  The outlook is negative.

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

The rating action primarily reflects S&P's view that Popular's
financial profile, particularly its asset quality, deteriorated
more than it had previously anticipated in the fourth quarter of
2013.  In S&P's view, the magnitude of problem assets that
Popular has accumulated, and must therefore work out, as well as
the ongoing pace of asset quality deterioration, have negative
implications for Popular's business stability.  Moreover, despite
significant progress in rebalancing its funding and liquidity
profile over recent quarters, S&P considers that Popular's
liquidity position remains vulnerable to changes in investor
sentiment and market conditions.  This is particularly relevant
in the context of the continued deterioration S&P sees in
Popular's financial profile and the still-difficult operating
environment in Spain.

Popular reported total nonperforming assets (NPAs), including
nonperforming loans and foreclosed or acquired real estate
assets, of about 29% of its gross loan book as of Dec. 31, 2013.
This compares with about 20% in the previous year.  S&P considers
asset quality deterioration to have accelerated further in the
fourth quarter of 2013 relative to previous quarters, with the
increase of NPAs in this last quarter representing about 3% of
gross loans. As a result of the level of problem assets
accumulated by Popular at year-end 2013 and the continuing
deterioration of asset quality metrics, S&P has reassessed its
expectations for problem assets and credit losses over the next
two years.  S&P expects Popular's asset quality to continue to
deteriorate and to underperform the system average.  As a result,
S&P now anticipates that its problem assets and associated credit
losses through the downturn will exceed the expectations that it
had previously incorporated into its ratings.

Popular's credit loss reserve coverage has also deteriorated
quickly and is now lower than S&P's estimates for the level of
credit losses embedded in its loan portfolio, and well below the
system average.  Total NPA reserve coverage decreased to 45% at
Dec. 31, 2013 from 49% in the previous quarter and 60% in
Dec. 31, 2012.

"In our opinion, Popular's continuing and material asset quality
deterioration demonstrates weaknesses in Popular's risk
management practices and ultimately undermines its capacity to
preserve its business stability in the markets where it operates.
We also consider that the extent of this deterioration has
limited Popular's capacity to improve its financial profile.
Notwithstanding Popular's recent initiatives to strengthen its
creditworthiness via two capital increases and the sale of
noncore assets, the extent of Popular's credit losses outweighs
the effects of these initiatives, in our opinion," S&P said.  S&P
has therefore revised its assessment of Popular's business
position to "moderate" from "adequate".

In addition, despite significant progress in rebalancing its
funding profile and improving its liquidity from relatively weak
levels(for example, the bank's net loan to deposit ratio improved
to 126% in Dec. 31, 2013, from 149% in Dec. 31, 2012), S&P
believes that Popular's liquidity position remains vulnerable to
changes in investor sentiment and market conditions.  This is
particularly relevant in the context of the continued
deterioration S&P sees in its financial profile and the still-
difficult operating environment in Spain.  S&P's assessment also
takes into account Popular's still "moderate" liquidity metrics,
as such term is used in S&P's criteria, which remain weaker than
those of its peers.  S&P estimates that the coverage of short-
term wholesale funding with broad liquid assets was only around
0.7x at Dec. 31, 2013, compared with 0.5x at Dec. 31, 2012.  S&P
therefore maintains its "moderate" assessment of Popular's
liquidity position.

Popular repaid most of the financing from the European Central
Bank's (ECB's) long-term refinancing operations (LTRO) over 2013
by using the liquidity generated from a combination of loan book
reduction, deposit growth, sale of liquid assets, and an increase
in financing through repurchase agreements.  S&P has therefore
removed the one notch of short-term support that it previously
incorporated into its ratings on Popular.  This one-notch uplift
reflected S&P's belief that the ECB's LTRO gave Popular time to
address its liquidity imbalances and achieve an "adequate"
funding and liquidity position.

S&P's assessment of Popular's risk position and capital and
earnings remains "weak".  S&P's view of Popular's risk position
reflects the significant, higher-than-average credit risk that
S&P believes it is exposed to.

"Our "weak" assessment of Popular's capital and earnings
incorporates our estimate for higher credit losses than before
Popular reported meaningful, higher-than-expected asset quality
deterioration in the fourth quarter of 2013.  This has hampered
our expectations for organic capital generation over the coming
quarters.  We have therefore revised our estimates for Popular's
risk-adjusted capital (RAC) ratio and now anticipate that it will
likely remain between 3.5%-4.0% by the end of 2015 compared with
4.25%-4.75% previously," S&P said.

"Our ratings on Popular now incorporate two notches of uplift
over its stand-alone credit profile for potential extraordinary
government support, compared with only one notch previously.
This reflects our view of the Spanish government's capacity to
provide potential extraordinary support relative to Popular's now
weaker stand-alone creditworthiness.  The two-notch uplift is
based on our view of Spain's supportive stance toward its banking
system and Popular's high systemic importance," S&P added.

The negative outlook reflects S&P's view that we could lower the
ratings on Popular if it sees any further meaningful
deterioration in the bank's asset quality beyond its current
expectations, as this could lead to a weaker assessment of its
risk position.  S&P could also lower the ratings if increasing
credit losses weaken Popular's capital position to the extent
that S&P believed that its RAC ratio for Popular was unlikely to
remain sustainably above the 3% level.

S&P currently considers a revision of the outlook to stable as
unlikely over the next 12 months.  However, this could occur if
the pace of asset quality deterioration abates and if Popular is
able to absorb the impact of credit losses on its solvency while
effectively managing its large stock of NPAs, demonstrating its
ability to maintain resilient performance, and preserving its
business stability.


BANKIA SA: Government Mulls Partial Float of 68% Stake
------------------------------------------------------
Tobias Buck at The Financial Times reports that the talk among
Madrid bankers now is that Bankia S.A. could be privatized much
earlier than expected, with the government said to be considering
a partial float of its 68% stake this year.

Jose Ignacio Goirigolzarri, Bankia's executive chairman, insists
the bank has emerged from its recent trials as a "formidable
franchise" that is ready to shake off state ownership -- and to
rewards its shareholders with a dividend as early as next year,
the FT discloses.

The lender, he says, is "perfectly prepared" for a privatization,
but cautions that it is up to the government to decide when and
how much to sell, the FT relates.

Mr. Goirigolzarri was appointed to head Bankia in May 2012, after
it emerged that the lender would require a massive bailout.

"We stabilized the business at the end of 2012.  In the second
half of last year we saw a clear pick-up in activity,"
Mr. Goirigolzarri told the FT in an interview.  "We have
completed the restructuring of the branch network, bringing it
down from 3,000 to 2,000.  We have also completed 90 per cent of
our goal for staff reductions ... There is still a lot to do, but
we are very proud of what we have achieved."

Despite closing a third of its branches, Bankia lost less than 5
per cent of its client base, the FT notes.

Unlike some of his European peers, Mr. Goirigolzarri is in no
rush to repay the EUR47 billion in cheap ECB loans still sitting
on its books, the FT states.  Last year, Bankia repaid EUR19
billion and it plans to pay down another EUR10 billion this year,
the FT recounts.

Bankia SA is a Spanish banking conglomerate that was formed in
December 2010, consolidating the operations of seven regional
savings banks.  As of 2012, Bankia is the fourth largest bank of
Spain with 12 million customers.


INDUSTRIAS AUXILLIARES: Q.E.P. to Acquire U.S. Subsidiary
---------------------------------------------------------
Q.E.P. CO., INC. on Feb. 11 announced its intent to purchase Faus
Group, Inc. ("Faus USA").

Faus USA manufactures premium laminate flooring and accessories.
Faus USA is a wholly-owned subsidiary of Industrias Auxilliares
Faus, S.L.U. ("Faus Spain") a Spanish company that is in
bankruptcy.  The Spanish bankruptcy court has approved the
Company entering into a stock purchase agreement to acquire all
of the capital stock of Faus USA and certain intellectual
property rights held by Faus Spain, subject to a period for
review of the proposed transaction by the creditors of Faus
Spain.

The Company currently expects the transaction to be completed
before the end of February 2014, although the possibility exists
that the transaction will not be successfully completed or that
the closing may be delayed.  The Company will provide additional
information when the transaction is completed.

Industrias Auxiliares Faus, S.L.U. --
http://www.fausgroup.com/-- designs, develops, manufactures, and
supplies laminate flooring for commercial and residential use in
Spain and internationally. The company offers wood, stone, and
ceramic floors, as well as moldings. It also provides melamine
products, laminate products, machined components, doors, wall and
ceiling coverings, and self assembly kits.  The company was
founded in 1953 and is based in Gandia, Spain.  It has facilities
in Europe, Asia, and the United States.



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


LEMTRANS LLC: S&P Cuts Corp. Credit Rating to CCC+; Outlook Neg.
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'CCC+' from 'B-'
its long-term corporate credit ratings on Ukrainian freight rail
operator Lemtrans LLC and its holding company Lemtrans Ltd.
(together Lemtrans).  The outlook is negative.

The downgrade of Lemtrans follows that of Ukraine.  S&P lowered
its long-term foreign currency sovereign rating on Ukraine on
Jan. 28, 2014, primarily because it views that the significant
escalation of domestic political turmoil makes the expected
financial support package from Russia less certain.  S&P believes
that Ukraine is currently vulnerable to, and dependent on,
favorable political and economic developments to service its debt
obligations.

The lowering of S&P's transfer and convertibility (T&C)
assessment on Ukraine reflects its view that the sovereign will
likely tighten further its exchange control regime, so much so
that the private sector's ability to service its foreign currency
debt will become impaired.  Ukraine already makes use of the
current exchange controls in place.

The long-term ratings on Lemtrans are constrained by S&P's long-
term foreign currency sovereign rating on Ukraine and its
assessment of Ukraine's T&C.  In S&P's view, the company does not
meet the criteria under which it would rate S&P higher than
Ukraine, given that it is predominately exposed to its domestic
market.  In S&P's view, Lemtrans will likely find it increasingly
difficult to honor its foreign currency obligations under
potential restrictions to accessing foreign currency, or to be
able to generate enough local currency resources to honor all its
financial obligations under a hypothetical sovereign default
scenario, as defined by our criteria.

S&P thinks that weaker sovereign credit quality will expose
Lemtrans to additional risks stemming from political instability.
S&P believes that this will be coupled with very weak economic
prospects, and a fragile banking sector, which is by nature
confidence-sensitive.  Still, under S&P's base-case scenario, it
expects that the Ukrainian hryvnia (UAH) will gradually stabilize
against the American dollar at a rate of about UAH8.5 to
$1. A sharper devaluation would likely hurt Ukrainian banks'
already-fragile asset quality and capital.  S&P understands that
so far, political turmoil hasn't had a pronounced effect on the
company's operations and liquidity position.  However, S&P don't
rule out some operational disruptions that could harm the
company's ability to generate cash flows if protestors' clashes
with the government continue and escalate.  These disruptions may
include deposit withdrawals from banks or indeed runs on the
banks, disruptions to the banks' payment systems, and liquidity
shortages in the banking sector.  The negative outlook on
Lemtrans primarily reflects S&P's outlook on the sovereign.  S&P
considers that sovereign-related risks will continue to be the
largest risks for the company's financial risk profile,
especially its liquidity, if Ukraine's political landscape
remains unstable and economic prospects deteriorate further.

Any lowering of the foreign currency long-term rating or S&P's
T&C assessment on Ukraine is likely to trigger a similar lowering
of the foreign currency rating on Lemtrans.

S&P could revise the outlook to stable if it revises the outlook
on the sovereign to stable.  This could occur if political
tensions abate and the external funding of Ukraine's high gross
external financing requirement are secured.


* UKRAINE: Fitch Downgrades Ratings on 12 Companies
----------------------------------------------------
Fitch Ratings has downgraded 12 Ukrainian companies' ratings,
following the agency's rating action on the Ukrainian sovereign.

The agency downgraded Ukraine's Long term foreign currency Issuer
Default Rating (IDR) to 'CCC' from 'B-' and affirmed the local
currency IDR at 'B-' Outlook Negative and the Short-term foreign
currency IDR to 'C' from 'B'.  Ukraine's Country Ceiling was
downgraded to 'CCC' from 'B-'.

The corporate rating actions reflect the increased uncertainty
regarding the political and economic situation in the Ukraine
which may ultimately threaten companies' ability to meet both
their foreign and local currency obligations.

In line with Fitch's criteria 'Rating Non-Financial Corporates
above the Country Ceiling', the Long-Term foreign currency IDRs
of the companies listed below, if they were previously higher,
have been downgraded to 'CCC' in line with the Ukrainian Country
Ceiling.  Due to the imposition of limited capital controls and
the recent depreciation of the hryvna, we see the immediate
threat to companies' foreign currency borrowings as higher than
that to their local currency debt.

"However, we believe the likelihood of default on local currency
obligations has also increased.  This reflects the higher level
of political and economic uncertainty, plus cross-default
provisions between local and foreign currency debt which, where
present, are a particular concern at this rating level.
Therefore, if they were previously higher, the companies' Long-
Term local currency IDRs and senior unsecured debt ratings have
been downgraded to one notch above their foreign currency
equivalents, to 'B-', Fitch said.

Fitch expects to publish a further rating action commentary in
the near future summarising non-financial corporate Ukrainian
National Scale ratings.

The rating actions are as follows:

Avangardco Investmente Public Limited

Long-term foreign currency IDR downgraded to 'CCC'; from 'B-'.
The rating remains constrained by Ukraine's Country Ceiling of
  'CCC'
Long-term local currency IDR: downgraded to 'B-' from 'B';
  Outlook Negative
Foreign currency senior unsecured rating: downgraded to 'CCC'
  from 'B-'; Recovery Rating of 'RR4'

DTEK Holdings B.V.

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Short-term foreign currency IDR is downgraded to 'C' from 'B'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-'; Recovery Rating of 'RR4'
  Short-term local currency IDR: affirmed at 'B'
  DTEK Finance BV's senior unsecured notes and DTEK Finance plc's
   senior unsecured guaranteed notes downgraded to 'CCC' from
   'B-'; Recovery Rating of 'RR4'

Ferrexpo Plc

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Short-term foreign currency IDR: downgraded to 'C' from 'B'
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-'; Recovery Rating of 'RR4'
  Ferrexpo Finance plc's guaranteed notes' senior unsecured
   rating: downgraded to 'CCC' from 'B-'; Recovery Rating of
   'RR4'

Fintest Trading Co. Limited

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating is constrained by Ukraine's Country Ceiling of 'CCC'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative

Kernel Holding SA

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative


Lemtrans LLC

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating is constrained by Ukraine's Country Ceiling of 'CCC'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-', Recovery Rating of 'RR4'

Metinvest B.V.

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Short-term foreign currency IDR: downgraded to 'C' from 'B'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-'; Recovery Rating of 'RR4'
  Short-term local currency IDR: affirmed at 'B'

MHP S.A.

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-'; Recovery Rating of 'RR4'

OJSC Myronivsky Hliboproduct (MHP S.A.'s 99.9% owned subsidiary)

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative

Mriya Agro Holding Public Limited

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating is constrained by Ukraine's Country Ceiling of 'CCC'
  Short-term foreign currency IDR: downgraded to 'C' from 'B'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative
  Short-term local currency IDR: affirmed at 'B'
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-'; Recovery Rating of 'RR4'

NJSC Naftogaz of Ukraine (Naftogaz)

  Long-term foreign currency IDR: affirmed at 'CCC'
  Long-term local currency IDR: affirmed at 'CCC'
  Senior unsecured foreign currency rating in respect of
    USD1,595m bond guaranteed by Ukraine downgraded to 'CCC' from
    'B-'; Recovery Rating of 'RR4'

OJSC Creative Group Public Limited

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating is constrained by Ukraine's Country Ceiling of 'CCC'
  Long-term local currency IDR: affirmed at 'B-'; Outlook revised
   to Negative

Ukrlandfarming PLC

  Long-term foreign currency IDR: downgraded to 'CCC' from 'B-'.
  The rating remains constrained by Ukraine's Country Ceiling of
   'CCC'
  Long-term local currency IDR: downgraded to 'B-' from 'B';
   Outlook Negative
  Foreign currency senior unsecured rating: downgraded to 'CCC'
   from 'B-'; Recovery Rating of 'RR4'



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


CORNERSTONE TITAN 2005-1: S&P Cuts Ratings in 2 Note Classes to D
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' from
'CCC- (sf)' and to 'D (sf)' from 'CC (sf)' its credit ratings on
Cornerstone Titan 2005-1 PLC's class D and F notes, respectively.
At the same time, S&P has affirmed its 'D (sf)' rating on the
class E notes.

The rating actions reflect S&P's view of cash flow disruptions
and the increased risk of principal losses.

The Jubilee Way loan secures the GBP6.6 million outstanding
notes. The loan defaulted in April 2010 following a payment
default during the loan term.

Multitenanted retail units in the north east of England secure
the Jubilee Way loan.

In January 2014, the servicer reported a 184.18% loan-to-value
ratio, based on a 2010 valuation of GBP3.7 million.  S&P
understands that the issuer sold two units for GBP600,000 and
expects to sell the remaining unit for GBP310,000.  Net
recoveries will therefore be insufficient to fully repay any of
the classes of notes.

The class D, E, and F notes experienced interest shortfalls on
the January 2014 interest payment date (IPD).  In S&P's view, the
shortfalls have resulted from the two following factors:

   -- Although the Jubilee Way loan paid full interest, the
      weighted-average cost of the class D, E and F notes' coupon
      (including the prior-ranking issuer costs) exceeded the
      weighted-average loan coupon on the January 2014 payment
      date.  The class F notes are subject to an available funds
      cap (AFC). Under the AFC, interest shortfalls resulting
      from yield compression and prepayments are not paid and do
      not accrue (and are therefore extinguished).

   -- Following the liquidation of the Eagle Office Portfolio
      loan, a non-accruing interest (NAI) shortfall amount was
      applied to the class F notes on the October 2013 IPD.
      Given the NAI amount outstanding, the class F notes only
      received interest on the portion of the class F notes'
      balance not subject to an NAI on the January 2014 IPD.  The
      interest shortfall did not result from loan prepayments but
      from an NAI being applied to the class F notes.  As such,
      the class F notes have not received their full interest
      payment, in S&P's view.

S&P's ratings in Cornerstone Titan 2005-1 addresses the timely
payment of interest, payable quarterly in arrears, and the
payment of principal no later than the legal final maturity date
(in July 2014).

In S&P's view, the class D notes will suffer a principal loss as
the proceeds available from the two properties sold plus the
potential amount available from the remaining unit will be
insufficient to fully repay the loan.  Additionally, this class
of notes suffered an interest shortfall on the January 2014 IPD.
Therefore, S&P has lowered to 'D (sf)' from 'CCC- (sf)' its
rating on the class D notes.

S&P has also lowered its rating on the class F notes to 'D (sf)'
from 'CC (sf)' as this class of notes suffered an interest
shortfall not covered by the AFC.  In S&P's opinion, they will
also experience principal losses.

S&P has affirmed its 'D (sf)' rating on the class E notes as this
class of notes has experienced interest shortfalls in the past.
In S&P's opinion, they will also experience principal losses.

Cornerstone Titan 2005-1 is a 2005-vintage European commercial
mortgage-backed securities (CMBS) transaction.  It is secured on
one European commercial real estate loan, which is in special
servicing.

RATINGS LIST

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

Class       Rating            Rating
            To                From

Ratings Lowered

D           D (sf)            CCC- (sf)
F           D (sf)            CC (sf)

Rating Affirmed

E           D (sf)


HASTINGS INSURANCE: Fitch Assigns 'B+' LT Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has assigned UK-based Hastings Insurance Group
(Finance) plc a final Long-term foreign currency Issuer Default
Rating (IDR) of 'B+' with a Stable Outlook.

Fitch has also assigned Hastings Insurance Group (Finance) plc's
GBP150 million senior secured floating rate notes due 2019 and
its 8% GBP266.5 million senior secured fixed rate notes maturing
July 2020 a final rating of 'BB-'/'RR3'.  The notes were used to
refinance existing debt facilities and to fund the equity
consideration of purchase price of Hastings Insurance Group (HIG)
by Goldman Sachs Principal Investments.

KEY RATING DRIVERS

Ability to Manage Business Volumes through Integrated
Broker/Underwriter Business Model

Hastings Insurance Services Ltd (HISL), the retail broking arm of
Hastings Insurance Group operates a traditional insurer panel
model on which both Advantage Insurance Company Limited (AICL)
and third party insurers sit.  This provides HISL with greater
ability to channel customers between AICL and third-party panel
insurers, thus adjusting volumes to current pricing conditions in
accordance with AICL's risk appetite.  Price comparison websites
are the company's main distribution channel (90% of policies),
followed by 'direct to website' and call centers (10%).

Improved Underwriting Profitability in a Challenging Environment
Advantage Insurance Company Limited, the underwriting arm, has
achieved a notable improvement in its loss ratio in recent years
despite a competitive environment in the UK motor market.  This
was achieved by discontinuing unprofitable policies and improved
fraud prevention measures.  As a result, the underwriting
business has achieved sub-100% combined ratios over the past two
years.

On-going Competitive Pressures

Hastings faces significant competition in its core market.
Leaders in the UK private car market are well recognized names
such as the Direct Line Group (15% market share), the Admiral
Group (9%), AA (8%), Aviva (8%) and LV=(7%).  Hastings' exposure
is heavily concentrated in the UK motor market.  This segment of
the market is subject to significant volatility and competition,
which could cause pricing pressures.  The group's main
distribution channel of aggregator websites also tend to be
characterized by high price sensitivity.  Competitive pressure is
further increased by the sale and distribution of products
through web-based aggregators and broker panels, where customers
are more price-sensitive.

Weakening Financial Flexibility Due To A Challenging Economic
Climate

The long-dated maturity profile of the notes, combined with
forecasted deleveraging through funds from operations (FFO)
generation (5.0x in 2014 to 3.85x in 2017) provides Hastings with
considerable financial flexibility at present.  However, the
business could be subject to significant volatility, given its
target market and customer acquisition techniques.  Hastings
needs to achieve significant EBITDA growth over the next several
years to achieve sufficient deleveraging.  If growth does not
take place as envisaged by the business plan, in an environment
of softening prices, credits metrics are likely to come under
pressure and cause a reduction in financial flexibility.

Management Execution of Business Plan
To a significant extent, the success of Hastings' largely new
senior management team is key to determining the outcome of the
business plan.

RATING SENSITIVITIES

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

-- FFO gross leverage below 3.5x on a sustained basis
-- FFO interest cover above 3.0x on a sustained basis
-- Sustained increase in margin to 26%, indicating an improved
    competitive positions across divisions

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

-- FFO gross leverage above 5.0x on a sustained basis
-- FFO interest cover below 2.5x on a sustained basis


PROLOGIS INC: Fitch Currently Rates 100MM Preferred Stock 'BB+'
---------------------------------------------------------------
Fitch Ratings assigns a credit rating of 'BBB' to the EUR700
million aggregate principal amount of guaranteed notes issued by
Prologis, L.P., the operating partnership of Prologis, Inc.
(NYSE: PLD; collectively including rated subsidiaries; Prologis
or the company).  The 2024 notes have an annual coupon rate of
3.375% and were priced at 98.919% of the principal amount to
yield 3.505% to maturity or 160 basis points (bps) over the mid-
swap rate.

The notes are senior unsecured obligations of Prologis, L.P. that
are fully and unconditionally guaranteed by Prologis, Inc. The
company intends to use the net proceeds of approximately EUR689.3
million for general corporate purposes, including to repay or
repurchase other indebtedness. In the short term, the company
intends to use the net proceeds to repay borrowings under its
multi-currency senior term loan and/or global line of credit.

In addition to the 2024 notes, Fitch currently rates Prologis as
follows:

Prologis, Inc.
--Issuer Default Rating (IDR) 'BBB';
--$100 million preferred stock 'BB+'.

Prologis, L.P.
--IDR 'BBB';
--$2 billion global senior credit facility 'BBB';
--$659 million multi-currency senior unsecured term loan 'BBB';
--$6 billion senior unsecured notes 'BBB';
--$460 million senior unsecured exchangeable notes 'BBB'.

Prologis Tokyo Finance Investment Limited Partnership
--JPY45 billion senior unsecured revolving credit facility
   'BBB';
--JPY10 billion senior unsecured term loan 'BBB'.

The Rating Outlook is Stable.

KEY RATING DRIVERS

Prologis, Inc.'s 'BBB' IDR reflects leverage that remains
elevated for the rating though expected to decline principally
via improving property fundamentals.  The rating is supported by
the stable cash flow from the company's global industrial real
estate portfolio that contributes towards appropriate fixed-
charge coverage, strong asset quality, and excellent access to
capital. Development continues to be a core tenet for the company
and Prologis endeavors to match-fund acquisitions and development
expenditures with proceeds from dispositions and fund
contributions, a strategy that materially impacts corporate
liquidity.  Contingent liquidity is strong as measured by
unencumbered asset coverage of unsecured debt.

High Leverage for 'BBB'; Expected to Decline
Current leverage is high for a 'BBB' rating (8.0x pro rata at
4Q'13), but Fitch's base case forecasts that pro rata leverage
will approach 7x by year-end 2014 and 6.5x by year-end 2015,
which would be strong for the 'BBB' rating.  However, the decline
in leverage may be choppy sequentially as the timing of
dispositions and fund contributions may not match that of
acquisitions and development starts.

Fitch defines leverage as net debt to recurring operating EBITDA
on a pro rata basis given PLD's willingness to buy back and/or
recapitalize unconsolidated assets and its agnostic view towards
property management for consolidated and unconsolidated assets.
Fitch's methodology differs from that of PLD's, which also seeks
to incorporate the development business by either including gains
on dispositions and contributions or adjusting EBITDA to reflect
future NOI contributions.

In a stress case not anticipated by Fitch in which same store net
operating income (SSNOI) declines by levels experienced in 2009-
2010, leverage would exceed 8x, which would be weak for a 'BBB'
rating.

Improving Cash Flow Supports Fixed Charge Coverage
The vast majority of PLD's earnings are derived from property-
level net operating income (NOI), which is complemented by the
company's investment management income.  During the fourth
quarter of 2013 (4Q'13), cash SSNOI increased by 3.0% and net
effective rents on leases signed in the quarter increased 5.9%
from in-place rents, a leading indicator for 2014 SSNOI growth.

Approximately 14.4% of pro rata base rents expire in 2014
followed by 19.3% in 2015, and the current strength of the
industrial real estate market allows such expirations to be an
opportunity for additional growth.  Fitch expects PLD's SSNOI
growth will be 3% in 2014 followed by similar growth in 2015
based largely on positive net absorption.  Operating portfolio
occupancy was 95.1% as of Dec. 31, 2013, up from 93.9% as of
Sept. 30, 2013 and 94% as of Dec. 31, 2012.

Pro forma for the EUR700 million 3.375% senior notes due 2024,
repayment of borrowings under the unsecured global line of credit
and a portion of borrowings under the multicurrency unsecured
term loan, fourth-quarter 2013 pro rata fixed-charge coverage is
appropriate for the 'BBB' rating at 1.7x compared with 1.8x in
3Q'13 and 1.9x in 2Q'13.  Fitch defines pro rata fixed-charge
coverage as pro rata recurring operating EBITDA less pro rata
recurring capital expenditures less straight-line rent
adjustments divided by pro rata interest incurred and preferred
stock dividends.

Fitch's base case anticipates that coverage will approach 2.5x
over the next 12-to-24 months due to expected SSNOI growth, which
is strong for the 'BBB' rating.

Global Platform
The company's large platform ($48.2 billion of assets under
management at Dec. 31, 2013) limits the effects of any one
region's fundamentals to the overall cash flows. PLD derived
84.0% of its 4Q'13 NOI from Prologis-defined global markets
(59.8% in the Americas, 18.6% in Europe, and 5.6% in Asia).

Private Capital Simplification
The company has reduced the total number of co-investment
vehicles that it manages via consolidation and the purchase of
assets upon closed end fund expirations. The majority of funds
are infinite life, which eliminates take-out risk at the fund's
maturity. In addition, the fund platform provides an additional
layer of fee income and recurring cash distributions to cover
PLD's fixed charges. Recently formed ventures include Prologis
China Logistics Venture 2 with HIP China Logistics Investments
Limited and subsequent to quarter-end, Prologis U.S. Logistics
Venture (USLV) with Norges Bank Investment Management.

Strong Asset Quality
PLD has a high-quality portfolio as evidenced by a focus on
properties with proximity to ports or intermodal yards, cross-
docking capabilities and structural items such as tall clearance
heights.  The portfolio has limited tenant concentration which is
a credit strength, with only the top three tenants comprising
more than 1% of annual base rent (ABR). PLD's top tenants at Dec.
31, 2013 were DHL (1.8% of ABR), CEVA Logistics (1.3% of ABR),
and Kuehne & Nagel (1.2% of ABR).

Excellent Capital Access
The company's access to capital is strong as evidenced by the
diversified capital structure which includes secured and
unsecured debt from public and private sources, as well as
preferred stock, common and private equity capital.

Prologis completed a total of $17.5 billion of capital markets
activity in 2013.  Notably, in April 2013, Prologis completed a
public offering of common stock, generating approximately $1.4
billion in net proceeds, which were used predominantly for new
and current investments.  The company's sponsored JREIT, Nippon
Prologis REIT, Inc. (NPR) also completed a follow-on offering
subsequent to its 2013 IPO. The company established an ATM
program during 2013 through which it may issue up to $750 million
of common stock, though it has yet to utilize this program.

Proactive Liability Management
In addition to recent U.S. dollar and Euro denominated bond
offerings, tender offers, and debt repurchases, Prologis upsized
its global credit facility in July 2013 to $2 billion from $1.65
billion and improved all-in pricing to LIBOR plus 130 bps, a
reduction of 40 bps from the prior global credit facility. The
company also recast its Japan revolver, upsizing this facility to
JPY45 billion from JPY36.5 billion.

Risks & Returns of Development
Development is a core tenet of PLD's business model, and through
multiple property cycles, Prologis has developed over a thousand
properties at mid-to-high teen percentage margins.  Development
improves the quality of the portfolio, creates value via the
entitlement, construction and lease-up of new properties and
enables PLD to realize cash gains on the contribution of the
stabilized developments to managed funds.

Credit concerns related to development include the effects on
corporate liquidity and inherent cyclicality. As evidenced by the
past downturn, when leasing is insufficient to meet occupancy
stabilization levels required for contribution, partially
stabilized developments remain on PLD's balance sheet and are
initially funded with short-term debt at the REIT, thus reducing
corporate liquidity.

Partially mitigating the aforementioned risks is the fact that
the total development pipeline is significantly smaller at
approximately $2 billion at Dec. 31, 2013 versus $6 billion
(including legacy ProLogis and AMB Property Corporation) at Dec.
31, 2007.  The pipeline's size is large on an absolute basis but
manageable on a relative basis as PLD's share of cost to complete
development represented 2.9% of pro rata gross assets as of Dec.
31, 2013.  However, the pipeline entails moderate lease-up risk
as build-to-suit projects represented approximately 41.8% of
development starts for full-year 2013.

The pipeline should remain active in the coming years due to
industrial real estate supply-demand dynamics. Demand for
industrial REIT space is skewed toward larger and newer
facilities from tenants such as e-commerce companies, traditional
retailers, and third-party logistics providers.

Match-Funded Liquidity Strategy
Fitch base case liquidity coverage is strong for the rating at
1.9x for the period Jan. 1, 2014 to Dec. 31, 2015. Fitch defines
liquidity coverage as liquidity sources divided by uses.
Liquidity sources include unrestricted cash, availability under
revolving credit facilities pro forma for the 2024 notes
offering, and projected retained cash flows from operating
activities.  Liquidity uses include pro rata debt maturities
after extension options at PLD's option and projected recurring
capital expenditures.

Liquidity coverage would be 1.4x when including dispositions and
contributions as liquidity sources and acquisitions and
development starts as liquidity uses. Assuming a 90% refinance
rate on upcoming secured debt maturities, liquidity coverage
would be 1.6x. As of Dec. 31, 2013, near-to-medium term debt
maturities are staggered; 5.8% of pro rata debt matures during
2014, followed by 9.7% in 2015.

Prologis has strong contingent liquidity with unencumbered assets
(4Q'13 estimated unencumbered NOI divided by a stressed 8%
capitalization rate) to pro forma unsecured debt of 2.2x.  When
applying a stressed 50% haircut to the book value of land and 25%
haircut to construction in progress, pro forma unencumbered asset
coverage improves to 2.4x.  In addition, the covenants in the
company's debt agreements do not restrict financial flexibility.
However, the company's AFFO payout ratio was 95.4% in 2013,
indicating limited liquidity generated from operating cash flow.

Preferred Stock Notching
The two-notch differential between PLD's IDR and preferred stock
rating is consistent with Fitch's criteria for corporate entities
with an IDR of 'BBB'.  Based on Fitch research titled 'Treatment
and Notching of Hybrids in Nonfinancial Corporate and REIT Credit
Analysis' these preferred securities are deeply subordinated and
have loss absorption elements that would likely result in poor
recoveries in the event of a corporate default.

Stable Outlook
The Stable Outlook reflects Fitch's expectation that leverage
will remain between 7.0x and 8.0x over the next 12 months, offset
by liquidity coverage of above 1.0x and fixed-charge coverage of
around 2.0x over the next 12 months.

RATING SENSITIVITIES

The following factors may result in positive momentum in the
rating and/or Outlook:

-- Fitch's expectation of pro rata leverage sustaining below
    6.5x (pro rata leverage was 8.0x at 4Q'13);
-- Liquidity coverage including development sustaining above
    1.25x (Fitch base case liquidity coverage is 1.9x, but 1.4x
    when including dispositions and contributions as liquidity
    sources and acquisitions and development starts as liquidity
    uses);
-- Fitch's expectation of pro rata fixed-charge coverage
    sustaining above 2.0x (pro rata coverage was 1.8x in 4Q'13
    pro forma).

The following factors may result in negative momentum in the
rating and/or Outlook:

-- Fitch's expectation of leverage sustaining above 7.5x;
-- Liquidity coverage including development sustaining below
    1.0x;
-- Fitch's expectation of fixed charge coverage ratio sustaining
    below 1.5x.


PUNCH TAVERNS: Creditors Near Debt-for-Equity Restructuring Deal
----------------------------------------------------------------
James Quinn at The Telegraph reports that creditors in Punch
Taverns are weeks away from agreeing a major debt-for-equity
restructuring designed to relieve the stricken pubs group from
its GBP2.3 billion debt overhang.

According to The Telegraph, a major bondholder group -- which
speaks for investors including Standard Life, M&G and Aviva --
said that a restructuring plan is "well advanced."

The comments came despite the 11th hour collapse of a rival
restructuring plan put forward by Punch Taverns, the London-
listed operating company which provides the beer to more than
4,000 leased pubs across the UK, The Telegraph notes.

According to The Telegraph, the Punch Taverns plan -- which would
have seen debt reduce from GBP2.3 billion to GBP1.8 billion --
was due to be voted on at a meeting on Friday, but the company
pulled the appropriate resolutions from the special shareholder
meeting after it became clear investors would vote against the
deal.

The creditor group, which is being advised by Rothschild, said
that the next step was to seek discussions with the boards of
Punch A and Punch B, the two property company subsidiaries in
which the debt is held, The Telegraph relays.

Although details of the new plan have yet to emerge, it is
thought it is based on a debt-for-equity swap but with the
operating company and two property companies structure remaining
in place, The Telegraph states.

Talks between all parties are now due to recommence, led by the
creditors, The Telegraph discloses.

                       About Punch Taverns

Punch Taverns plc is a United Kingdom-based pub company.  The
Company is engaged in the operation of public houses under either
the leased model or as directly managed by the Company.  The
Company operates in two business segments: punch partnerships, a
leased estate and punch pub company, a managed estate.

As reported in the Troubled Company Reporter-Europe on Feb. 10,
2014, Nathalie Thomas at The Telegraph said that lenders to
Punch Taverns are working on a rival plan to restructure the pub
group's GBP2.3 billion debt pile.  According to The Telegraph, it
is understood that advisers to several groups of creditors are
putting together an alternative solution to the company's debt
woes ahead of a crunch vote.



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


* Credit Risk Levels Hit Lowest Levels, S&P Capital IQ Says
-----------------------------------------------------------
Since the end of October 2013, credit risk levels for non-
financial corporates* in North America, Western Europe and Asia
Pacific (APAC) mature markets have, on the whole, declined and
reached their lowest levels since the beginning of the financial
crisis in 2008, says S&P Capital IQ in the February issue of its
new, bi-monthly research publication, Credit Market Pulse.  For
the first time since 2008, the median probability of default (PD)
for these developed markets is below 0.1%, the equivalent of an
'a-' credit score**, meaning that 50% of all corporates in these
markets have a short-term credit risk assessment of 'a-' level or
better.  To view a copy of the current issue of Credit Market
Pulse, visit www.spcapitaliq-credit.com/creditmarketpulse

From a regional perspective, the current market view of credit
risk in North America continues to be optimistic. "With a median
PD of just 0.02%, which maps to an 'aa-' credit score, 50% of
North American public companies* are considered to have very low
or no credit risk in the short-term," highlights Marcel
Heinrichs, Director, Market Development, S&P Capital IQ.  "These
results are aligned with a series of recently published economic
indicators that the US economy is on a steady path to recovery."

"Western European mid- to large cap corporations* continue to
show a higher average credit risk than their North American
counterparts, and this is certainly due to the Eurozone crisis
and the continuing tight economic conditions of the debt-burdened
countries in European periphery," continues Silvina Aldeco-
Martinez, Managing Director, Product & Market Development, S&P
Capital IQ.  "However, this difference in credit risk remains
low, and is an indication that markets do not consider these
factors as imminent risks to the overall credit health of the
region or globally.  Indeed, recent discussions at the 2014 World
Economic Forum in Davos have shifted attention more towards the
weakening conditions of emerging market countries, notably
Brazil, Turkey, India and Indonesia."

Credit Market Pulse offers a broad overview of the health and
credit trends within the global capital markets.  At the core of
the report is S&P Capital IQ's proprietary probability of default
model, 'Market Signals', a unique analytical model which provides
daily changing forward looking PDs and mapped credit scores of
publicly listed companies based on a cutting-edge econometric
framework.

This issue of Credit Market Pulse has three sections, providing
different views of credit risk.  These include the quarterly
evolution of the median PD of companies aggregated in different
geographical regions; monthly evolution of the credit risk for
constituents of the S&P 500 equity index and its various industry
sub-indices and, finally, PD tables of individual companies that
merit special attention.  Customized searches similar to those
presented in the report can be run for interested media using the
data in Credit Market Pulse.

*Credit Market Pulse considers non-financial corporations with
revenues above USD500 million.** A credit score is a quantitative
assessment of credit risk from S&P Capital IQ's suite of credit
risk models.  It is expressed in letter grades such as bbb+
following the rating scale by Standard & Poor's Ratings Services,
however in lower case letters in order to differentiate it from a
rating.

                       About S&P Capital IQ

S&P Capital IQ, a part of McGraw Hill Financial, is a provider of
multi-asset class and real time data, research and analytics to
institutional investors, investment and commercial banks,
investment advisors and wealth managers, corporations and
universities  around the world.  S&P Capital IQ provides a broad
suite of capabilities designed to help track performance,
generate alpha, and identify new trading and investment ideas,
and perform risk analysis and mitigation strategies. Through
leading desktop solutions such as the S&P Capital IQ, Global
Credit Portal and MarketScope Advisor desktops; enterprise
solutions such as S&P Capital IQ Valuations; and research
offerings, including Leveraged Commentary & Data, Global Markets
Intelligence, and company and funds research, S&P Capital IQ
sharpens financial intelligence into the wisdom today's investors
need.


* Fitch Says EU Investors Don't Expect Sr. Bail-In From Tests
--------------------------------------------------------------
European investors believe senior bank debt is unlikely to suffer
default as a result of a eurozone bank failing the European
Central Bank's comprehensive assessment, according to a Fitch
Ratings quarterly investor survey conducted in January.
For senior debt to be at risk the ECB's assessment would have to
reveal that a bank not only "fails" the exercise, but also meets
a country's conditions for resolution and there is insufficient
junior debt to bail-in.  Overall 69% of survey respondents do not
expect senior bank debt to be likely to suffer default in this
scenario, but their reasons differed.  39% do not expect senior
debt to suffer default because the senior bail-in tool won't have
to be in place until 2016 and there will be national or European
backstops to plug the capital hole.  30% believe senior debt
won't suffer unless EU backstop funds are tapped.

This leaves 31% of those polled who believe senior debt is likely
to suffer losses because there will be greater urgency to
implement resolution tools and avoid using national funds.  22%
believe that countries are likely to accelerate senior debt bail-
in, while a small number (9%) believe other resolution tools that
can force losses on senior debt, such as a bridge bank, would be
used instead.

The survey responses highlight uncertainty from changing legal,
regulatory, political and economic dynamics with respect to
potential future sovereign support for senior bank creditors.
The EU has been in the forefront of the bank resolution agenda,
with the final Bank Recovery and Resolution Directive due to be
passed by Parliament in April.  But use of resolution tools in
the EU will always include an element of flexibility because one
of the conditions for resolution must be that it is "in the
public interest".

Fitch believes capital shortfalls identified under the ECB
exercise will mostly be covered by private means.  Banks unable
to do this will need to turn to national backstops, which could
trigger losses for junior bondholders under new EU state aid
rules.  For senior debt to be at risk, the assessment would have
to reveal that a bank not only fails the exercise, but also has
such a deep-rooted solvency problem that it meets a country's
conditions for resolution and should not be licensed.  Second,
the country would have to be unwilling or unable to plug any
shortfall still left after junior debt bail in.  Even then, if
European Stability Mechanism funds are provided, the potential
risk would depend on conditions attached.

The survey also shows the more positive investor sentiment
towards banks generally since the October survey has been
maintained. The sector stays the second most favored marginal
investment choice (behind high yield).  This contrasts sharply
with a more cautious stance on the various non-financial
corporate segments.

Fitch conducted the 1Q14 survey in January.  It represents the
views of managers of an estimated EUR5.9 trillion of fixed-income
assets.


* BOOK REVIEW: Jacob Fugger the Rich
-------------------------------------
Author: Jacob Streider
Publisher: Beard Books
Hardcover: 227 pages
List Price: $34.95
Review by Gail Owens Hoelscher
Buy a copy for yourself and one for a colleague on-line at
http://is.gd/UAP0Zb
Quick, can you work out how much $75 million in sixteenth
century dollars would be worth today? Well, move over Croesus,
Gates, Rockefeller, and Getty, because that's what Jacob Fugger
was worth.

Jacob Fugger was the chief embodiment of early German
capitalistic enterprise and rose to a great position of power in
European economic life. Jacob Fugger the Rich is more than just
a fascinating biography of a powerful and successful businessman,
however. It is an economic history of a golden age in German
commercial history that began in the fifteenth century. When the
book was first published, in 1931, The Boston Transcript said
that the author "has not tried to make an exhaustive biography of
his subject but rather has aimed to let the story of Jacob Fugger
the Rich illustrate the early sixteenth century development of
economic history in which he was a leader."

Jacob Fugger's family was one of the foremost family in Augsburg
when he was born in 1459. They got their start by importing raw
cotton, by mule, from Mediterranean ports. They later moved into
silk and herbs and, for a long while, controlled much of
Europe's pepper market.

Jacob Fugger diversified into copper mining in Hungary and
transported the product to English Channel and North Sea ports
in his own ships. A stroke of luck led to increased mining
opportunities. Fugger lent money to the Holy Roman Emperor
Maximilian I to help fund a war with France and Italy. Mining
concessions were put up as collateral. The war dragged on, the
Emperor defaulted, and Fugger found himself with a European
monopoly on copper.

Fugger used his extensive business network in service of the
Pope. His branches all over Europe collected payments due the
Vatican and issued letters of credit that were taken to Rome by
papal agents. Fugger is credited with creating the first
business newsletter. He collected news of evolving business
climate as well as current events from his agents all across
Europe and distributed them to all his branches.

Fugger's endeavors wee not universally applauded. The sin of
usury was still hotly debated, and Fugger committed it
wholesale. He was sued over his monopoly on copper. He was
involved in some messy bribes in bringing Charles V to the
throne. And, his lucrative role as banker in the sale of
indulgences, those chits that absolve the buyer of sin, raised
the ire of Martin Luther himself. Luther referred to Fugger
specifically in his Open Letter to the Christian Nobility of the
German nation Concerning the Reform of the Christian Estate just
before being excommunicated in 1521. Fugger went on, however, to
fund Charles V's war on Protestanism and became even richer.
Fugger built many churches and buildings in Augsburg. He was
generous to the poor and designed the world's first housing
project. These buildings and lovely gardens, called the
Fuggerei, are still in use today.

A New York Times reviewer said that Jacob Fugger the Rich, a
book "concerned with the most famous, most capable, and most
interesting of all [the members of the Fugger family] will be as
interesting for the general reader as for the special student of
business history." This observation is just as true today as in
1931, when first made.

Jacob Streider was a professor of economic history at the
University of Munich.


                            *********

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.

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2014.  All rights reserved.  ISSN 1529-2754.

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

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

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


                 * * * End of Transmission * * *