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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

           Wednesday, July 23, 2014, Vol. 15, No. 144

                            Headlines

G E R M A N Y

HSH NORDBANK: Fitch Affirms 'b' Viability Rating
MINIMAX VIKING: S&P Raises Corp. Credit Rating to 'B+'
ORION ENGINEERED: Moody's Puts 'B2' CFR on Review for Upgrade
ORION ENGINEERED: S&P Puts 'B' CCR on CreditWatch Positive
PROKON REGENERATIVE: Creditors to Decide on Restructuring Plan

QIMONDA AG: U.S. Chapter 15 Courts Not Bound by Foreign IP Law


I R E L A N D

IRISH BANK: Quinns May Seek to Cross-Examine Liquidator
IVORY CDO: S&P Lowers Rating on Class C Notes to 'CCC-'
TALISMAN-6 FINANCE: S&P Lowers Ratings on 2 Note Classes to 'CC'


I T A L Y

ISLAND REFINANCING: Fitch Cuts Rating on Class C Notes to 'CCC'
MODA 2014: Fitch Assigns 'Bsf' Rating to EUR17MM Class E Notes


K A Z A K H S T A N

ALLIANCE BANK: Merger After Restructuring to Reduce Rescue Cost


N E T H E R L A N D S

HEIPLOEG: Trade Unions to Challenge Pre-Pack Bankruptcy


P O R T U G A L

BANCO ESPIRITO: To Appoint Adviser to Shore Up Balance Sheet


R U S S I A

RUSNANO: S&P Affirms 'BB' Issuer Credit Rating; Outlook Negative


S P A I N

CATALUNYA BANC: BBVA to Acquire Business for EUR1.19 Billion
LIVISTER INVESTMENT: S&P Assigns 'B' CCR; Outlook Stable


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G E R M A N Y
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HSH NORDBANK: Fitch Affirms 'b' Viability Rating
------------------------------------------------
Fitch Ratings has affirmed Norddeutsche Landesbank Girozentrale's
(NORD/LB), Bremer Landesbank Kreditanstalt Oldenburg-
Girozentrale's (BremerLB) and NORD/LB Covered Finance Bank's
(NORD/LB CFB) Long-term Issuer Default Ratings (IDRs) at 'A' with
Negative Outlooks and HSH Nordbank AG's (HSH) Long-term IDR at
'A-' with Negative Outlook. The affirmations follow a peer review
of the northern German Landesbanken.

At the same time, Fitch has downgraded Bremer LB's Viability
Rating (VR) to 'bb+' from 'bbb-' to reflect further prolonging of
the crisis in the shipping industry and the bank's material
exposure to this sector in terms of both asset quality and
earnings. NORD/LB's VR has been affirmed at 'bbb-' and HSH's 'b'
VR has been maintained on Rating Watch Evolving (RWE). A full
list of rating actions is at the end of this rating action
commentary.

KEY RATING DRIVERS AND SENSITIVITIES - IDRS, SUPPORT RATINGS,
SUPPORT RATING FLOORS AND SENIOR DEBT RATINGS

The IDRs of the three northern German Landesbanken are at their
Support Rating Floors (SRFs) and, therefore, along with unsecured
senior debt are driven by the same factors that drive the banks'
Support Ratings and SRFs. These factors include in particular the
banks' systemic importance to their respective regions and, in
the case of NORD/LB to Germany as a whole, as a result of their
important roles for the respective states and the state
economies. State ownership is also an important ratings factor.
BremerLB's majority ownership by NORD/LB alongside the minority
stake from the state of Bremen boosts its SRF and IDR slightly.
HSH's SRF and Long-term IDR are notched down by one notch to
reflect the State of Schleswig Holstein's intention to sell its
stake once the market environment allows, although Fitch views
this as unlikely to happen before 2017, as well as minority
private sector participation in the bank.

The sensitivities for the banks' support-driven ratings,
reflected in the Negative Outlooks on their Long-term IDRs,
relate to recent developments within the regulatory and legal
framework, particularly emanating from the EU authorities with
regard to bank support, bail-ins, centralized regulatory
oversight and resolution. The EU's Bank Recovery and Resolution
Directive (BRRD) is being implemented into German legislation,
targeted for completion by the end of this year. In addition, we
expect progress towards the Single Resolution Mechanism (SRM) for
eurozone banks during the coming year. In Fitch's view, these two
developments will present obstacles to German federal states
making capital injections into the Landesbanken if these banks
are insolvent, despite continued extremely strong willingness by
the states to do so.

The BRRD requires 'bail in' of creditors by 2016 before an
insolvent bank can be recapitalized with state funds. A
functioning SRM and progress on making banks 'resolvable' without
jeopardizing the wider financial system are areas of focus for
eurozone policymakers. Once these are operational they will
become an overriding rating factor for the SRFs, as the
likelihood of banks' senior creditors receiving full state
support if ever required, despite their systemic importance, will
diminish substantially, unless mitigating factors arise in the
meantime. Fitch, therefore, expects SRFs for all German
commercially operating banks to be revised to 'No Floor' likely
in late 2014 or in 1H15. A downward revision of the SRFs would
likely result in downgrades of the three northern German
Landesbanken. Fitch expects the downgrades of each of the three
banks to be contained to one or two notches, despite their lower
VRs, because institutional support considerations will likely
keep their IDRs at a higher level.

KEY RATING DRIVERS - VRs
Asset quality is a key rating driver for all three Landesbanken's
VRs. They have all suffered to varying degrees from further asset
quality deterioration, primarily driven by their exposure to the
shipping industry which remains in crisis, especially in certain
sectors, notably containers and tankers. On a relative basis
NORD/LB's group exposure to the shipping sector, including
consolidation of BremerLB, is the lowest with about 8% of its
total exposure at default, compared with 17% at BremerLB and 22%
at HSH. The consequent rise in loan impairment charges has
significantly affected financial profiles. NORD/LB and BremerLB
are still reporting pre-tax profits, but HSH made a sizeable loss
in 2013 as its operating earnings are additionally burdened by
high payments for its asset guarantees.

Fitch believes that NORD/LB is still the best positioned among
the three banks to absorb further pressure from its shipping loan
book. It has a more diversified stream of income sources and
robust performance in its core business which supports its
investment grade VR. BremerLB on the contrary has fewer ways to
balance the impact of the shipping crisis on asset quality and
earnings, which has driven the downgrade of its VR by one notch.
This is due to its smaller balance sheet and moderate growth
opportunities in its selected businesses despite its reasonably
conservative management and business profile.

HSH's relatively low VR is based on the uncertainties around its
business model, which in Fitch's view still needs to demonstrate
its long-term viability, especially proof that new business
originated in recent years has a materially better risk return
profile through the economic cycle. The VR reflects low legacy
asset quality and significantly higher exposure to the most risky
parts of ship financing compared with its peers. Fitch recognizes
gradual improvements made during the past five years,
specifically the reduction of legacy assets while maintaining its
regional franchise and funding access. However, prolonged above-
market loan growth in core business could be a negative VR driver
although HSH's new business in 2014 shows better average ratings
than its existing portfolio.

The RWE on HSH's VR reflects the provisional basis of the
European Commission's June 21, 2013 approval of restoration of
the original EUR10bn guarantee from the States of Hamburg and
Schleswig Holstein. The Commission is still investigating whether
the measure is in line with EU state aid rules. In Fitch's view,
the final decision is vital for HSH's viability and therefore the
agency's ability to resolve the RWE. Fitch expects a decision to
be reached in 4Q14 at the earliest.

Fitch believes that the capitalization of NORD/LB and Bremer LB
is modest compared with European peers and the two large Southern
German Landesbanken and provides a smaller buffer against adverse
market developments. However, the agency does not expect that
either Landesbank will require unmanageable additional amounts of
capital following the European Banking Authority's stress tests.

HSH's capitalization is comparably stronger despite its higher
risk profile as long as the state asset guarantees are approved.

The VRs of all three northern Landesbanken also reflect their
regional franchises and high degree of co-operation with the
local savings banks. All three banks are dependent on wholesale
funding, which is mitigated by moderate capital market funding
needs due to their declining balance sheets and a track record of
good and diversified market access. Fitch believes that the
replacement of grandfathered bonds that expire to 2015 is
manageable, even if it comes at a marginally higher cost.

RATING SENSITIVITIES - VRs

NORD/LB's and BremerLB's VRs are most sensitive to further
evolution of their asset quality. This primarily includes
shipping but also developments in other cyclical industries like
commercial real estate. A deepening of the shipping crisis would
endanger already weak profitability and put pressure on moderate
capitalization levels compared with European peers. On the other
hand, a sooner than expected recovery in the shipping industry
would support the banks' financial profile and enforce the
targeted business alignment process.

HSH's VR depends on the final approval of the guarantee, which
currently supports its capitalization level, as it ring-fences
out its otherwise substantial risk. If approval is not extended
or if additional terms and conditions are imposed, there would be
downside risk for HSH's VR, while full approval would be a
positive VR driver. HSH's financial profile would benefit most
from an end to the shipping crisis, which would likely be
positive for its VR. However, more substantial upside potential
on its VR requires HSH to make significant structural progress in
its targeted client-oriented business model, which Fitch does not
expect in the short term.

SUSBIDIARY AND AFFILIATED COMPANY - KEY RATING DRIVERS AND RATING
SENSITIVITIES

The affirmation of NORD/LB CFB's IDR is based on the extremely
high likelihood of support from Norddeutsche Landesbank
Luxembourg S.A. and NORD/LB, the bank's direct and ultimate
owner, respectively. Fitch considers NORD/LB CFB as core to
NORD/LB's business, a view supported by a declaration of backing
(Patronatserklaerungen) for NORD/LB CFB from both entities. Fitch
currently does not assign a VR to NORD/LB CFB as a result of the
strong degree of integration into NORD/LB group.

Given the high degree of integration between the two banks, any
rating action on NORD/LB CFB would most likely be caused by
rating action on NORD/LB. NORD/LB CFB's ratings are also
sensitive to a change in Fitch's view of the propensity of
support from NORD/LB.

KEY RATING DRIVERS AND SENSITIVITIES- SUBORDINATED DEBT AND
GUARANTEED DEBT RATINGS

NORD/LB's, BremerLB's and HSH's state-guaranteed/grandfathered
senior and subordinated obligations have all been affirmed at
'AAA' as Fitch believes such debt would not be subject to burden-
sharing. HSH's state guaranteed/grandfathered market-linked
securities have been affirmed at 'AAAemr'. The ratings are
sensitive to any change in Fitch's view of the creditworthiness
of the German federal states, underpinned by the stability of the
German solidarity system linking its creditworthiness to that of
the Federal Republic of Germany (AAA/Stable) or to any indication
that the grandfathered guarantees would not be honored by the
respective federal states.

The rating actions are as follows:

NORD/LB

Long-term IDR affirmed at 'A'; Outlook Negative
Short-term IDR affirmed at 'F1'
Viability Rating: affirmed at 'bbb-'
Support Rating Floor affirmed at 'A'
Support Rating affirmed at '1'
State-guaranteed/grandfathered senior and subordinated
  obligations affirmed at 'AAA'
Senior debt affirmed at 'A'/'F1'

NORD/LB CFB

Long-term IDR affirmed at 'A'; Outlook Negative
Short-term IDR affirmed at 'F1'
Support Rating affirmed at '1'

BremerLB

Long-term IDR affirmed at 'A'; Outlook Negative
Short-term IDR affirmed at 'F1'
Viability Rating: downgraded to 'bb+' from 'bbb-'
Support Rating Floor affirmed at 'A'
Support Rating affirmed at '1'
State-guaranteed/grandfathered senior obligations affirmed at
  'AAA'
Senior Debt affirmed at 'A'/'F1'

HSH

Long-term IDR: affirmed at 'A-', Outlook Negative
Short-term IDR: affirmed at 'F1'
Viability Rating: 'b', maintained on RWE
Support Rating: affirmed at '1'
Support Rating Floor ' affirmed at 'A-'
Senior debt: affirmed at 'A-' / 'F1'
Subordinated debt 'B-' maintained on RWE
State-guaranteed/grandfathered senior and subordinated
  obligations: affirmed at 'AAA'
State-guaranteed/grandfathered market-linked securities:
  affirmed at 'AAAemr'


MINIMAX VIKING: S&P Raises Corp. Credit Rating to 'B+'
------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating to 'B+' from 'B' on Germany-based fire protection
technology provider, Minimax Viking GmbH (Minimax, and
collectively with its subsidiaries "the group").  The outlook is
stable.

At the same time, S&P raised its issue rating on the company's
senior secured debt to 'B+' from 'B'.  The recovery rating
remains at '3', indicating S&P's expectation of meaningful (50%-
70%) recovery prospects for lenders in the event of a payment
default.

The rating actions reflect Minimax's robust financial performance
throughout 2013, which allowed it to reduce debt to EBITDA to
5.0x from 7.6x in 2012.  S&P had previously assumed substantial
deleveraging following the group's refinancing in August 2013
because, at that time, EUR180 million of shareholder loans were
converted into equity.  However, the improvement in the group's
earnings was stronger than S&P had anticipated.  S&P assumes that
the group will continue to post a solid operating performance
over the coming years, supported by slowly recovering global
industrial markets.  S&P believes that this should allow Minimax
to show further reduction of debt to EBITDA to below 5x, which
would bring it in line with an "aggressive" financial risk
profile under S&P's criteria.

The rating actions also follow the recent sale of Minimax by
private equity company IK Investment to Intermediate Capital
Group PLC (ICG), a U.K.-based mid-market private equity and
mezzanine finance-focused investment and fund manager, and Danish
KIRKBI A/S, the investment vehicle of the Danish Kristiansen
family (founder of the Lego brand).  Together, these two
companies will own about 70% of Minimax, with the remaining stake
held by Minimax's management and the Groos family (founders of
the former Viking company).  S&P expects no near-term refinancing
needs following the sale and therefore no material change in
adjusted debt as a result of the transaction, given existing
limitations under the company's current loan agreements.
Consequently, S&P has revised its assessment of the company's
financial policy to financial sponsor 5 (FS-5) from FS-6.

S&P anticipates that ICG and KIRKBI will likely support a
financial policy focusing on further deleveraging.  Although S&P
do not anticipate material acquisitions under its base case for
Minimax, S&P currently excludes cash of about EUR100 million on
the company's balance sheet from its leverage calculation.  This
is owing to Minimax's status as a financial-sponsor-controlled
company.  In S&P's view, this cash should provide Minimax with
sufficient flexibility to pursue potential small to midsize
strategic investments.

S&P continues to view Minimax's business risk profile as "fair,"
mainly because it is constrained by the group's limited business
diversification and scope; as well as its operation in an
industry where it competes with large international companies.
On the other hand, the business risk profile benefits from the
group's strong position in Germany, solid position in the U.S.,
and meaningful barriers to entry.  As a result, Minimax benefits
from a relatively significant proportion of recurring revenues
that has allowed the group to show good operating resilience,
with Standard & Poor's-adjusted EBITDA margins consistently
between 11% and 13%, including in 2009 when Minimax experienced a
moderate organic revenue decline of about 11%.

S&P's assessments of an "aggressive" financial risk profile and a
"fair" business risk profile indicate an anchor of 'bb-', as per
S&P's criteria.  S&P applies a one-notch downward adjustment for
its comparable rating analysis, reflecting its view of Minimax's
weak positioning within the "aggressive" financial risk profile
category.

The stable outlook reflects S&P's view that Minimax will sustain
its resilient operating performance and achieve stable to
slightly improving credit measures, underpinned by a high share
of recurring business, low capital intensity, and a focus on
organic growth in existing business areas.  Moreover, S&P expects
Minimax to control expansionary capex and working capital.  For
Minimax, S&P considers ratios of adjusted debt to EBITDA of about
4.5x-5.0x and FFO to debt of about 12% to be consistent with a
'B+' rating.

S&P does not envisage raising the rating during the next year,
but could do so if the company demonstrated a prudent financial
policy and continued to reduce financial leverage, and if S&P
believed that its ratio of adjusted debt to EBITDA would remain
sustainably below 4.5x, with FFO to debt sustainably above 12%.

S&P does not envisage lowering the rating during the next year,
but a downgrade could stem from an unexpected aggressive debt-
funded acquisition or shareholder returns, or from an unforeseen
significant setback in operating performance, which could
materially weaken the company's credit measures or liquidity, for
example with the ratio of adjusted debt to EBITDA increasing
substantially above 5x.


ORION ENGINEERED: Moody's Puts 'B2' CFR on Review for Upgrade
-------------------------------------------------------------
Moody's Investors Service has placed on review for upgrade the B2
corporate family rating (CFR) of Orion Engineered Carbons
Holdings GmbH (Orion), its B2-PD probability of default rating,
and all the ratings on its subsidiaries with outstanding debt
instruments, following the recent announcement of its IPO on the
NYSE and of its agreement to borrow a new EUR665 million
equivalent term loan facility ('TL facility') and a new EUR 115
million multicurrency revolving credit facility ('new RCF').
Moody's understands that the proceeds of the new TL facility and
of Orion's IPO will be used to fully repay the company's
outstanding debt, namely the senior secured notes, the existing
super senior revolving credit facility and the PIK toggle notes.
Concurrently, the rating agency has assigned a provisional (P)B1
rating with a loss-given default (LGD) assessment of 3 (32%) to
the new term loan facility and the new RCF, which will be
borrowed by Orion Engineered Carbons GmbH and OEC Finance US LLC,
two subsidiaries of Orion.

The ratings on the TL facility and the new RCF are provisional,
as they are based on the review of draft documentation and remain
subject to the outcome of Moody's rating review. The initiation
of this review reflects Moody's preliminary favorable assessment
of the refinancing plan announced by the company and its
associated IPO. However, the final outcome remains subject to the
successful completion of the IPO process and its associated full
refinancing of its outstanding indebtedness.

"Our review will take into account the final terms of the IPO,
which the company is currently undertaking, and of the
refinancing, including any change to Orion's corporate structure
as a result of the planned IPO," says Gianmarco Migliavacca, a
Moody's Vice President -- Senior Analyst and lead analyst for the
issuer. "We will also factor into our review the implementation
of the new corporate governance structure, as required for all
listed entities on the NYSE. Moreover, we will withdraw the
current ratings on the senior secured notes, the existing super
senior revolving credit facility and the PIK toggle notes, once
these debt instruments are repaid in full following the
completion of the IPO, as currently envisaged by management,"
adds Mr. Migliavacca.

Upon conclusive review of the final documentation and terms of
the refinancing and IPO, Moody's will complete its review and
will assign a definitive rating to the TL facility and the new
RCF. A definitive rating may differ from a provisional rating.

Ratings Rationale

B2 CFR Placed On Review for Upgrade

The review for upgrade reflects Moody's expectation that, if the
IPO and the associated refinancing are completed in line with the
terms contemplated by management, then this would result in a
significant improvement for Orion, in terms of both its financial
profile and corporate governance. In particular, the gross
debt/EBITDA ratio, as adjusted by Moody's, would likely fall
below 4x (or slightly below 3.5x based on unadjusted figures) as
a result of the debt reduction contemplated in the IPO and
refinancing transactions, while interest charges should also
fall, resulting in better interest cover metrics going forward.

Furthermore, a new EUR115 million revolving credit facility,
albeit smaller than the existing US$250 million facility it will
be replacing, should still support Orion's liquidity profile,
which Moody's expects would remain adequate following the IPO.
This is because Orion's operational cash flows, together with the
availabilities under the new committed revolving credit facility,
should be more than sufficient to fund the main scheduled cash
outflows over the next 12 to 18 months. These outflows consist
mainly of moderate capital expenditures, seasonal working capital
requirements, very small debt repayments under the TL facility
(amortizing at a rate of 1% per annum), as well as the planned
acquisition for approximately EUR27 million of a rubber carbon
black plant in China from Evonik Industries AG (Baa2 positive).

A further credit positive consideration following the IPO would
be the implementation of the corporate governance structure
required for listed companies by the NYSE, where Orion has
applied for listing. The new listing status would translate into
a more robust governance structure, with the establishment of
management and supervisory boards and the creation of audit,
compensation and nomination and governance committees, all of
which will need to meet the NYSE independence standards. These
developments will also lead to a higher degree of transparency
and better communication with investors.

If the refinancing and IPO were to go ahead in line with the
terms contemplated, Moody's expects that a possible upgrade of
Orion's CFR would likely be limited to one notch, while a further
upgrade might be considered at a later stage once Orion has
established a positive track record as a publicly listed company,
has demonstrated an ability to maintain or further improve its
credit metrics, and has more clearly articulated its financial
and dividend policies as a publicly listed but still majority
private equity owned company.

Assignment of (P)B1 Rating To Term Loan Facility and New Rcf --

The (P)B1 rating assigned to the TL facility and the new RCF is
based on the assumption that Moody's will conclude its review
with a one-notch upgrade of Orion's CFR to B1, as this is
currently considered a likely outcome if the refinancing and IPO
are completed in line with the terms contemplated. The assignment
of the provisional rating on the TL facility with the assumed CFR
reflects the dominant position of this new debt instrument in the
capital structure of Orion post IPO, assuming all the existing
indebtedness, including the existing super senior US$250 million
revolving credit facility, will be repaid and cancelled in full.
Following the IPO, the TL facility will rank pari-passu with the
new RCF. This is because both facilities will benefit from (1)
upstream guarantees from the main operating subsidiaries
representing in aggregate more than 80% of consolidated EBITDA
and assets; and (2) a comprehensive collateral package, including
the main assets of Orion.

Pro-forma for the IPO, the TL facility and the new RCF will be
the only secured debt in the capital structure, with no other
meaningful financial liabilities and no unsecured debt
contemplated pro-forma for the IPO. Furthermore, the draft loan
documentation and intercreditor agreement reviewed by Moody's
permit additional indebtedness to be incurred by Orion and its
restricted subsidiaries. However, any additional debt will need
to rank either pari-passu or junior to the TL and the new RCF.
The risk from structurally senior debt borrowed by non-restricted
subsidiaries is also limited by low thresholds present in the
draft loan documentation.

Principal Methodology

The principal methodology used in these ratings was the Global
Chemical Industry Rating Methodology published in December 2013.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Based in Frankfurt, Germany, Orion is the third-largest global
producer of rubber blacks by capacity and the largest global
producer of specialty pigment blacks by both volumes and revenue.
The company has 15 plants (including joint ventures) across
Europe, North and South America, Asia and South Africa. Orion was
formed on 29 July 2011, following the leveraged buyout of the
carbon black operations from Evonik Industries. The two reference
shareholders, Rhone Capital and Triton Capital, each own 44.5% of
the company, with the remainder owned by a passive investor with
no voting rights on key matters. In 2013, Orion reported revenues
of EUR1.34 billion.


ORION ENGINEERED: S&P Puts 'B' CCR on CreditWatch Positive
----------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' long-term
corporate credit rating on German carbon black producer Orion
Engineered Carbons Bondco GmbH on CreditWatch with positive
implications.

At the same time, S&P assigned its 'B+' issue rating and '3'
recovery rating to the company's proposed EUR665 million senior
secured term loan and EUR115 million revolving credit facility
(RCF).

S&P also affirmed the 'BB-' issue rating on the US$250 million
RCF with a recovery rating of '1', the 'B' issue rating on the
euro and dollar denominated senior secured notes maturing 2018
with a recovery rating of '4', and the 'CCC+' issue rating on the
subordinated payment-in-kind (PIK) toggle notes due 2019 with a
recovery rating of '6'.

The CreditWatch positive placement primarily reflects Orion's
plans to go public in the short term, which is contingent on the
completion of the IPO process.  S&P also expects the company to
issue a new senior secured term loan.  S&P assumes most of the
proceeds will be used to repay existing debt comprised of the
senior secured notes and the PIK notes.

If the transaction closes as expected, Orion's gross financial
debt should fall to EUR665 million from about EUR850 million.
S&P expects adjusted gross debt to EBITDA to improve to 3.5x-
4.0x, from 4.8x in 2013.

The CreditWatch positive reflects S&P's expectation that it will
raise the rating on Orion by one notch to 'B+' if the IPO and the
refinancing close as expected.  In that context, S&P would expect
3.5x-4.0x adjusted gross debt to EBITDA and about 15% adjusted
FFO to debt for 2014, which would be commensurate with an
"aggressive" financial risk profile, in S&P's view.

A further upgrade to 'BB-' in 2015-2016 is possible depending on
further reductions in Rhone and Triton's private equity stake, as
well as clearer public commitment on deleveraging and targeted
adjusted debt to EBITDA pointing to 3.5x.


PROKON REGENERATIVE: Creditors to Decide on Restructuring Plan
--------------------------------------------------------------
Deutsche Welle reports that shareholders in Prokon Regenerative
Energien GmbH have gathered to choose between two restructuring
plans at one of the biggest shareholder meetings ever in German
corporate history.

According to Deutsche Welle, the district court at Itzehoe, a
small town northwest of Hamburg, was the stage for the next act
in a corporate drama on Tuesday, when it opened a crucial meeting
of the creditors of the insolvent company.

Shareholder interest was so great that court-appointed insolvency
administrator Dietmar Penzlin rented a hall in the port city of
Hamburg that can hold 13,000 people, Deutsche Welle notes.

Mr. Penzlin, as cited by Deutsche Welle, said that the meeting,
which was not open to the general public, was called to decide on
how to handle outstanding investor claims to the tune of EUR391
million (US$542 million).

The figures compares unfavorably with Prokon's remaining liquid
funds of just EUR19 million, Deutsche Welle states.

Ahead of the meeting, Penzlin indicated investors still had a
chance of getting perhaps 30 to 60% of their money back after
Prokon's restructuring is complete, Deutsche Welle relays.

On May 1, the company filed for insolvency, dealing a blow to
about 75,000 mostly small-scale investors who had hoped to profit
from Germany's "Energiewende", a long-term shift away from fossil
and nuclear energy toward renewable energy, Deutsche Welle
recounts.

At the meeting, investors are expected to vote on two
restructuring plans aimed at either keeping the company intact,
or selling some assets and carrying on with a scaled-down
portfolio of wind parks, Deutsche Welle discloses.

Prokon Regenerative Energien GmbH is a German wind farm operator.


QIMONDA AG: U.S. Chapter 15 Courts Not Bound by Foreign IP Law
--------------------------------------------------------------
Law360 reported that U.S. patent licensees of bankrupt German
semiconductor manufacturer Qimonda AG have urged the U.S. Supreme
Court to reject its Chapter 15 representative's attempt at
compelling U.S. bankruptcy courts to follow foreign insolvency
laws when evaluating intellectual property contracts.  According
to the report, the respondents said the Fourth Circuit properly
upheld a bankruptcy court ruling applying a provision of Chapter
15 that lets licensees of a bankrupt entity keep their existing
contracts.

                         About Qimonda AG

Qimonda AG (NYSE: QI) -- http://www.qimonda.com/-- was a global
memory supplier with a diversified DRAM product portfolio.  The
Company generated net sales of EUR1.79 billion in financial year
2008 and had -- prior to its announcement of a repositioning of
its business -- roughly 12,200 employees worldwide, of which
1,400 were in Munich, 3,200 in Dresden and 2,800 in Richmond, Va.

Qimonda AG commenced insolvency proceedings in a local court in
Munich, Germany, on Jan. 23, 2009.  On June 15, 2009, QAG filed
a petition (Bankr. E.D. Va. Case No. 09-14766) for relief under
Chapter 15 of the U.S. Bankruptcy Code.

Qimonda North America Corp., an indirect and wholly owned
subsidiary of QAG, is the North American sales and marketing
subsidiary of QAG.  QNA is also the parent company of Qimonda
Richmond LLC.  QNA and QR sought Chapter 11 protection (Bankr.
D. Del. Case No. 09-10589) on Feb. 20, 2009.  Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Lee E. Kaufman, Esq., at
Richards Layton & Finger PA, in Wilmington Delaware; and Mark
Thompson, Esq., Morris J. Massel, Esq., and Terry Sanders, Esq.,
at Simpson Thacher & Bartlett LLP, in New York City, represented
the Debtors as counsel.  Roberta A. DeAngelis, the United States
Trustee for Region 3, appointed seven creditors to serve on an
official committee of unsecured creditors.  Jones Day and Ashby &
Geddes represented the Committee.  In its bankruptcy petition,
Qimonda Richmond, LLC, estimated more than US$1 billion in assets
and debts.  The information, the Chapter 11 Debtors said, was
based on QR's financial records which are maintained on a
consolidated basis with QNA.

In September 2011, the Chapter 11 Debtors won confirmation of
their Chapter 11 liquidation plan which projects that unsecured
creditors with claims between US$33 million and US$35 million
would have a recovery between 6.1% and 11.1%.  No secured claims
of significance remained.



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


IRISH BANK: Quinns May Seek to Cross-Examine Liquidator
-------------------------------------------------------
Ann O'Loughlin at Irish Examiner reports that the Quinn family
may seek to cross-examine Irish Bank Resolution Corp.'s special
liquidator, Kieran Wallace, about the manner in which the
commercial court was told of proceedings taken in the US and UK
following allegations by unidentified "informants" the family may
be hiding up to EUR500 million in undisclosed assets.

Charlotte Simpson, counsel for the Quinns, said that the family,
who have described the informants' claims as "scurrilous lies",
may seek to cross-examine Mr. Wallace about the matter after they
have studied various documents put before the US and UK courts,
Irish Examiner relates.

According to Irish Examiner, Paul Gallagher for IBRC said there
were no grounds for a cross-examination and, should such an
application be brought, it would be firmly resisted.

Ms. Simpson on Monday moved an application before Mr. Justice
Peter Kelly arising from the family's complaints IBRC put the
informants allegations before the court on May 30 without giving
the Quinns advance notice the bank intended to do so, Irish
Examiner relays.

The counsel outlined that the Quinns were particularly concerned
because the allegations received enormous publicity in the media
on May 30 and over that weekend before they had an opportunity to
respond in court when litigation involving the parties was
mentioned on June 2, Irish Examiner discloses.

                  About Irish Bank Resolution

Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being
seized by creditors.  Irish Bank Resolution sought assistance
from the U.S. court in liquidating Anglo Irish Bank Corp. and
Irish Nationwide Building Society.  The two banks failed and were
merged into IBRC in July 2011.  IBRC is tasked with winding them
down and liquidating their assets.  In February, when Irish
lawmakers adopted the Irish Bank Resolution Corp., IBRC was
placed into a special liquidation in the Irish High Court to
complete liquidation and distribution of the two banks' assets.

IBRC's principal asset as of June 2012 was a loan portfolio
valued at some EUR25 billion (US$33.5 billion). About 70 percent
of the loans were to Irish borrowers. Some 5 percent of the
portfolio was under U.S. law, according to a court filing.  Total
liabilities in June 2012 were about EUR50 billion, according
to a court filing.

Most assets in the U.S. have been sold already.  IBRC is involved
in lawsuits in the U.S.

IBRC was granted protection under Chapter 15 of the U.S.
Bankruptcy Code in December 2013.

Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.


IVORY CDO: S&P Lowers Rating on Class C Notes to 'CCC-'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Ivory CDO Ltd.'s class A-1, A-2, B, and C notes.  At the same
time, S&P has affirmed its 'CCC- (sf)' ratings on the class D and
E notes.

The rating actions follow S&P's credit and cash flow analysis of
the transaction using data from the trustee report dated June 3,
2014.  Furthermore, the transaction's manager confirmed to S&P
that the transaction has not materially changed since that
report.

"We subjected the capital structure to our cash flow analysis to
determine the break-even default rate for each class of notes at
each rating level.  In our analysis, we used the reported
portfolio balance that we consider to be performing, the current
weighted-average spread, and the weighted-average recovery rates
that we calculated in accordance with our criteria.  We applied
various cash flow stress scenarios, using different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

The transaction's post-reinvestment period began in December
2012. The deleveraging of the class A-1 notes has resulted in
higher available credit enhancement for the class A-1 and A-2
notes compared with S&P's previous review on Aug. 15, 2012.

The available credit enhancement of the class B, C, D, and E
notes has decreased due to lower aggregate collateral balance and
increased deferred interest for the class C, D, and E notes.

The overcollateralization tests for all cases of notes are all
falling, with lower cushions than in our previous review.

S&P's analysis shows that continuous deterioration of the
portfolio credit quality since its previous review.  The
proportion of assets that S&P considers to be defaulted (rated
'CC', 'C', 'SD' [selective default], or 'D') has increased to
10.65% from 4.77% of the portfolio balance.  The proportion of
assets that S&P rates in the 'CCC' category ('CCC+', 'CCC', and
'CCC-') has increased to 15.34% from 12.95%, over the same
period.

Following the deterioration of the pool's credit quality, the
scenario default rates (SDRs) have increased for each rated class
of notes at each rating level.  The SDR is the minimum level of
portfolio defaults that S&P expects each tranche to be able to
support the specific rating level using CDO Evaluator.

Although the available credit enhancement for the class A-1 and
A-2 has increased since S&P's previous review, when taking into
account its credit and cash flow analysis and the abovementioned
factors, S&P considers that the available credit enhancement for
the class A-1 and A-2 notes in this transaction is commensurate
with lower ratings than previously assigned.  As a result, S&P
has lowered its ratings on these classes of notes.  S&P has also
lowered its ratings on the class B and C notes as it considers
that the available credit enhancement for these classes of notes
is commensurate with lower ratings than previously assigned.

At the same time, S&P has affirmed its 'CCC- (sf)' ratings on the
class D and E notes as they are still deferring and
undercollateralized.

The application of the largest obligor default test did not
constrain S&P's ratings on any of the tranches.  This test is a
supplemental stress test that S&P introduced in its 2009
corporate collateralized debt obligation (CDO) criteria.

Ivory CDO is a cash flow mezzanine CDO of structured finance
securities transaction, comprising a portfolio of predominantly
CDO and mortgage-backed securities tranches. It is managed by
Chevanari Credit Partners LLP.

RATINGS LIST

Class       Rating            Rating
            To                From

Ivory CDO Ltd.
EUR200 Million Asset-Backed Floating-Rate Notes

Ratings Lowered

A-1          BBB- (sf)        BBB+ (sf)
A-2          BB+ (sf)         BBB+ (sf)
B            B+ (sf)          BB+ (sf)
C            CCC- (sf)        B+ (sf)

Ratings Affirmed

D           CCC- (sf)
E           CCC- (sf)


TALISMAN-6 FINANCE: S&P Lowers Ratings on 2 Note Classes to 'CC'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Talisman-6 Finance PLC's class A to E notes.  At the same time,
S&P has affirmed its 'D (sf)' rating on the class F notes.

The rating actions follow S&P's review of the seven remaining
loans' credit quality under its European commercial mortgage-
backed securities (CMBS) criteria.

The remaining loans are all in special servicing.

THE ORANGE LOAN (44% OF THE POOL BALANCE)

The whole loan balance is EUR383.1 million, and the securitized
loan balance is EUR345.1 million.  The loan failed to repay at
its extended maturity date in July 2012 and is now in special
servicing.

Currently, 148 (out of 165 initially) primarily retail properties
in Germany secure the loan.  The special servicer is preparing an
open sales process for the portfolio.

In the April 2014 investor report, the servicer reported a 1.96x
whole loan interest coverage ratio (ICR) and a 96.35% whole loan-
to-value (LTV) ratio, based on a May 2012 valuation of EUR397.6
million.

S&P has assumed losses on the loan in its expected-case scenario.

THE COCONUT LOAN (16% OF THE POOL BALANCE)

The whole loan and securitized balance is EUR126.4 million.  The
loan failed to repay at maturity in January 2012 and entered into
special servicing at that time.  The special servicer is
employing a consensual work-out strategy.

As of the April 2014 investor report, 16 (out of 21 initially)
retail, office, and mixed use properties in Germany secure the
loan.

Of the 16 properties, one property located in Weinheim has sold
for EUR16.0 million.  In addition, there are sale and purchase
agreements in place for three properties (Leipzig, Pobneck, and
Dortmund) for EUR45.3 million.

The current reported ICR is 2.67x and the LTV ratio is 101.26%,
based on a February 2013 valuation of EUR124.8 million.

S&P has assumed losses on the loan in its expected-case scenario.

THE PEACH LOAN (15% OF THE POOL BALANCE)

The whole loan balance is EUR139.9 million, and the securitized
loan balance is EUR117.3 million.  The loan is in special
servicing after defaulting at maturity in July 2012.

Currently, 17 (out of 25 initially) retail, warehouse, and land
properties in Germany secure the loan.  The special servicer is
pursuing both a consensual workout and insolvency strategy to
sell the assets.

The current reported ICR is 3.03x and the LTV ratio is 126.2%,
based on a February 2013 valuation of EUR110.9 million.

S&P has assumed losses on the loan in its expected-case scenario.

THE MANGO LOAN (7% OF THE POOL BALANCE)

The whole loan and securitized balance is EUR55.5 million.  The
loan has been in special servicing since April 2011 after an LTV
breach.  The special servicer extended a standstill to the
borrower to allow for the sale of the properties.

Seven retail and office properties in Germany currently secure
the loan.  There are sales and purchase agreements in place for
six of the properties for EUR4.3 million.

The current reported ICR is 0.41x and the LTV ratio is 494.9%,
based on a February 2013 valuation of EUR11.2 million.

S&P has assumed losses on the loan in its expected-case scenario.

THE APPLE LOAN (6% OF THE POOL BALANCE)

The whole loan balance is EUR63.6 million, and the securitized
loan balance is EUR45.9 million.  The loan has been in special
servicing since January 2013 due to a maturity default after a
two-year extension.  The special servicer extended a series of
standstills to the borrower to allow for an agreement between
them on a consensual workout strategy.

Currently, 21 (out of 27 initially) retail properties in Germany
secure the loan.

The most recent reported ICR is 1.99x and the LTV ratio is
154.4%, based on a May 2013 valuation of EUR41.2 million.

S&P has assumed losses on the loan in its expected-case scenario.

THE PINEAPPLE LOAN (6% OF THE POOL BALANCE)

The whole loan balance is EUR58.6 million, and the securitized
loan balance is EUR48.7 million.  The loan entered into special
servicing in March 2012 due to a breach of the LTV covenant.
There is a standstill agreement in place with the aim to
stabilize the properties and establish a workout strategy with
the borrower. Seven multifamily properties in North Rhine-
Westphalia and Hesse secure the loan.

The servicer has not reported the current ICR, but the LTV ratio
is 118.9%, based on a February 2013 valuation of EUR49.3 million.

S&P has assumed losses on the loan in its expected-case scenario.

THE CHERRY LOAN (5% OF THE POOL BALANCE)

The whole loan and securitized balance is EUR40.2 million.  The
special servicer has sold all the properties that secured the
loan.  The cash manager applied the funds received to the notes
in October 2012 and will apply the principal losses once the
insolvency proceedings have been finalized, which is expected for
the end of 2014.  S&P has assumed a total loss on the current
unpaid balance.

RATING ACTIONS

S&P's ratings in Talisman-6 Finance address the timely payment of
interest and payment of principal no later than the legal final
maturity date (October 2016).

In S&P's view, the class A to E notes' credit quality has further
deteriorated.

The available credit enhancement for the class A, B, and C notes
is no longer sufficient to address S&P's principal loss
expectations under their respective rating level scenarios.
These classes of notes are exposed to principal losses to varying
degrees, in S&P's opinion.  Therefore, S&P has lowered to 'B-
(sf)' from 'B+ (sf)', to 'CCC (sf)' from 'B- (sf)', and to 'CCC-
(sf)' from 'B- (sf)' its ratings on the class A, B, and C notes,
respectively.

S&P has lowered to 'CC (sf)' from 'CCC- (sf)' its ratings on the
class D and E notes as it expects these notes to experience
principal losses associated with the Cherry loan by the end of
the year.

At the same time, S&P has affirmed its 'D (sf)' rating on the
class F notes because its rating on these notes already reflects
its principal loss expectations and previous interest shortfalls.

Talisman-6 Finance closed in April 2007 with notes totaling
EUR1.076 billion.  The notes have a legal final maturity date of
October 2016 and a current balance of EUR866.5 million.

RATINGS LIST

Talisman-6 Finance PLC
EUR1.076 bil commercial mortgage-backed floating-rate notes

                               Rating          Rating
Class       Identifier         To              From
A           XS0294187306       B- (sf)         B+ (sf)
B           XS0294187991       CCC (sf)        B- (sf)
C           XS0294188882       CCC- (sf)       B- (sf)
D           XS0294189005       CC (sf)         CCC- (sf)
E           XS0294189427       CC (sf)         CCC- (sf)
F           XS0294189690       D (sf)          D (sf)



=========
I T A L Y
=========


ISLAND REFINANCING: Fitch Cuts Rating on Class C Notes to 'CCC'
---------------------------------------------------------------
Fitch Ratings has downgraded Island Refinancing S.r.l.'s class C
notes and affirmed all other classes of the floating rate non-
performing loan (NPL) notes, due July 2025, as follows:

EUR8.9 million Class A (IT0004293558): affirmed at 'AA+sf';
Outlook Stable

EUR62 million Class B (IT0004293574): affirmed at 'BBBsf';
Outlook Negative

EUR6 million Class C (IT0004293582): downgraded to 'CCCsf' from
'Bsf'; Recovery Estimate 80%

EUR32 million Class D (IT0004293590): affirmed at 'CCCsf';
Recovery Estimate 0%

Island Refinancing is a refinancing of Island Finance (ICR4)
S.p.A. (ICR4) and Island Finance 2 (ICR7) S.r.l. ICR4 and ICR7
were securitizations of NPLs originated in Italy by Banco di
Sicilia S.p.A. (BdS, part of the UniCredit banking group,
BBB+/Stable/F2).

KEY RATING DRIVERS

The affirmation reflects the imminent repayment of the class A
notes and the resilience of the class B notes to further
worsening collections. The downgrade of the class C notes
reflects the overall sustained underperformance, compared with
both the original business plan and Fitch's revised base case.
This underperformance is reflected in the deferral of interest on
the class B through D notes, which is set to increase from its
current EUR33 million over subsequent interest payment dates
(IPDs).

As of the last IPD (25 January 2014), cumulative net collections
stood at 53% of the business plan set by the servicer at closing
in 2007. In nominal terms, net collections recorded over the past
3 IPDs compare unfavorably with Fitch's base case projections,
leading to a slight revision of future collections. In contrast,
amounts recovered on closed positions have consistently exceeded
the servicer's expectations, as evidenced by an overall
profitability ratio of 105%.

Approximately EUR44 million has been deposited in various
tribunals' accounts, awaiting approval by the same courts for
distribution. Although these funds should be distributed (after
provisions for legal and workout costs), extreme delays are not
uncommon in Italy, especially in southern and some central
regions. While Fitch does not incorporate a swift disbursal of
these funds in its analysis, the long duration to until bond
maturity in which to collect such funds is supportive of the
credit quality of the class B notes, which are still considered
investment-grade.

The portfolio consisted of secured and unsecured loans totaling
7,824 business plan credit lines to 3,395 borrowers for a total
unresolved gross book value (GBV) of EUR1,902 million.

RATING SENSITIVITIES

Further deterioration and delay in collections may lead to a
downgrade of the class B notes. As previously highlighted, this
may also result in a technical default of the class C notes,
since their deferred interest (currently at EUR9.7 million, but
projected to grow well over EUR20 million in Fitch's base case)
becomes due and payable upon redemption of the class B notes. If
this lump sum is not covered by semi-annual collections together
with the available liquidity facility (which amortizes in line
with the notes), an issuer event of default could be called.


MODA 2014: Fitch Assigns 'Bsf' Rating to EUR17MM Class E Notes
--------------------------------------------------------------
Fitch Ratings has assigned Moda 2014 S.r.l final ratings as
follows:

EUR145.1 million Class A due August 2026 (ISIN: IT0005039075):
'A+sf'; Outlook Stable

EUR14.6 million Class B due August 2026 (ISIN: IT0005039083):
'Asf'; Outlook Stable

EUR17.7 million Class C due August 2026 (ISIN: IT0005039182):
'BBB-sf'; Outlook Stable

EUR3.8 million Class D due August 2026 (ISIN: IT0005039257):
'BB+sf'; Outlook Stable

EUR17.0 million Class E due August 2026 (ISIN: IT0005039265):
'Bsf'; Outlook Stable

The transaction is a securitization of two commercial mortgage
loans totaling EUR198.2 million. The loans were granted by
Goldman Sachs International Bank (GS, or the originator) to six
Italian limited liability companies to finance the acquisition
of/refinance certain Italian retail assets: a fashion outlet
village (Franc loan); another fashion outlet village; a shopping
center; and two retail galleries (Vanguard loan). All the real
estate is located in Italy and owned by borrowers sponsored by
Blackstone.

KEY RATING DRIVERS

The ratings are based on Fitch's assessment of the underlying
collateral, available credit enhancement and the transaction's
legal structure.

Both loans benefit from scheduled amortization of 1% per annum,
meaning that (holding market values constant) the exit LTV for
Franciacorta is 56% and for Vanguard 61%. Both loans also benefit
from robust interest coverage ratio (ICR) tests: a cash-trap
trigger at 2.0x and a default covenant at 1.4x, which together
with a highly granular income base, with no tenant accounting for
more than 3.2% of passing rent, mitigate the generally short
weighted average lease length.

Fitch views the Franciacorta asset as the best property in the
portfolio, since it benefits from stable occupancy ratios and is
considered the destination outlet center for a catchment area of
approximately 3.7 million people in a prosperous region. The
Vanguard loan is backed by properties of mixed quality. Fitch
believes the Valdichiana outlet center to be a good prospect and
considers La Scaglia property to be the most challenging.

One component of the Vanguard loan was advanced in part to the
property company holding the asset and in part to its
parent/acquirer, reflecting a limitation on the propco's debt
capacity (to comply with "financial assistance" rules for company
acquisitions under Italian law). Fitch understands that a merger
of these vehicles has been proposed to relieve this limitation
and allow the Vanguard parent loan to be absorbed into the
conventional mortgage loan secured over the shopping center.
However, pending completion, EUR17.0m is not secured by the
mortgage and is treated by Fitch as unsecured.

Fitch notes that the Italian retail sector has been suffering
from a protracted recession. While the agency's real estate
analysis incorporates significant further deterioration due to
the Italian retail outlook, the ratings may be affected by
macroeconomic shocks.

The structure allows some non-senior notes to share in
amortization arising from prepayments. Fitch has modelled a
prepayment of the stronger Franciacorta loan to test the effect
on the senior notes of a greater exposure to weaker property from
the Vanguard portfolio.

While the borrower-level interest rate caps expire at the loan's
scheduled maturities, Euribor on the notes thereafter will be
capped at 7%, partially mitigating interest rate risk during the
tail period. Property disposals are allowed to a premium above
their respective allocated loan amounts.

Any excess spread (being the difference between interest
available funds received under the loan and the sum of ordinary
issuer expenses and notes interest payments) would be allocated
to the holder of the unrated class X1 and X2 notes. These
instruments rank pari-passu with class A interest until the
earlier of loan default or maturity, when they would become
subordinated to all rated notes' payments.

The transaction features a seven-year tail period between loan
scheduled maturity (2019) and legal final maturity of the notes
(2026). This length of time reduces the risk of an uncompleted
workout by bond maturity, particularly given the uncertainty over
mortgage enforcement timing in Italy. While share pledges over
the holding companies located in Luxembourg may shorten the
recovery process and decrease costs, Fitch has nevertheless
assumed a conventional collateral enforcement in Italy mainly due
to a lack of precedents.

Key Property Assumptions

'Bsf' weighted average LTV (by loan amount): 76.9%
'Bsf' weighted average capitalisation rate (by net rent): 7.2%
'Bsf' weighted average structural vacancy (by net rent): 13.0%
'Bsf' weighted average rental value decline (by net rent): 2.0%

Rating Sensitivities

Fitch tested the rating sensitivity of the class A to E notes to
various scenarios, including steeper rental value declines,
increasing capitalisation rates and rising structural vacancy.
The expected impact on the notes' ratings is as follows:

Class A/B/C/D/E

Current Rating: 'A+sf'/'Asf/'BBB-sf'/'BB+sf'/'Bsf'
Deterioration in all factors by 1.1x: 'A-sf''/'BBBsf/'BB
   +sf'/'CCCsf'/'CCCsf'
Deterioration in all factors by 1.2x:
   'BBBsf'/'BBBsf/'BB+sf'/'CCCsf'/'CCCsf'



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


ALLIANCE BANK: Merger After Restructuring to Reduce Rescue Cost
---------------------------------------------------------------
Nariman Gizitdinov at Bloomberg News reports that the Kazakh
central bank chief Kairat Kelimbetov said a merger of Alliance
Bank with two lenders after its restructuring will produce a
"serious player" with KZT120 billion (US$654 million) in capital,
suggesting its rescue will cost less than originally estimated.

Billionaire Bulat Utemuratov and Alliance creditors "are coming
to an agreement" as they near the completion of restructuring
talks, Mr. Kelimbetov, as cited by Bloomberg, said in Astana on
July 22, without saying when the negotiations may end.

Mr. Kelimbetov said that after finishing the restructuring talks,
Alliance is expected to be merged with Temirbank and ForteBank,
Bloomberg relates.  Any deal requires approval of the Kazakh
regulator, Bloomberg discloses.

Alliance, which is seeking its second debt restructuring since
2010, resumed talks last month after breaking them off in May,
when creditors rejected its proposal of a more than 40% recovery
level, Bloomberg recounts.  In January, creditors were asked to
contribute KZT95.6 billion of a total of KZT152.7 billion,
Bloomberg relays.

                     About JSC Alliance Bank

JSC Alliance Bank is the sixth largest bank in Kazakhstan by net
loans.  JSC Alliance is a bank with substantially all of its
operations in the Republic of Kazakhstan.  As of June 30, 2009,
the Bank's net assets constituted 4.9% of the total assets of the
banking system in Kazakhstan.  It has 3,900 employees.  The
Bank's only assets in the U.S. are certain correspondent accounts
with U.S. Banks.

JSC Alliance Bank filed for Chapter 15 bankruptcy (Bankr.
S.D.N.Y. Case No. 10-10761) to protect itself from U.S. lawsuits
and creditor claims while it reorganizes in Kazakhstan.  The
Chapter 15 petition says that assets and debts are in excess of
US$1 billion.  Law firm White & Case LLP, based in New York, is
representing JSC Alliance in the Chapter 15 case.



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


HEIPLOEG: Trade Unions to Challenge Pre-Pack Bankruptcy
-------------------------------------------------------
DutchNews.nl reports that trade unions are going to court over
the bankruptcy and restart of Heiploeg in an effort to preserve
worker pay and conditions.

Heiploeg, fined EUR27 million last November for its role in a
massive European shrimp cartel, went bankrupt at the beginning of
this year but relaunched almost immediately as Heiploeg
International, DutchNews.nl relates.

According to DutchNews.nl, the FNV and CNV unions say the
bankruptcy was a sham.

"At no point was production stopped, the organizational structure
is the same and so are the clients," DutchNews.nl quotes the
unions as saying in a statement.

About 90 workers lost their job when the original company folded
while 120 remained on the books, DutchNews.nl recounts.  The
unions, however, said they have lost 11.5 days holiday, an end-
of-year bonus, extra pay for working irregular hours and extra
holiday for older workers, DutchNews.nl relays.

The Heiploeg bankruptcy was organized in advance in what has
become known as a "pre-pack" construction, DutchNews.nl states.
This involves a silent receiver who prepares the relaunch before
the company is declared bust, DutchNews.nl discloses.

Heiploeg is a Dutch shrimp company.



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


BANCO ESPIRITO: To Appoint Adviser to Shore Up Balance Sheet
------------------------------------------------------------
Peter Wise at The Financial Times reports that Banco Espirito
Santo will be appointing a special financial adviser to help
improve its balance sheet after the central bank said
international banks and investment funds were ready to inject
fresh capital into the Portuguese lender.

Brokers said on Monday that Brazil's Bradesco group was believed
to be among five international banks that had contacted the Bank
of Portugal to express an interest in acquiring a stake in BES,
the FT relates.

Bradesco already owns 3.9% of BES and is considered one of its
core shareholders, the FT discloses.  Carlos Costa, Portugal's
central bank governor, said on Friday it was "possible and very
probable there will be a private solution" for shoring up BES's
capital, the FT relays.

"There have been credible expressions of interest that could
materialize as soon as some of the remaining uncertainties about
the bank are dealt with," the FT quotes Mr. Costa as saying at a
parliamentary hearing.

According to the FT, BES's new board, which took over a week ago,
said in a statement it was "finalizing the appointment of a
recognized international financial institution as specialized
financial adviser to assess the opportunities to optimize its
balance sheet structure".

Banco Espirito Santo is a private Portuguese bank based in
Lisbon.  It is 20% owned by Espirito Santo Financial Group.



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


RUSNANO: S&P Affirms 'BB' Issuer Credit Rating; Outlook Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB/B' long- and
short-term issuer credit ratings and 'ruAA' Russia national scale
rating on Russian state-owned technology investment vehicle
RusNano.  The outlook is negative.

The ratings reflect S&P's opinion that there is a "high"
likelihood that the government of the Russian Federation (foreign
currency BBB-/Negative/A-3; local currency BBB/Stable/A-2; Russia
national scale ruAAA/--/--) would provide timely and sufficient
extraordinary support to RusNano in the event of financial
distress.  They also incorporate its stand-alone credit profile
(SACP), which S&P now assess at 'b' versus 'b+' previously.

RusNano receives strong ongoing support from the Russian
government in the form of conditional non-timely guarantees on
all currently issued debt.  S&P regards RusNano as a government-
related entity (GRE).  In accordance with S&P's criteria for
GREs, it bases its view that there is a "high" likelihood of
extraordinary government support on S&P's assessment of
RusNano's:

   -- "Important role" for the Russian government.  The
      government created RusNano to support state policies on
      promoting economic diversification in innovative sectors.
      RusNano's mandate is to invest in projects that applies
      nanotechnology and to promote these investments in the
      market.

   -- Consequently, RusNano is one of the government's main tools
      of economic diversification in high tech industries, which
      is confirmed by the government's large equity injections
      and guarantees; and

   -- "Very strong" link with the Russian government, its full
      owner.

   -- Privatization of RusNano is unlikely to happen, in S&P's
      view.  S&P expects the government to continue guaranteeing
      RusNano's new borrowings in 2014-2015.  S&P don't think
      that the recent creation and the ensuing expected
      privatization of RusNano's "management company" will affect
      the company's link with the government. RusNano will remain
      the owner and creditor of all investment projects, in S&P's
      opinion.

Accordingly, the ratings on RusNano are three notches higher than
its 'b' SACP, which S&P has revised down from 'b+' on continued
losses that have led to weaker capitalization.  The SACP reflects
S&P's expectation of strong ongoing government support, but also
the company's very short track record and credit history,
together with aggressively growing borrowing (albeit issued
within a government guarantee program), and losses reported in
2012-2013. It is constrained by high credit risk from investments
in very risky and unpredictable high tech projects still in the
early stages, together with an expanding investment portfolio and
enterprise risk management that needs strengthening.

The negative outlook reflects that on Russia but also risks
related to the weak financial performance that S&P thinks RusNano
will deliver in the next two or three years.  Taking into account
RusNano's current SACP of 'b', S&P would lower the rating on
RusNano if it lowered its local currency ratings on Russia.

S&P could take a negative rating action on RusNano if it observed
continued very weak performance of its investment portfolio,
leading to pronounced losses and depletion of capital.  Much
larger-than-expected borrowings and strong deterioration in
RusNano's liquidity could also prompt a negative rating action.
In addition, S&P could lower its ratings on RusNano within the
next 12 months if it observed signs of a lower likelihood of
timely and sufficient extraordinary support from the government.



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


CATALUNYA BANC: BBVA to Acquire Business for EUR1.19 Billion
------------------------------------------------------------
Charles Penty and Macarena Munoz at Bloomberg News report that
Banco Bilbao Vizcaya Argentaria SA, Spain's second biggest bank,
agreed to purchase state-run Catalunya Banc SA for EUR1.19
billion (US$1.6 billion) as the government lined up buyers for
nationalized lenders.

Spain's bank rescue fund, known as FROB, said in a statement late
on Monday that BBVA made the best offer for the whole company,
Bloomberg relates.  Catalunya Banc, nationalized in 2011, was
bailed out with EUR12 billion in public funds, Bloomberg
recounts.

FROB, as cited by Bloomberg, said that it didn't offer a so-
called asset protection scheme, or agree to bear future losses,
in the sale.

Buying Catalunya Banc gives BBVA a firm based in Spain's richest
region of Catalonia with about 1.5 million customers, 773
branches and EUR63 billion of assets, Bloomberg notes.

Catalunya Banc SA is based in Barcelona.


LIVISTER INVESTMENT: S&P Assigns 'B' CCR; Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' long-term
corporate credit rating to Spain-based fiber infrastructure
provider, Livister Investment SLU, known as Gas Natural Fenosa
Telecomunicaciones (GNFT).  The outlook is stable.

At the same time, S&P assigned 'B' issue ratings to the company's
proposed loans and revolving credit facility.  The recovery
rating of '3' reflects S&P's expectation of meaningful (50%-70%)
recovery in the event of a default.

The ratings reflect S&P's view of GNFT's business risk profile as
"fair" and its financial risk profile as "highly leveraged," as
S&P's criteria define these terms.  European private-equity firm,
Cinven, recently acquired GNFT from Gas Natural Fenosa through
Livister, a special-purpose vehicle, and financed the transaction
with EUR295 million of debt and EUR230 million in equity.

"Our assessment of GNFT's financial risk profile reflects our
anticipation of the Standard & Poor's-adjusted ratio of debt to
cash EBIDTA exceeding 5.0x in the two next years and the
company's ultimate ownership by a private-equity sponsor.  We
anticipate that GNFT will hedge about one-third of its debt and
coupons against fluctuations in the euro to U.S. dollar exchange
rate to offset any currency mismatches, given its exposures to
Latin America," S&P noted.

GNFT builds and leases fiber-optic networks in metropolitan areas
and long-haul networks, and sells transmission services to
companies and telecommunications carriers in Spain (63% of 2013
reported EBITDA) and Latin America.  In S&P's view, the industry
is characterized by a significant amount of installed fiber
capacity, on a global basis; numerous competitors, including many
of the larger more creditworthy multinational diversified telecom
carriers; and a history of price compression on less
differentiated services.  However, this should be somewhat offset
by rising volumes.  S&P expects global demand for bandwidth to
remain strong, bolstered by increasing Internet traffic and data
and video transport.  In particular, the roll out of long-term
evolution (LTE) mobile technology and increasing use of mobile
networks should generate continuous demand for fiber
connectivity. Still, S&P expects that continued pricing pressures
will likely dampen demand for the foreseeable future, given the
installed capacities.

S&P considers the company's business risk profile to be "fair,"
based on its healthy profit margin and a business model that
provides recurring revenue.  GNFT has multiple-year contracts and
a sizable contractual cash revenue backlog, with about 40%-60% of
annual revenues for the next eight years already ensured as of
December 2013.  In addition, the company does not engage in
speculative developments as expansion stems from new customer
contracts.

In Spain, the large proportion of revenues from capacity leasing
(dark fiber) in metropolitan areas represents a significant
competitive edge, given scarcer dark fiber capacity and the
commercial and cost advantages of GNFT's extensive network.
Despite lower entry barriers in the transmission (lit fiber)
business, which will likely predominantly contribute to growth,
S&P believes GNFT's extensive network of about 22,597 kilometers
across Central America down to Colombia as a differentiating
factor over local operators.  Also, GNFT's ability to provide
dark fiber in the region can help further differentiate it from
its competitors, which focus only on capacity services.

Nevertheless, S&P believes GNFT's business risk profile is
constrained by its limited size and business scope, as well as
high customer concentration, with the 10 largest customers
representing 66% of revenue.  In addition, Spain's telecom market
is consolidating, and competition from other fiber-based telecom
providers is increasing, including from better-capitalized
incumbent operators.

The stable outlook on GNFT reflects S&P's expectation that
increasing demand for bandwidth from companies and telecom
carriers, as well as for dark fiber in Latin America, will
support solid revenue, sound EBITDA growth, and positive free
operating cash flow.

An upgrade could occur if S&P continues to see positive revenue
and EBITDA growth; improving credit metrics, with the Standard &
Poor's-adjusted debt-to-cash-EBITDA ratio (excluding noncash
IRUs) durably below 5.0x; and continually adequate liquidity.

S&P could consider lowering the ratings if increased competition
resulted in even lower prices for fiber-optic services, leading
to a substantial decline in margins and sustained cash outflows.


                            *********

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.


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