TCREUR_Public/140402.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Wednesday, April 2, 2014, Vol. 15, No. 65

                            Headlines

B E L G I U M

DEXIA SA: Takes EUR447MM Charge on 2013 Financial Accounts


C Y P R U S

CYPRUS AIRWAYS: Wants to Convince EU Commission of Viability


F R A N C E

FINANCIERE QUICK: Moody's Assigns 'B3' Corp. Family Rating
FINANCIERE QUICK: S&P Assigns 'B-' Corp. Credit Rating


G E R M A N Y

SMART PFI 2007: S&P Lowers Ratings on 2 Note Classes to CCC+


H U N G A R Y

MAGYAR EXPORT-IMPORT: S&P Revises Outlook & Affirms 'BB/B' ICRs
NITROGENMUVEK: S&P Affirms 'BB-' CCR & Removes Rating From Watch


I R E L A N D

CLAVOS EURO: Moody's Raises Rating on EUR17.4MM Class V Notes
ELVERYS SPORTS: Management Wins Bidding Race for Business


N E T H E R L A N D S

AI AVOCADO: Moody's Assigns B2 Corporate Family Rating


N O R W A Y

EKSPORTFINANS: S&P Removes 'BB+/B' Ratings from Creditwatch Neg.


P O L A N D

* POLAND: Corporate Bankruptcies Down 15% in Q1 2014


P O R T U G A L

PORTUGAL: Int'l Creditors Delays Final Bailout Payment


R U S S I A

MECHEL OAO: Moody's Lowers CFR to 'Caa1'; Outlook Negative


S P A I N

CODERE SA: Bondholders Reject Debt Restructuring Proposal


U N I T E D   K I N G D O M

CABOT FINANCIAL: Moody's Assigns B2 Rating to GBP175MM Sr. Bond
DONCASTERS GROUP: Moody's Raises CFR to B2; Outlook Stable
STICHTING PROFILE: S&P Lowers Ratings on 2 Note Classes to 'B+'


                            *********


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B E L G I U M
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DEXIA SA: Takes EUR447MM Charge on 2013 Financial Accounts
----------------------------------------------------------
Fabio Benedetti-Valentini at Bloomberg News reports that
Dexia SA, the bailed out Franco-Belgian bank, took a EUR447
million (US$616 million) charge on its 2013 financial accounts
due to a European Central Bank review of the region's banks.

The preliminary adjustments "relate to the valuation of illiquid
positions on local authorities and on Spanish covered bonds
classified as available for sale," Bloomberg quotes Dexia, based
in Paris and Brussels, as saying in an e-mailed statement on
Tuesday.

Dexia is among about 128 banks that the ECB is inspecting with
the help of national regulators as part of an asset quality
review, Bloomberg discloses.

Dexia, as cited by Bloomberg, said that the modifications, made
as part of a preliminary review of assets and accounting
valuation methods by the National Bank of Belgium, will be
included in Dexia's financial statements and will be presented
for approval at its May 14 annual shareholders meeting.

Dexia said that the impact was reduced to EUR220 million as of
March 21, Bloomberg relays.

Dexia posted a EUR1.08 billion net loss for 2013, Bloomberg
relates.

Dexia SA is a Belgium-based banking group with activities
principally in Belgium, Luxembourg, France and Turkey in the
fields of retail and commercial banking, public and wholesale
banking, asset management and investor services.  In France,
Dexia Bank focuses on funding public sector bodies and providing
financial services to local government.  In Luxembourg, Dexia
operates in two main areas: commercial banking (for personal and
professional customers) and private banking (for international
investors).  In Turkey, Dexia is involved in retail and
commercial banking and offers services to ordinary account
holders, business and local public sector customers and
institutional clients.  The Company operates through its
subsidiaries, such as Dexia Credit Local, DenizBank, Dexia
Credicop, Dexia Sabadell, Dexia Kommunalbank Deutschland, Dexia
Asset Management, among others.



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C Y P R U S
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CYPRUS AIRWAYS: Wants to Convince EU Commission of Viability
------------------------------------------------------------
Angelos Anastasiou at Cyprus Mail reports that Cyprus Airways
head Tony Antoniou said a campaign to convince the European
Commission of the need for Cyprus Airways to survive began Monday
by the carrier's Board of Directors in collaboration with the
company's consultants in Brussels and the ministry of foreign
affairs.

Dramatic financial woes had brought the carrier to the brink of
collapse, but subsequent capital injections from the government
raised red flags at the European Commission, which decided to
take a closer look as state aid is forbidden under EU competition
law, Cyprus Mail relates.  The Commission's decision -- whether
or not the government bailouts constitute state aid -- will
determine the company's future, as it may be asked to return any
government money received, effectively triggering bankruptcy,
Cyprus Mail says.

Speaking to state radio, Mr. Antoniou, as cited by Cyprus Mail,
said that the board's goal is to convince the Commission of the
effectiveness of the company's restructuring plan and expressed
his confidence that the latest decisions made by the company were
"in the right direction."

The Commission is expected to announce its ruling in the Autumn,
Cyprus Mail discloses.

Cyprus Airways is the national airline of Cyprus, a public
limited company with its head offices located in the capital of
the island, Nicosia.



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F R A N C E
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FINANCIERE QUICK: Moody's Assigns 'B3' Corp. Family Rating
----------------------------------------------------------
Moody's Investors Service has assigned a corporate family rating
(CFR) of B3 and a probability of default rating (PDR) of B2-PD to
Financiere Quick S.A.S. (Quick, the company).

Concurrently, Moody's has assigned a (P)B3 rating to the EUR430
million Senior Secured Notes due 2019 and a (P)Caa2 rating to the
EUR 155 million Unsecured Notes due 2019 issued by Financiere
Quick S.A.S. Additionally, a (P)Ba3 rating has been assigned to
the EUR50 million revolving credit facility (RCF) issued by Quick
Restaurants S.A. (as the lead borrower). The outlook on all
ratings is positive.

Together with cash on balance sheet, the notes proceeds will be
used to refinance the existing senior and subordinated debt
facilities and cover transaction fees. The RCF will be used for
working capital needs, general corporate purposes and permitted
acquisitions. It is expected to be undrawn at closing.

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect Moody's preliminary
credit opinion regarding the transaction only. Upon a conclusive
review of the final documentation, Moody's will endeavor to
assign a definitive rating to the facilities. A definitive rating
may differ from a provisional rating.

Ratings Rationale

The B3 Corporate Family Rating (CFR) reflects (1) the highly
levered capital structure (over 7.0x Moody's adjusted Debt /
EBITDA PF2013), (2) the competitive market with strong immediate
peers, and (3) modest free cash flow generation.

The CFR is more positively supported by (1) the company's strong
brand recognition in its core markets of France and Belgium, (2)
the positive underlying fundamentals of the quick service
restaurant (QSR) industry, (3) improving profitability, and (4)
the expectation of meaningful deleveraging.

Quick is the number two player in the French QSR market
(approximately 9% of total market sales in 2012), and the number
one player in the Belgian QSR market (approximately 29% in 2013).
Its core French market is more fragmented, with a large number of
independent restaurants (approximately 40% of the total market).
The Belgian market is less fragmented, with 82% of the total
market represented by the top five players.

In both markets, Quick's largest competitor is McDonald's
Corporation (A2 stable). McDonalds dominates the French market,
representing almost half of total sales. Quick is a distant
number two, albeit with a solid position and roughly twice the
number of sales of the number three player, Kentucky Fried
Chicken, a brand owned by Yum! Brands Inc. (Baa3 stable). Both
Yum! and McDonalds are significantly bigger entities with greater
financial resources who could adopt more aggressive growth
strategies and marketing campaigns. Conversely, Moody's recognise
that growth remains not only a function of investment, but also
of site potential and franchisee candidates. This provides a
level of defence for Quick and positively supports the credit.

Both the French and Belgian markets remain attractive for new
competitors. This is reflected by the steady decline in Quick's
market share as new players have entered, although the company
has continued to grow and take share from smaller independent
restaurants. Moody's do not view the decline in market share as
credit negative, as Moody's expect overall growth in the market
to support growth in Quick. Additionally, Moody's recognise the
very strong position that the hamburger has in the QSR segment
and the brand strength that Quick has within this sub-segment.
Burger King Capital Holdings, LLC (B2 stable) has recently
announced plans to re-enter the French market through a master
franchise agreement with Autogrill (for highways, airports and
railstations) and with the Bertrand Group, indicating an initial
25 restaurant openings in 2014 and the ultimate goal of reaching
350-400 restaurants over the decade. Moody's do not anticipate
this will impact Quick's performance in the short term, due to
the time required to build meaningful operations (logistics,
franchise training and selection) and due to the competition
amongst players to secure the profitable locations, however, it
does represent a potentially meaningful long-term threat.

Quick's positive momentum in growth and profitability is
supported by the strong underlying fundamentals of the QSR
market. In both France and Belgium, the QSR segment has shown
significant growth above GDP, and above the broader catering
sector. Moody's expect to see this growth continue as eating
habits continue to change: (1) more people are eating outside of
the home, (2) the desire for cheaper food options, (3) mealtimes
are becoming increasingly shorter, and (4) there is a growing
preference towards chain restaurants versus independents.
Overall, these trends positively support the credit.

As the QSR sector remains attractive and supportive of growth,
Moody's expect to see Quick ramp up its new store roll out. The
majority of Quick's capital investment over the past three years
has been focused on its store refurbishment program
(approximately 40% of total capex over this period), with only an
additional 15 (net of closures) stores being opened between 2011
to 2013. Capital investment over the course of 2014 to 2016 will
become more balanced between store openings (approximately 28% of
total capex) and refurbishments (38%), supporting future revenue
and EBITDA growth.

Moody's adjusted financial leverage for 2013 (pro forma for the
planned refinancing) remains elevated at approximately 7.5x, and
represents a constraining factor for the current rating. Due to
the lack of any amortising debt, deleveraging must come entirely
from EBITDA growth which leaves less flexibility for
underperformance against our expectations. Our positive outlook
reflects our expectation that leverage will fall below 7.0x in
2014 as the company continues to further benefit from improvement
initiatives put in place in 2013, and trend towards 6.0x over the
next 15 to 20 months.

Quick's liquidity profile is good. The company is expected to
generate sufficient internal cash to support its current needs,
including maintenance capex, store refurbishment and new store
rollout. Further support is provided by the EUR50 million RCF,
which is expected to be undrawn post-closing. Core maintenance
capex is around 2-3% of sales, with expansion/refurbishment capex
representing an additional 4-5% of sales. Working capital
exhibits some seasonality, with the lowest level at the beginning
of each quarter (when rents, etc. are paid) and the highest level
at the end of each quarter. Moody's note that the RCF has a
single maintenance covenant with significant headroom of
approximately 35-40%.

Financiere Quick S.A.S. is the top entity within the restricted
group and the reporting entity for the consolidated group. The
senior secured notes and super senior RCF will share the same
security package and guarantees, with the RCF benefitting from
super priority on enforcement proceeds. Operating entities
representing at least 84% of consolidated EBITDA and 92% of
consolidated total assets will provide upstream guarantees. The
(P)Ba3 instrument rating on the RCF reflects its super senior
ranking, while the (P)B3 instrument rating on the senior secured
notes reflects their second priority in the waterfall. The
(P)Caa2 rating for the unsecured notes reflects the significant
amount of senior ranking debt. The B2-PD PDR, one notch above the
CFR, reflects our assumption of a lower probability of default
due to the essentially all-bond capital structure, given the
single maintenance covenant under the RCF which is expected to
have significant headroom. This in turn impacts our expected
recovery rate.

The positive outlook reflects our expectation that Quick will be
able to maintain the positive momentum seen in its current
trading and delever below 6.5x in the next 12 to 18 months, while
continuing to improve profitability. Positive pressure on the
ratings could develop if the company exhibits positive like-for-
like growth and reduces Moody's adjusted leverage towards 6.5x on
a sustainable basis. Negative pressure on the ratings could
develop if (1) Moody's adjusted leverage trends above 7.5x, (2)
free cash flow becomes negative, or (3) the company's liquidity
profile deteriorates.

The principal methodology used in these ratings was the Global
Restaurant Methodology published in June 2011. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Headquartered in Paris, France, Financiere Quick is the holding
company of Quick Restaurants, a fast-food restaurant chain
predominantly operating in France (379 sites) and Belgium (99
sites). The company also has international franchises currently
totalling 20 sites. The majority of restaurants are operated
indirectly by Quick (80% of sites) through franchise agreements,
with the remainder being company-owned and operated. Quick key
product offering centres around burgers, sides, french fries,
drinks and desserts.

For the year ending 31 December 2013, the company reported sales
of EUR651 million and EBITDA of EUR102 million. Quick is
majority-owned by funds managed by Qualium Investissement, a
subsidiary of the French group Caisse de Depots.


FINANCIERE QUICK: S&P Assigns 'B-' Corp. Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'B-' long-term corporate credit rating to France-based fast food
chain Financiere Quick S.A.S. (Quick).  The outlook is positive.

At the same time, S&P assigned its 'B-' issue rating to Quick's
proposed EUR430 million senior secured notes.  The recovery
rating on these instruments is '3', indicating S&P's expectation
of meaningful (50%-70%) recovery prospects in the event of a
payment default.

S&P also assigned its 'CCC' issue rating to the proposed EUR155
million junior notes.  The recovery rating on these instruments
is '6', indicating S&P's expectation of negligible (0%-10%)
recovery prospects in the event of a payment default.

S&P assigned its 'B' issue rating to the proposed EUR50 million
super senior secured revolving credit facility (RCF).  The
recovery rating on this instrument is '2', indicating S&P's
expectation of substantial (70%-90%) recovery prospects in the
event of a payment default.

As soon as Quick completes its refinancing, S&P will withdraw the
issue ratings on its existing debt facilities, namely the first-
lien facilities and the second-lien term loan, which S&P
currently rates 'B' and 'CCC', respectively.

The ratings on Quick reflect S&P's view of its "highly leveraged"
financial risk profile and "weak" business risk profile.

Quick's sizable debt constrains our assessment of its financial
risk profile.  S&P forecasts adjusted debt of roughly EUR1
billion on Dec. 31, 2014.

Weak free operating cash flow (FOCF) generation offset good
interest coverage ratios.  Reported FOCF has often been negative
and will likely remain at about zero in 2014-2015, according to
S&P's calculations.  Although Quick improved profitability in
2013, high capital expenditures constrain cash flow generation,
which S&P thinks reflects the capital intensity of the business
model.

S&P's assessment of Quick's business risk profile factors in its
view that it operates in the highly competitive restaurant
industry, which is exposed to unpredictable risks.

Under S&P's methodology, the combination of a "weak" business
profile and a "highly leveraged" financial profile yields an
initial analytical outcome ("anchor") of 'b' or 'b-'.  In the
case of Quick, S&P assess the anchor at 'b-', reflecting Quick's
weak FOCF generation.

The positive outlook on Quick reflects S&P's view that new
openings, restaurant refurbishment, and strategic initiatives
will lift the company's EBITDA, despite a tough operating
environment in continental Europe.  S&P also factors in its view
that the company will maintain an adjusted EBITDA-to-interest
ratio of about 2.5x over the next 12 months.

S&P could raise the rating by one notch if Quick demonstrates its
ability to generate meaningfully positive reported FOCF while
bringing its adjusted EBITDA-to-interest ratio into the high end
of the 2.5x-3x range.  Any positive rating action would hinge on
Quick's ability to extend its debt maturity profile, in line with
the proposed transaction.

S&P could revise the outlook to stable if Quick's reported FOCF
stays negative.  S&P would also revise the outlook to stable if
liquidity became "less than adequate."



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G E R M A N Y
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SMART PFI 2007: S&P Lowers Ratings on 2 Note Classes to CCC+
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
SMART PFI 2007 GmbH's class A+, A, B, C, D, E, and F notes.

The downgrades follow the application of S&P's updated criteria
for rating collateralized debt obligations (CDOs) of project
finance debt and S&P's review of the transaction's performance.

In S&P's review, it used the data from the February 2014 trustee
report.  From S&P's analysis, it has observed that there are no
defaults in the portfolio and the weighted-average rating is in
the lower investment-grade category.  S&P has also observed that
the class A+ notes are amortizing, and are 81.46% outstanding
compared with their initial balance.  All of the portfolio's
assets are located in the U.K.

On March 19, 2014, S&P published its updated criteria for rating
CDOs of project finance debt, which becomes effective on March
31, 2014.  In line with these criteria, S&P modeled the latest
available collateral portfolio (dated Feb. 22, 2014) in CDO
Evaluator 6.0.1 to determine the scenario default rates (SDRs) at
each rating level.  The SDR is the minimum level of portfolio
defaults that S&P considers each tranche can support at the
assigned rating level under S&P's CDO Evaluator.

In deriving the SDRs, S&P applied the new project finance asset
type classification under our criteria for CDOs of project
finance debt in S&P's model, and applied the revised correlation
assumptions.  S&P modeled the portfolio's amortization profile,
taking into account each asset's amortization provisions, which
are available in the trustee report.

S&P then applied Table 14 under its criteria to derive the
recovery rates at each rating level.  S&P then used these
recovery rates to calculate the scenario loss rates (SLRs).  The
SLR is the percentage of loss in the reference portfolio that S&P
believes the tranche should be able to withstand to maintain the
assigned rating.

Using the SLRs calculated above, S&P performed its synthetic
rated overcollateralization (SROC) analysis on all classes of
notes. SROC is a measurement of the available credit enhancement
for a particular tranche, measured against the credit enhancement
that we believe is appropriate for a particular rating level.

In addition to S&P's model-based default analysis, its criteria
for CDOs of project finance debt adopt the same supplemental
tests used in S&P'sour corporate CDO criteria, with the exception
of the recovery assumptions.  These tests aim to address both
model and event risk and assess whether a CDO tranche will have
sufficient credit enhancement to withstand projected losses based
on stresses that differ for different liability ratings.

Following S&P's model-based default analysis and the application
of the supplemental test, S&P notes that the available credit
enhancement for all classes of notes supports lower ratings than
previously assigned.  S&P has therefore lowered all of its
ratings in SMART PFI 2007.

SMART PFI 2007 is a synthetic, partially funded collateralized
loan obligation (CLO) transaction backed by project finance debt.
The transaction closed in March 2007. KfW is the collateral
provider.

RATINGS LIST

Ratings Lowered

SMART PFI 2007 GmbH
GBP25.65 Million Floating-Rate Credit-Linked Notes

Class            Rating
          To               From

A+        BBB- (sf)        AAA (sf)
A         BB+ (sf)         AAA (sf)
B         BB+ (sf)         AA (sf)
C         B+ (sf)          A (sf)
D         B+ (sf)          BBB (sf)
E         CCC+ (sf)        BB (sf)
F         CCC+ (sf)        B (sf)



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H U N G A R Y
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MAGYAR EXPORT-IMPORT: S&P Revises Outlook & Affirms 'BB/B' ICRs
---------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Hungary's official export credit agency Magyar Export-Import Bank
(Hungary Eximbank) to stable from negative.  At the same time,
S&P affirmed its 'BB/B' long- and short-term issuer credit
ratings on the bank.

The outlook revision follows a similar action on Hungary.  S&P
equalizes its long-term rating on Hungary Eximbank with the 'BB'
long-term sovereign rating on Hungary, given S&P's view of the
bank as a government-related entity (GRE) and our opinion of the
"almost certain" likelihood that the Hungarian government will
provide timely and sufficient extraordinary support to Hungary
Eximbank in the event of financial distress.  In accordance with
S&P's criteria for GREs, it bases its rating approach for Hungary
Eximbank on its view of the bank's:

   -- "Critical" role in supporting Hungarian exports, which is a
      key policy objective and crucial to national economic
      growth, given the country's openness and trade dependence;
      and

   -- "Integral" link with the Hungarian government, which is the
      bank's sole owner, the government's statutory guarantee of
      Hungary Eximbank's liabilities, and the inclusion of losses
      on the bank's interest rate mismatches and supported loans
      in the government's budget.

Established in 1994, Hungary Eximbank is a 100% state-owned
government export credit agency, under the remit of the Ministry
of National Economy. Regulations from international
organizations, such as the Organization of Economic Co-operation
and Development or the European Union, as well as Hungary
Eximbank's general business guidelines establish the criteria for
its export operations to be eligible for government-supported
financing.  The bank supports Hungary's export growth strategy by
lending directly to exporters (through direct pre-export loans,
buyers' credits, and discounting facilities) and providing
funding indirectly through refinancing credits to domestic
commercial banks and interbank buyers' credits provided by the
buyers' foreign bank. The bank's loan portfolio has expanded
rapidly in recent years and S&P expects credit growth to continue
over the next two years.

The bank's funding base comprises loans, interbank loans, notes
issued under the bank's global medium-term note program (launched
in December 2012), as well as shareholders' equity including both
share capital and reserves.

The bank benefits from the government's statutory guarantee for
both its on- and off-balance-sheet liabilities.  The statutory
guarantee is explicit and unconditional, with a current upper
limit defined in the government's budget of Hungarian forint
(HUF) 1.2 trillion (EUR3.9 billion).  This compares with Hungary
Eximbank's on-balance-sheet liabilities of HUF363.8 billion at
year-end 2013.  Although the guarantee does not meet S&P's
criteria for timeliness, its assessment of an "almost certain"
likelihood of timely and sufficient extraordinary support to
Hungary Eximbank from the Hungarian government means that S&P
equalizes its long-term rating on the bank with that on Hungary.
S&P also takes into consideration the government's sustained
track record of ensuring an appropriate level of capitalization
at Hungary Eximbank through repeated capital injections.  The
most recent capital increase took place on March 28, 2014,
raising share capital by HUF18 billion to HUF28.1 billion.

Hungary Eximbank also provides off-balance-sheet guarantees, the
majority of which are guaranteed by the government, with the
statutory guarantee providing cover for up to HUF350 billion.  As
of year-end 2013, HUF14.1 billion of Hungary Eximbank's total
guarantee portfolio of HUF16.8 billion benefitted from this
guarantee.

The stable outlook on Hungary Eximbank mirrors that on Hungary.
S&P believes that Hungary Eximbank's integral link with and its
critical role for the Hungarian government's economic development
plans and policies will remain unchanged.  This should enable the
bank to maintain its public law status and, therefore, its credit
support from the government's statutory guarantee.  Any downward
revision in our assessment of the bank's relationship with the
government could lead S&P to consider lowering the ratings on
Hungary Eximbank.  In addition, any upgrade or downgrade of
Hungary will result in a similar action on Hungary Eximbank.


NITROGENMUVEK: S&P Affirms 'BB-' CCR & Removes Rating From Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'BB-' long-term corporate credit rating on Hungarian fertilizer
producer Nitrogenmuvek Zrt., and removed the rating from
CreditWatch, where it was placed with negative implications on
Dec. 13, 2013.  The outlook is stable.

The affirmation reflects S&P's expectation that, following a very
weak 2013 (mostly owing to major production issues),
Nitrogenmuvek's credit metrics will improve significantly from
2014 onwards to levels commensurate with the current 'BB-'
rating. In particular, S&P forecasts that the company will be
able to achieve and sustain funds from operations (FFO) to debt
of 12%-20% (compared with S&P's estimate of about 5% in 2013).
S&P believes that this is in line with its assessment of
Nitrogenmuvek's financial risk profile as "aggressive," as S&P's
criteria define the term.  S&P notes, however, that the FFO-to-
debt ratio may at times be below 12% owing to the high volatility
of cash flows in the fertilizer sector, which can experience very
significant price swings combined with potential movements in gas
prices.

S&P believes that Nitrogenmuvek's weaker-than-anticipated
performance in 2013 was mostly because of operational shutdowns
at the company's main plant and maintenance works being more
prolonged than expected.  S&P assumes that these operational
issues will not occur again over the next two to three years as
the design fault at the plant has been fixed.  S&P understands
that the production has been running at near-full capacity since
September 2013, following the repairs.

"We assess Nitrogenmuvek's overall business risk profile as
"weak," reflecting the company's relative small scale,
concentrated asset base (it is reliant on one plant in Hungary),
limited product and geographical diversification, and exposure to
the cyclical fertilizer industry.  These constraints are partly
offset by Nitrogenmuvek's strong domestic market position and
good cost position as a result of its efficient plant and low
transportation costs," S&P said.

"Our revised base-case scenario anticipates that the company will
continue to operate its plant at near-full capacity for the next
couple of years.  Despite our forecasts that key fertilizer
prices will slightly decline in 2014 compared with 2013, we
consider that the company should improve its Standard & Poor's-
adjusted EBITDA zargin to at least 20% (compared with 11%-13% in
2013, according to our estimates).  In 2015, we might see some
modest improvement in fertilizer prices, but we think that EBITDA
margins may start to decrease as a result of operational cost
inflation.  We also assume that there will be no significant
capacity addition in Nitrogenmuvek's main markets and that most
of its production will be absorbed by increasing demand from
farmers," S&P added.

"We believe that Nitrogenmuvek's underperformance in 2013 will
not result in the triggering of "material adverse effect" clauses
in the bond and credit agreement documentation.  We consider that
the company retains its ability to self-fund its operations,
capital expenditure (capex) program, and dividend payments, and
to meet its financial obligations.  Additionally, we anticipate
that Nitrogenmuvek's lenders (including established international
banks) will remain supportive and that the company will be able
to refinance its facilities maturing in June 2015 at least one
year in advance.  We note that Nitrogenmuvek holds a high amount
of cash on its balance sheet -- about Hungarian forint (HUF) 59
billion as of Dec. 31, 2013 -- which we do not adjust for in
calculating Nitrogenmuvek's adjusted debt due to our assessment
of its business risk profile as "weak."  However, we do factor
this cash balance into the rating as we incorporate it in our
"strong" liquidity assessment," S&P noted.

S&P notes that the recent revision of the outlook on Hungary to
stable from negative supports its rating assessment on
Nitrogenmuvek.

S&P classifies Nitrogenmuvek's liquidity as "strong" under its
criteria.  S&P forecasts that the company's liquidity sources
will exceed its uses by more than 1.5x in the 24 months starting
Jan. 1, 2014.

The stable outlook reflects S&P's view that Nitrogenmuvek will be
able to sustain FFO to debt of 12%-20% on the back of near-full
capacity production.  S&P views this as commensurate with the
current rating, although FFO to debt could dip below 12% at times
due to the volatility of cash flow in the fertilizer sector.  S&P
assumes that Nitrogenmuvek will maintain at least "strong"
liquidity and that, in the event of major shifts in the market or
further operational issues, the company will prudently reduce
capex and dividend payments as necessary.  S&P's stable outlook
also assumes modest shareholder distributions, at less than 50%
of net income, and no acquisitions.

S&P could consider lowering the rating if FFO to debt remained
below 12% for a sustained period, which could be triggered by
lower-than-anticipated fertilizer prices, a fall in production,
or a material depreciation of the forint against the euro.
Additionally, S&P could consider lowering the rating if
Nitrogenmuvek adopts financial policies that S&P considers less
prudent, or if its liquidity is no longer "strong," which S&P
don't anticipate.

An upgrade is currently unlikely, in S&P's opinion, in view of
Nitrogenmuvek's asset concentration and the cyclical, capital-
intensive nature of the fertilizer industry.



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


CLAVOS EURO: Moody's Raises Rating on EUR17.4MM Class V Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Clavos Euro CDO Limited:

EUR29,250,000 Class I-B Senior Secured Floating Rate Notes, due
2023, Upgraded to Aaa (sf); previously on Aug 19, 2011 Upgraded
to Aa2 (sf)

EUR25,550,000 Class II Deferrable Floating Rate Notes, due 2023,
Upgraded to Aa3 (sf); previously on Aug 19, 2011 Upgraded to A3
(sf)

EUR16,350,000 Class III Deferrable Mezzanine Floating Rate
Notes, due 2023, Upgraded to A3 (sf); previously on Aug 19, 2011
Upgraded to Baa3 (sf)

EUR15,350,000 Class IV Deferrable Mezzanine Floating Rate Notes,
due 2023, Upgraded to Baa3 (sf); previously on Aug 19, 2011
Upgraded to Ba2 (sf)

EUR17,400,000 (current outstanding balance of EUR 12.6M) Class V
Deferrable Mezzanine Floating Rate Notes, due 2023, Upgraded to
Ba2 (sf); previously on Aug 19, 2011 Upgraded to Ba3 (sf)

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

EUR163,200,000 (current outstanding balance of EUR 82.6M ) Class
I-A1 Senior Secured Floating Rate Notes, due 2023, Affirmed Aaa
(sf); previously on Dec 20, 2007 Assigned Aaa (sf)

EUR100,000,000 (current outstanding balance of EUR 50,631,799)
Class I-A2 Senior Secured Floating Rate Notes, due 2023, Affirmed
Aaa (sf); previously on Nov 11, 2009 Confirmed at Aaa (sf)

Clavos Euro CDO Limited issued in December 2007, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by Pemba Credit Advisers. The transaction exited its
reinvestment period in December 2012.

Ratings Rationale

The rating actions on the notes are primarily a result of
significant deleveraging since the payment date in July 2013 and
the benefit from modelling actual deal parameters for
transactions in their amortization period.

Since July 2013, classes I-A1 and I-A2 notes have paid down EUR
56.7m (35% of initial balance) and EUR 34.7m (35% of initial
balance) respectively resulting in significant increases to over-
collateralisation levels. As of the March 2014 trustee report,
Class I, II, III, IV and V observed over-collateralisation levels
of 154.6%, 133.6%, 122.9%, 114.3% and 108.1% respectively,
compared with 136.2%, 123.7%, 116.9, 111.1%% and
106.8%,respectively in July 2013.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed
that the deal will benefit from a shorter amortisation profile
and higher spread levels than it had previously assumed.

The reported weighted average rating factor ("WARF") has remained
stable since July 2013 whilst weighted average spread ("WAS"),
has increased from 4.34% to 4.47% and diversity score has
decreased from 40 to 35.

The key model inputs Moody's uses in its analysis, such as par,
WARF, 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 analysed
the underlying collateral pool as having a performing par and
principal proceeds balance of EUR 261.3 million, defaulted par of
EUR 1.6 million, a weighted average default probability of 22.7.%
(consistent with a WARF of 3430), a weighted average recovery
rate upon default of 45.26% for a Aaa liability target rating, a
diversity score of 34 and a weighted average spread of 4.47%.

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 a recovery of 50% of the 86% 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
February 2014.

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
5.2% of the portfolio, which could make refinancing difficult.
Moody's ran a model in which it raised the base case WARF to 3550
by forcing ratings on 50% of the refinancing exposures to Ca; the
model generated outputs that were consistent with 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 and 2) the concentration of 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 behaviour and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities.

Additional uncertainty about performance is due to the following:

(1) Portfolio amortisation: The main source of uncertainty in
this transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation 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 amortisation would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

(2) Around 43% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates.

(3) 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-
collateralisation 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. 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.


ELVERYS SPORTS: Management Wins Bidding Race for Business
---------------------------------------------------------
Fiona Reddan at The Irish Times reports that a team led by chief
executive Patrick Rowland has emerged victorious in the race to
take control of beleagured sports chain, Elvery Sports, beating
challenges from British retailer Sports Direct, which is
controlled by Mike Ashley, and Irish chain Heatons, in which
Mr. Ashley also has a stake.

The Mayo-headquartered chain was placed into examinership in
February after being granted High Court protection from its
creditors, including National Management Agency, which is owed
EUR23 million, The Irish Times recounts.

The examiner, Simon Coyle of Mazars, on Monday announced that the
management team of Elverys, led by Patrick Rowland, has been
approved as the preferred investor in the company, thus securing
the future of the business and that of its 700 plus employees,
The Irish Times relates.

According to The Irish Times, Mr. Coyle's next task will be to
formulate proposals for a scheme of arrangement which must be
presented to the creditors for approval, with a view to having
those proposals sanctioned by the High Court to ensure the
survival of the company as a going concern.

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



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


AI AVOCADO: Moody's Assigns B2 Corporate Family Rating
------------------------------------------------------
Moody's Investors Service has assigned a corporate family rating
(CFR) of B2 and a probability of default rating (PDR) of B2-PD to
AI Avocado Holding B.V.

Concurrently, Moody's has assigned a B1 rating to the EUR440
million senior secured Term Loan B and EUR50 million senior
secured revolving credit facility, to be borrowed by AI Avocado
B.V. and to be pushed down to UNIT4 NV. The outlook on all
ratings is stable.

On March 21, 2014, UNIT4 NV and AI Avocado B.V. announced that as
a result of the acquisition of more than 95% of the shares of
UNIT4, the listing and trading of these shares on Euronext
Amsterdam will be terminated. AI Avocado B.V. now holds
approximately 99.35% of the total number of shares.

AI Avocado Holding B.V. and AI Avocado B.V. are ultimately
controlled by Advent International and have been incorporated for
the buyout of UNIT4 NV. UNIT4 is a software vendor focused on FMS
and ERP solutions for mid-sized services firms and the public
sector.

Ratings Rationale

The B2 CFR reflects (1) the company's limited geographic and
product diversification, (2) its high opening leverage in the
range of 5.5x to 6x resulting from the buyout by Advent, (3)
limited deleveraging prospects, at least in the short term due to
slower EBITDA growth from the shift to a SaaS/subscription
revenue model, and (4) low free cash flow generation due to high
interest payments and capitalized R&D.

The CFR more positively reflects (1) UNIT4's strong position
within its niche market, (2) a degree of predictability in
revenues thanks to recurring fees, (3) high switching costs for
some of the company's products, and (4) low churn rates.

UNIT4 operates in 26 countries but generates about 75% of its
revenue from three regions (Benelux, Scandinavia and UK). In
addition to the geographic revenue concentration, the company
relies on two main software products (ERP Agresso and FMS Coda)
for about half of its revenue, excluding services and other.
However, the company benefits from some diversity in terms of
end-markets focusing on three main sectors: service-based
organizations, wholesale & distribution, and the public sector.
End-markets include health, education, financial services, and
wholesale & distribution.

In spite of UNIT4's large fixed cost base (personnel-related
expenses and capitalized R&D costs), the company's business
profile is supported by the recurring nature of maintenance fees,
subscription fees and, to a lesser degree, services revenue.
Moreover, the high switching costs attached to ERP products,
given their integration within a client's IT systems, provide
further protection against revenue volatility. UNIT4's portfolio
includes ERP and standalone FMS products. There is a higher risk
of customer attrition for FMS products due to the lower switching
costs relative to ERP products.

Moody's views UNIT4's financial profile (pro forma for the
transaction) as weak, which positions the company weakly in the
B2 category. UNIT4's opening leverage will stand at around 5.5x
to 6x, which is high for the B2 rating category. In addition,
prospects for rapid deleveraging in the next two to three years
are limited by the ongoing shift towards a SaaS/subscription
revenue model and away from the traditional license revenue
model. The difference in revenue recognition for the
SaaS/subscription revenue model negatively impacts EBITDA in the
initial years compared to the traditional revenue model, but the
company estimates it becomes more profitable after three to four
years if pricing discipline is respected and if customer
attrition rates remain stable.

Given UNIT4's history of active M&A in the past three years,
Moody's considers that new shareholders will likely pursue a
strategy of bolt-on acquisitions, but highlights that UNIT4's
current B2 CFR does not incorporate room for material debt-funded
acquisitions.

UNIT4's liquidity profile is adequate. Moody's expects that the
company's cash on balance sheet of EUR33 million at closing of
the transaction, in conjunction with the EUR50 million revolving
credit facility (RCF) will be sufficient to cover the company's
cash needs over the next 12 to 18 months. UNIT4's operations are
seasonal, with the first quarter being the strongest in terms of
cash flow generation due to upfront fees paid by customers at the
beginning of the year. Moody's anticipates that UNIT4 will
generate negative free cash flow for the 9 months from April to
December 2014, therefore making a temporary draw under the RCF
likely. UNIT4's debt maturity profile is sound, with no debt
coming due until November 2020 when the EUR440 million Term Loan
B (TLB) matures. The RCF matures in 2019 and the EUR165 million
Second Lien matures in 2021.

FinancialForce.com, a loss-making US-based subsidiary of UNIT4
specialised in cloud-based applications, will be excluded from
the restricted group until it generates positive EBITDA. Moody's
expects that FinancialForce.com will be funded directly by new
shareholders Advent with no cash leakage from the restricted
group as per the senior facilities agreement provisions.

The TLB and RCF will be secured over shares, bank accounts and
receivables from the parent and borrower and guaranteed by
material subsidiaries representing at least 80% of total EBITDA.
The Second Lien will benefit from the same security package and
guarantees but on a subordinated basis, ranking below the senior
facilities in an enforcement scenario. The B1 rating assigned to
the EUR490 million first-lien debt, one notch higher than the
CFR, reflects their senior ranking in the debt waterfall relative
to the sizeable Second Lien facility.

The stable outlook reflects Moody's expectation that UNIT4 will
maintain EBITDA margins close to 20% and reduce its debt to
EBITDA ratio below 5.5x in the next twelve to eighteen months
helped by increased penetration of ERP and FMS software products
for mid-sized firms and the public sector, in conjunction with
tight cost management. Given UNIT4's weak position within the B2
rating category, an upgrade is unlikely in the short term,
however, positive pressure on the ratings could develop if UNIT4
reduces its adjusted debt/EBITDA (excluding FinancialForce.com)
to below 5x and increases its free cash flow to debt ratio above
5%, while maintaining a sound liquidity profile. Conversely,
negative pressure on the ratings could occur if UNIT4's (1)
debt/EBITDA increases from the opening leverage, (2) churn
deteriorates and/or, (3) free cash flow remains negative. Any
concerns about the company's liquidity or headroom under the
financial maintenance covenants could also exert negative
pressure on the ratings. Visible cash leakage from the restricted
group to FinancialForce.com could also put negative pressure on
the ratings.

The principal methodology used in these ratings was the Global
Software Industry published in October 2012. Other methodologies
used include Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Headquartered in The Netherlands, UNIT4 NV is a standalone FMS
and ERP software vendor focused on mid-sized commercial services
companies and the public sector. For the last twelve months
ending September 2013, UNIT4 generated EUR473 million of
revenues. UNIT4 has been listed on the Amsterdam Stock Exchange
since 1998. In December 2013, private equity firm Advent
International made an offer to purchase all UNIT4's shares, and
now holds approximately 95% of the shares.



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


EKSPORTFINANS: S&P Removes 'BB+/B' Ratings from Creditwatch Neg.
----------------------------------------------------------------
Standard & Poor's Ratings Services removed its 'BB+/B' long- and
short-term counterparty credit ratings on Norway-based
Eksportfinans ASA from CreditWatch with negative implications,
where they had been placed on March 26, 2014.  At the same time,
S&P affirmed the ratings.  The outlook is negative.

The negative outlook reflects S&P's view that, while it believes
that the ruling from March 28 reduces the imminent risk of an
acceleration of Eksportfinans' outstanding debt liabilities, S&P
believes that the legal process remains a key risk factor for
Eksportfinans.

On March 28, 2014, the Tokyo District Court ruled in favor of
Eksportfinans with respect to demands for partial payment from an
investor on its "Samurai" bond program.  S&P notes that the
claimant has 14 days to initiate the appeals process and extend
the legal process by an estimated additional six to eight months,
with the risk of a reversal of the decision in favor of the
claimant.

The removal from CreditWatch and the assigning of a negative
outlook reflect S&P's view that the company's creditworthiness
remains reliant on its highly complex funding structure and that
the risk of an appeal of the March 28 court decision is material.
In addition, S&P do not expect risk mitigation from extraordinary
future government support over the next two years.

Downside scenario

S&P believes that legal risk remains the primary downside risk to
the ratings given the potential for an appeal.  S&P might also
consider a downgrade if Eksportfinans' capital weakened
substantially, due to extraordinary dividend payments to its
owner banks.  Moreover, Eksportfinans' creditworthiness could
deteriorate if economic risks increased in Norway, where S&P
currently sees a negative trend from growing imbalances owing to
rising asset prices and increasing debt.  This could prompt S&P
to revise its anchor for Eksportfinans down to 'bbb+' from 'a-'.

Upside scenario

Although an upgrade is unlikely at this stage, S&P could revise
the outlook to stable if there is no appeal to the March 28
verdict.  S&P could also see an upward revision in the rating or
outlook due to a reduction in the volume of structured funding or
actions by Eksportfinans' owners or the Norwegian government that
mitigate risk, such as the issuance of guarantees, which would
transfer all risk to the guarantors.



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


* POLAND: Corporate Bankruptcies Down 15% in Q1 2014
----------------------------------------------------
Warsaw Business Journal, citing preliminary data compiled by
credit insurance firm Coface, reports that as many as 178
companies were declared bankrupt in the first quarter of 2014,
which is 15% less than in the corresponding period of last year.

This is the lowest number since 2011, but still 80% higher than
in Q1 2008, WBJ notes.

The firm expects the downward trend to continue throughout the
entire 2014, WBJ says.

According to WBJ, the share of manufacturing and construction
firms fall y/y (from 33% to 29% for manufacturers and from 21.4
to 18% for construction companies), while the share of retailers
in the total number of bankruptcies increased (from 23% to 29%).



===============
P O R T U G A L
===============


PORTUGAL: Int'l Creditors Delays Final Bailout Payment
------------------------------------------------------
Gabriele Steinhauser and Matina Stevis at The Wall Street Journal
report that Portugal's international creditors have put off
paying out the remainder of the country's bailout until late
June, allowing euro-zone countries to avoid having to decide
whether to extend another lifeline before Europe-wide elections.

Portugal's bailout program was scheduled to end May 17, just
before citizens across the European Union's 28 member states
elect a new European Parliament, the Journal relates.

According to the Journal, Simon O'Connor, a spokesman for the
European Commission, said Monday that the commission, which is
responsible for managing a third of the EUR78 billion bailout,
will pay its last installment in June.

But he said the postponement was purely due to procedural
reasons, the Journal notes.

A spokeswoman for the International Monetary Fund, which chipped
in another third of Portugal's rescue, said the delay was
necessary because the final review of how the country has
implemented the conditions attached to its rescue only happens at
the end of April, the Journal relays.  She said that the fund's
board will formally discuss the delay at its next meeting in mid-
April, according to the Journal.

The European Financial Stability Facility, the euro zone's
interim rescue fund, will pay its last installment as planned
before May 17, the Journal discloses.



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


MECHEL OAO: Moody's Lowers CFR to 'Caa1'; Outlook Negative
----------------------------------------------------------
Moody's Investors Service has downgraded Mechel OAO's corporate
family rating (CFR) and probability of default rating (PDR) to
Caa1 and Caa1-PD, respectively. The outlook remains negative.

The rating action is driven by the current weak coal market
environment, which has bleak prospects for meaningful recovery in
2014, as well as the company's currently weak liquidity, despite
some positive developments with respect to refinancing short-term
debt over the previous quarter.

"The downgrade is driven by the recent deterioration of spot
coking coal prices, significant leverage, and Mechel's current
weak liquidity with sizeable maturities over the next 12-24
months, as well as the currently bleak prospects for meaningful
near-term coking coal price recovery", says Denis Perevezentsev,
a Moody's Vice President and lead analyst for Mechel.

Ratings Rationale

The Caa1 CFR reflects the company's very highly leveraged balance
sheet, but also the expectation that Mechel will gradually
deleverage in 2014. At the same time, despite the currently weak
liquidity, the CFR and PDR also reflect Moody's view that Mechel
is more likely than not to retain access to bank financing from
state-controlled banks.

Mechel exceeded its financial covenant in its interim financials
as of 30 June 2013 of net debt/EBITDA below 7.5x. As a result,
the company reset covenants to a temporary level of net
debt/EBITDA of 10x as of 31 December 2014 and 7.5x as of 30 June
2015 and agreed with its creditors not to test the covenants
until 31 December 2014. The current liquidity situation is weak.
Alfa-Bank (Ba1 stable) requested early repayment of its $150
million loan on 13 March and the company agreed to repay the
amounts due in five instalments by 25 April 2014. Moody's notes
that non-repayment of any of the upcoming loan maturities by the
company might trigger cross-default provisions on the company's
loans with other banks. The company's maturity profile remains
tight, with 2015 and 2016 maturities as of 6 December 2013 of
$2.5 billion and $2.5 billion, respectively.

Moody's notes that the company's ongoing refinancing efforts have
so far been successful, with 2014 maturities scaled down
significantly. The company closed the deal on the disposal of
several of its ferroalloys assets in December 2013 and used the
proceeds from the transaction of $425 million to repay its short-
term debts. In December 2013 the company signed an extension of
its $1 billion syndicate loan, with a new one year repayment
grace period and maturity until December 2016. In December 2013
the company signed a credit agreement with state-controlled
Sberbank (Baa1 stable) totalling RUB25.5 billion (around $700
million at the current exchange rate), which it intends to use in
refinancing its 2014 maturities under various credit facilities.
Sberbank facilities mature in 2018. The above transactions
allowed the company to refinance a substantial amount of its 2014
maturities totalling around $2,034 million as of 6 December 2013
and to reduce its net debt from $9.4 billion as of 6 December
2013 to around $8.8 billion as of the middle of March 2014. The
remaining 2014 maturities total around $1.2 billion, comprising
upcoming maturities on bilateral facilities with state-controlled
Bank VTB, JSC (Baa2 stable) of $500 million, which the company is
in negotiations to refinance, and on a number of smaller
bilateral credit facilities with other banks.

Support from large Russian banks, including state-controlled
banks, was an important factor which facilitated the company's
successful refinancing efforts at year-end 2013. The company
estimates that borrowings from Russian banks make up about 69% of
its consolidated debt as of 6 December 2013. The development of
the company's vast resource base will also be aided by state
financing. On 14 March 2014 the company announced that project
company Elgaugol OOO, which is part of the company, and State
Corporation "Bank for Development and Foreign Economic Affairs
(Vnesheconombank)" (Baa1 stable) signed agreements for the second
and third credit lines of project financing for developing Elga
Coal Complex's first phase, for $2.1 billion and $419 million,
respectively, including $150 million the company had received
from Vnesheconombank earlier.

However, coking coal prices, which determine the profitability of
Mechel's operations, remain under pressure, with spot prices
falling to $120/tonne in March 2014. Low coking coal prices are
likely to keep leverage as measured by net debt/EBITDA at an
elevated level of about 10x-11x during 2014.

Rationale For Negative Outlook

The negative outlook on the rating reflects Moody's view that
Mechel's weak financial metrics will remain so over the next 12-
18 months unless coking coal prices improve and/or the group's
efforts to dispose of its non-core assets succeed.

What Could Change The Rating Down / Up

Negative rating pressure would develop if Mechel's operating
performance continues deteriorating as a result of unfavourable
market dynamics or a failure to achieve a gradual deleveraging
over the next 12-18 months. Loss of access to financing from
state-controlled banks, or difficulties in meeting the renewed
covenants or failure to renegotiate covenants to a more
comfortable level if the company expects to exceed them by year-
end 2014 would also exert negative pressure on the rating.

An upgrade of the rating is unlikely over the next 12-18 months
unless Mechel takes steps to materially deleverage the business.
Moody's would consider stabilising Mechel's outlook if the
company's operating performance improves with a gradual
deleveraging developing with (1) gross debt/EBITDA below 8.0x on
a sustainable basis; and (2) EBIT margin sustainably above 10%,
as well as warranting continued access to financing.

Principal Methodology

The principal methodology used in this rating was the Global
Mining Industry published in May 2009.

Mechel is a vertically integrated mining and metals company. Its
business comprises four segments: mining, steel, ferroalloys and
power. The group produces coal, iron ore, ferrosilicon, as well
as long (rebar, wire rod, structural shapes, etc), and carbon
flat-rolled steel products, engineered steel, hardware and other
high value-added steel products.

In the first nine months of 2013, Mechel reported revenue of $6.7
billion (a 19% decrease year-over-year) and EBITDA of $0.6
billion (a 55% decrease year-over-year). Mechel is majority owned
by its Chairman of the Board of Directors Mr. Igor Zyuzin, who
controls 67.42% of the voting shares. After its initial public
offering in 2004, 32.58% of the company's shares are in free
float.



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


CODERE SA: Bondholders Reject Debt Restructuring Proposal
---------------------------------------------------------
Katie Linsell at Bloomberg News reports that Codere SA's bid to
restructure EUR1.1 billion (US$1.5 billion) of debt has stalled
one month before the Spanish gaming company must reach an accord
with creditors or seek full creditor protection.

Codere's bondholders rejected the company's latest debt proposal
on Monday, saying it was "less favorable" than previous offers,
according to a letter sent to the company's board of directors,
Bloomberg relates.

Last week, Codere offered creditors a 5 1/2-year moratorium on
bond interest payments or a 50% writedown on the debt and
conversion into 8% notes to a maximum size of EUR250 million,
with no equity stake, Bloomberg recounts.

Codere must agree a restructuring by April 30 or seek full
protection known as concurso under the nation's bankruptcy laws,
Bloomberg notes.

Codere had total net debt of EUR1.1 billion at the end of 2013
and earnings before interest, tax, depreciation and amortization
of EUR206 million, Bloomberg says, citing a Feb. 28 earnings
report.

Codere SA is a Madrid-based gaming company.  It operates betting
shops and race tracks from Italy to Argentina.

Codere sought preliminary creditor protection on Jan. 2, giving
the company four months to agree a restructuring plan or start
insolvency proceedings.



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


CABOT FINANCIAL: Moody's Assigns B2 Rating to GBP175MM Sr. Bond
----------------------------------------------------------------
Moody's Investors Service has assigned a B2 rating with a stable
outlook to the GBP175 million long term, senior secured bond
issued by Cabot Financial (Luxembourg) S.A, a subsidiary of Cabot
Financial Ltd (CFL) and, ultimately, Cabot Credit Management
(Cabot).

Moody's rating action on Cabot's bond issuance confirms the
provisional rating assigned on 20 March 2014. The final terms and
conditions of the senior secured bond issuance, which was fully
placed as at 27 March 2014, are in line with the draft
documentation reviewed for the provisional (P)B2 rating assigned
on 20 March 2014.

Ratings Rationale

Cabot has issued the GBP175 million bond to replace the Marlin
acquisition financing i.e. the majority of its drawing on its
GBP85 million RCF and the GBP105 million syndicated senior
secured bridge facility. The B2 rating continues to reflect the
combined firm's pro-forma leverage (Debt/Adjusted EBITDA) of
4.3x, interest coverage ratio (Adjusted EBITDA/Interest expense)
of 2.8x and capital (Tangible Common Equity/Tangible Assets) of
10.1% as per Moody's calculations.

Following the acquisition Cabot expects to benefit from Marlin's
expertise in litigation-enhanced collections while using its own
expertise on non-litigation quality debts to improve the
performance of Marlin's back book. Cabot also anticipates that
the combined firm's market position will strengthen in terms of
coverage of the paying-non-paying spectrum and present a better
scale in portfolio purchasing while allowing for certain
operational efficiencies (e.g. Encore's India operations).

Furthermore the B2 rating reflects the combined firms
strengthened market positioning, stable operating cash flows as
well as the monoline business model, concentrated debt maturity
profile, supplier concentration and model risk in terms of
valuation and pricing of its purchased debt portfolio.

The outlook is stable on all ratings as Moody's expects the
firm's metrics to remain at levels corresponding to the B2 rating
in the next 12-18 months.

What Could Change The Rating Up / Down

Upward rating pressure could arise from a significant improvement
in the combination of leverage metrics (debt-to-adjusted EBITDA)
to around 3.5x, interest coverage to around 4x and capital to
over 10%, while maintaining other financial metrics and ratios at
current levels.

The rating could come under downward pressure due to (i)
significant deterioration in income from operations (after
interest expense) and cash flow from operations, stemming from
factors such as underperforming collections productivity,
underperforming portfolio acquisitions and lower than forecast
collections; or (ii) a further increase in leverage or sustained
decline in operating performance, leading to a debt ratio which
is higher than 5.5 times adjusted EBITDA or a tangible common
equity-to-tangible managed assets ratio which is below 4%; or
(iii) significant decline in interest coverage, with an adjusted
EBITDA-to-interest expense ratio around or below 1.0x.

The principal methodology used in this rating was Finance Company
Global Rating Methodology published in March 2012.


DONCASTERS GROUP: Moody's Raises CFR to B2; Outlook Stable
----------------------------------------------------------
Moody's Investors Service has upgraded Doncasters Group Ltd's
(Doncasters) corporate family rating (CFR) to B2 from B3 and
probability of default rating (PDR) to B2-PD from B3-PD.
Concurrently, Moody's has upgraded the rating of Doncasters
Finance US LLC including the second lien facility due 2020 to
Caa1 from Caa2, and affirmed the B2 rating of the first lien
facilities due 2020. The outlook on all ratings is stable.

Ratings Rationale

The B2 CFR recognizes Doncasters' progress in improving operating
efficiency and profitability that resulted in leverage falling to
5.9x in December 2013. It also reflects Moody's expectation that
the company should be in a position to further maintain and
improve margins in 2014, and achieve some further deleveraging.

Management's strong focus on operating efficiency through a mix
of consolidation, relocation and re-layout of product lines and
implementation of best practices across its various sites,
together with implemented price increases with key customers
resulted in company-adjusted EBITDA margin growing to 18.1% in
2013 from 15.8% in 2012. Revenues remained at similar levels of
GBP740 million against GBP741 million in 2012 due to some metal
price deflation passed on to customers. For 2014, Moody's expects
that Doncasters will be in a position to deliver further
efficiency and margin improvements, although its broad scope of
activity may ultimately limit margin benefits achievable from
synergies and scale compared with some of its much larger
competitors. Revenues are likely to remain under pressure because
of the company's focus on profitability over revenue growth.

The improvements in operating performance reduced Moody's
adjusted leverage to 5.9x in 2013 from 6.7x in 2012. The company
also repaid some debt over the year and, for 2014, Moody's
expects the company to remain focused on deleveraging favoring
debt repayments over shareholder remuneration.

The CFR rating also continues to reflect (1) the competitive
environment in which Doncasters operates, with the company
competing with much larger component manufacturers in Europe and
North America; (2) the company's small size, despite its broad
scope of activity; (3) the need to differentiate itself from
competitors through quality and service; and (4) a degree of
concentration in Doncasters' customer base on original equipment
manufacturers (OEMs), particularly in the industrial gas turbine
(IGT) and aero engine markets. However, Doncasters benefits from
supplying diversified end markets under long-term contracts
including energy, aerospace, on/off highway commercial vehicles,
construction and petrochemical industries, which also exhibit
different levels of exposure to macroeconomic cycles,
particularly in the aftermarket business.

The company is currently refinancing $130 million of its second
lien facility with additional first lien debt and seeks to reduce
its interest margins on the existing first lien debt, which will
reduce the company's interest charges going forward. The first
lien facility due 2020, now comprising $1 billion, remains at B2
and is now aligned with the CFR due to the increase in the
facility's relative size and the reduction in cushion from junior
debt. The upgrade of the remaining $160 million second lien
facility due 2020 to Caa1 primarily reflects the upgrade of the
CFR.

Doncasters' liquidity profile is good. Following the refinancing,
the company will have GBP23 million of cash on balance sheet and
access to an undrawn GBP110 million ABL revolving facility due
2018. All other debt is due in 2020.

Rating Outlook

The stable outlook reflects Moody's expectation that Doncasters
will be in a position to further improve operating performance
and generate free cash flow, allowing for some deleveraging in
2014.

What Could Change The Rating Up/Down

Positive pressure could be exerted on the ratings if Doncasters'
Moody's-adjusted debt/EBITDA falls sustainably below 5.0x and
EBITA/interest reaches around 2.5x, while at the same time
generating sustained free cash flow. Conversely, negative rating
pressure could develop if Doncasters' Moody's-adjusted
debt/EBITDA exceeds 6.0x or free cash flow reduces to zero. In
any case, a deterioration in the company's liquidity profile
could pressure the rating.

Principal Methodology

The principal methodology used in these ratings was the Global
Manufacturing 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.

Doncasters Group Ltd is a manufacturer of superalloy and
superalloy-based precision components for aero engines,
industrial gas turbines or turbochargers. As such, it serves as
tier 1/2 supplier to mainly the aerospace, energy and commercial
vehicle markets. Doncasters operates 34 principal facilities, of
which 12 are in the UK, 17 are in the US, three are in Europe,
and one each in China and Mexico. The company is owned by Dubai
International Capital.


STICHTING PROFILE: S&P Lowers Ratings on 2 Note Classes to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Stichting PROFILE Securitisation I's class A+, A, B, C, D, and E
notes.

The downgrades follow the application of S&P's updated criteria
for rating collateralized debt obligations (CDOs) of project
finance debt and our review of the transaction's performance.

In S&P's review, it used the data from the December 2013 and
February 2014 trustee reports.  From S&P's analysis, it has
observed that there are no defaults in the portfolio and the
weighted-average rating is in the lower investment-grade
category. S&P has also observed that the class A+ notes are
amortizing, and are 73.90% outstanding compared with their
initial balance.  All of the portfolio's assets are located in
the U.K.

On March 19, 2014, S&P published its updated criteria for rating
CDOs of project finance debt, which becomes effective on March
31, 2014.  In line with these criteria, S&P modeled the latest
available collateral portfolio (dated Feb. 22, 2014) in CDO
Evaluator 6.0.1 to determine the scenario default rates (SDRs) at
each rating level.  The SDR is the minimum level of portfolio
defaults that S&P considers each tranche can support at the
assigned rating level under S&P's CDO Evaluator.

In deriving the SDRs, S&P applied the new project finance asset
type classification under our criteria for CDOs of project
finance debt in S&P's model, and applied the revised correlation
assumptions.  S&P modeled the portfolio's amortization profile,
taking into account each asset's amortization provisions, which
are available in the trustee report.

S&P then applied table 14 under its criteria to derive the
recovery rates at each rating level.  S&P then used these
recovery rates to calculate the scenario loss rates (SLRs).  The
SLR is the percentage of loss in the reference portfolio that S&P
believes the tranche should be able to withstand to maintain the
assigned rating.

Using the SLRs calculated above, S&P performed its synthetic
rated overcollateralization (SROC) analysis on all classes of
notes. SROC is a measurement of the available credit enhancement
for a particular tranche, measured against the credit enhancement
that we believe is appropriate for a particular rating level.

In addition to S&P's model-based default analysis, its criteria
for CDOs of project finance debt adopt the same supplemental
tests used in S&P's corporate CDO criteria, except of the
recovery assumptions.  These tests aim to address both model and
event risk and assess whether a CDO tranche will have sufficient
credit enhancement to withstand projected losses based on
stresses that differ for different liability ratings.

Following S&P's model-based default analysis and the application
of its supplemental tests, S&P notes that the available credit
enhancement for all classes of notes supports lower ratings than
previously assigned.  S&P has therefore lowered all of its
ratings in Stichting PROFILE Securitisation I.

Stichting PROFILE Securitisation I is a synthetic, partially
funded collateralized loan obligation (CLO) transaction backed by
project finance debt.  The transaction closed in December 2005.
KfW is the collateral provider.

RATINGS LIST

Ratings Lowered

Stichting PROFILE Securitisation I
GBP32.5 Million Floating-Rate Credit-Linked Notes

Class            Rating
          To               From

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


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than US$3 per
share in public markets.  At first glance, this list may look
like the definitive compilation of stocks that are ideal to sell
short.  Don't be fooled.  Assets, for example, reported at
historical cost net of depreciation may understate the true value
of a firm's assets.  A company may establish reserves on its
balance sheet for liabilities that may never materialize.  The
prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com

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


                            *********


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

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

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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