TCREUR_Public/140912.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Friday, September 12, 2014, Vol. 15, No. 181

                            Headlines

C Y P R U S

* CYPRUS: Russian Tourist Agency Bankruptcies Won't Hit Arrivals


G E R M A N Y

KARSTADT GROUP: Board Meeting to Tackle Restructuring Blueprint


I R E L A N D

ST. PAUL'S CLO V: Fitch Assigns 'B-sf' Rating to Class F Notes
ST. PAUL'S CLO V: Moody's Assigns 'B2' Rating to Class F Notes


I T A L Y

BMI SPA: Sept. 22 Bemberg Expressions of Interest Deadline Set
SAF SRL: Interested Parties Can Join Impresa, Dirpa Due Diligence


N E T H E R L A N D S

JUBILEE CDO VII: Moody's Affirms 'Ba3' Rating on Class E Notes
PALLAS CDO II: Fitch Affirms 'CCsf' Ratings on 2 Note Classes


R O M A N I A

TCE 3: Declared Bankrupt; Owes EUR30 Million


R U S S I A

YUZHNII KREST: Files for Bankruptcy
* RUSSIA: Weak Market May Hit Rail Operator Ratings, Fitch Says


S W E D E N

SIMBIN STUDIOS: Falls Into Bankruptcy; 18 Jobs Affected


U N I T E D   K I N G D O M

AMEY LAGAN: S&P Lifts Rating on GBP141MM Secured Bonds From 'BB'
ASHTEAD CAPITAL: S&P Rates Proposed US$400MM 2nd Lien Notes 'BB-'
BRIT PLC: Fitch Affirms 'BB+' Subordinated Notes Rating


X X X X X X X X

* BOOK REVIEW: Harla n D. Platt's The First Junk Bond


                            *********


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C Y P R U S
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* CYPRUS: Russian Tourist Agency Bankruptcies Won't Hit Arrivals
----------------------------------------------------------------
Financial Mirror reports that Victor Mantovanis, president of the
Association of Cyprus Travel Agents, said the bankruptcy of
another Russian tourist agency will not affect the number of
arrivals in Cyprus, noting however that Cyprus should stop
depending on a small number of markets.

Speaking on the sidelines of the 60th General Assembly of ACTA,
he said that the Russian agency has channeled around 15,000
tourists during the summer period, Financial Mirror relates.

"Currently," Mr. Mantovanis, as cited by Financial Mirror, said
"we are in September, so the bankruptcy will not affect the total
number of arrivals", expressing at the same time his concern over
the closure of many tour operators in Russia.

Answering to a question he said that there are now 600-700
affected Russian tourists in Cyprus, waiting to see with which
flights they will return to their country, Financial Mirror
relays.

He also said Cyprus should reconsider its tourist policy, so as
to stop being depended on only two countries, mainly Russia and
UK which channel the 65% of tourists in Cyprus, Financial Mirror
notes.



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G E R M A N Y
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KARSTADT GROUP: Board Meeting to Tackle Restructuring Blueprint
---------------------------------------------------------------
Deutsche Welle reports that for the first time since taking over
Karstadt Group in August, Austrian billionaire investor Rene
Benko will chair a meeting of the chain's supervisory board.

According to Deutsche Welle, the main item on the meeting's
agenda is purportedly a restructuring blueprint drafted by
interim chief executive Miguel Muellenbach.

Mr. Muellenbach is the sole board member to be retained after
Mr. Benko's Signa Group acquired Karstadt, and has been in charge
since former IKEA manager Eva-Lotta Sjoestedt quit in December
2013, Deutsche Welle notes.

Since then, three board meetings, scheduled to deal with the
chain's restructuring, have been called off amid rampant
speculation that the company was changing ownership, Deutsche
Welle relays.  Finally in August this year, Mr. Benko bought
Karstadt from Berggruen Holding -- a US-based company owned by
German-American billionaire Nicolas Berggruen, Deutsche Welle
recounts.

According to Deutsche Welle, Karstadt board member Arno Peukes
said a main pillar in the Karstadt rescue plan is likely to be a
re-focusing of the group's marketing and products to a different
target group.

Karstadt's department stores would be made fit to "profit from
demographic change in Germany," the trade union representative on
the board told the German daily newspaper Der Tagesspiegel ahead
of the meeting, Deutsche Welle relays.

Karstadt shouldn't try to compete with young fashion retailers
such as H&M, Mr. Peukes, as cited by Deutsche Welle, said, but
rather sell more down-to-earth clothing.

Karstadt started to suffer heavy losses, due to changing retail
patterns and the emergence of online firms as competitors in the
fashion retail segment, Deutsche Welle discloses.

Karstadt is a German department store chain.



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I R E L A N D
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ST. PAUL'S CLO V: Fitch Assigns 'B-sf' Rating to Class F Notes
--------------------------------------------------------------
Fitch Ratings has assigned St. Paul's CLO V Limited's notes final
ratings, as follows:

EUR208.5 million Class A: 'AAAsf'; Outlook Stable
EUR42.0 million Class B: 'AA+sf'; Outlook Stable
EUR19.7 million Class C: 'A+sf'; Outlook Stable
EUR17.5 million Class D: 'BBBsf'; Outlook Stable
EUR24.8 million Class E: 'BBsf'; Outlook Stable
EUR10.5 million Class F: 'B-sf'; Outlook Stable
EUR38.4 million Subordinated notes: not rated

St. Paul's CLO V Limited is an arbitrage cash flow collateralized
loan obligation (CLO).  Net proceeds from the notes were used to
purchase a EUR350 million portfolio of mainly European leveraged
loans and bonds.  The portfolio is managed by Intermediate
Capital Managers Limited.  The transaction features a four-year
re-investment period scheduled to end in 2018.

KEY RATING DRIVERS

Portfolio Credit Quality

Fitch Ratings asses the average credit quality of obligors to be
in the 'B' and 'B-' categories.  Fitch has public ratings or
credit opinions on all the obligors in the identified portfolio.
The weighted average rating factor of the identified portfolio,
which represents 65% of the target par amount, is 34.7.

High Expected Recoveries

At least 90% of the portfolio comprises senior secured
obligations.  Recovery prospects for these assets are typically
more favorable than for second-lien, unsecured, and mezzanine
assets.  Fitch has assigned Recovery Ratings to 44 of the 48
obligations in the identified portfolio.  The weighted average
recovery rating of the identified portfolio is 64.3%.

Limited Interest Rate Risk

While interest due on the rated notes is based on a floating
index, fixed-rate assets can account for up to 10% of the
portfolio balance.  Fitch factored a 10% fixed-rate bucket in its
cash flow analysis and the rated notes can withstand the excess
spread compression in a rising interest rate environment.

Limited FX Risk

Perfect asset swaps are used to mitigate any currency risk on
non-euro-denominated assets.  The transaction is permitted to
invest up to 30% of the portfolio in non-euro-denominated assets,
provided suitable asset swaps can be entered into.

RATING SENSITIVITIES

A 25% increase in the obligor default probability would lead to a
downgrade of up to three notches for the rated notes.  A 25%
reduction in recovery rates would lead to a downgrade of up to
four notches for the rated notes.

Document Amendments

The transaction documents may be amended subject to rating agency
confirmation or noteholder approval.  Where rating agency
confirmation relates to risk factors, Fitch will analyze the
proposed change and may provide a rating action commentary if the
change has a negative impact on the then current ratings.  Such
amendments may delay the repayment of the notes as long as
Fitch's analysis confirms the expected repayment of principal at
the legal final maturity.

If in the agency's opinion the amendment is risk-neutral from a
rating perspective, Fitch may decline to comment.  Note holders
should be aware that the structure considers the confirmation to
be given if Fitch declines to comment.


ST. PAUL'S CLO V: Moody's Assigns 'B2' Rating to Class F Notes
--------------------------------------------------------------
Moody's Investors Service assigned the following definitive
ratings to notes to be issued by St. Paul's CLO V Limited:

EUR208,500,000 Class A Secured Floating Rate Notes due 2027,
Definitive Rating Assigned Aaa (sf)

EUR42,000,000 Class B Secured Floating Rate Notes due 2027,
Definitive Rating Assigned Aa2 (sf)

EUR19,700,000 Class C Secured Deferrable Floating Rate Notes due
2027, Definitive Rating Assigned A2 (sf)

EUR17,500,000 Class D Secured Deferrable Floating Rate Notes due
2027, Definitive Rating Assigned Baa2 (sf)

EUR24,800,000 Class E Secured Deferrable Floating Rate Notes due
2027, Definitive Rating Assigned Ba2 (sf)

EUR10,500,000 Class F Secured Deferrable Floating Rate Notes due
2027, Definitive Rating Assigned B2 (sf)

Ratings Rationale

Moody's definitive rating of the rated notes addresses the
expected loss posed to noteholders by the legal final maturity of
the notes in 2027. The definitive rating reflects the risks due
to defaults on the underlying portfolio of loans, the
transaction's legal structure, and the characteristics of the
underlying assets. Furthermore, Moody's is of the opinion that
the collateral manager, Intermediate Capital Managers Limited
("ICM"), has sufficient experience and operational capacity and
is capable of managing this CLO.

St. Paul's CLO V Limited is a managed cash flow CLO with a target
portfolio made up of EUR 350,000,000 par value of mainly European
corporate leveraged loans. At least 90% of the portfolio must
consist of senior secured loans, senior secured bonds and
eligible investments, and up to 10% of the portfolio may consist
of second-lien loans, unsecured loans, mezzanine obligations and
senior unsecured bonds. The portfolio may also consist of up to
10% of fixed rate obligations. The portfolio is expected to be
approximately 60% ramped up as of the closing date and to be
comprised predominantly of corporate loans to obligors domiciled
in Western Europe. The remainder of the portfolio will be
acquired during the six month ramp-up period in compliance with
the portfolio guidelines.

Intermediate Capital Managers Limited ("ICM") will actively
manage the collateral pool of the CLO. It will direct the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four-year
reinvestment period. Thereafter, collateral purchases are
permitted using principal proceeds from unscheduled principal
payments and proceeds from sales of credit risk obligations, and
are subject to certain restrictions.

In addition to the six classes of notes rated by Moody's, the
Issuer will issue one class of subordinated notes which will not
be rated.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to
pay down the notes in order of seniority.

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

The rated notes' performance is subject to uncertainty. The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change. Apollo's investment decisions
and management of the transaction will also affect the notes'
performance.

Loss and Cash Flow Analysis:

Moody's modelled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
February 2014. The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders. Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

Moody's used the following base-case modeling assumptions:

Par amount: EUR350,000,000

Diversity Score: 33

Weighted Average Rating Factor (WARF): 2810

Weighted Average Spread (WAS): 4.00%

Weighted Average Coupon (WAC): 5.50%

Weighted Average Recovery Rate (WARR): 42.0%

Weighted Average Life (WAL): 8 years

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with foreign currency
government bond rating of A3 or below. Following the effective
date, and given the portfolio constraints and the current
sovereign ratings in Europe, such exposure may not exceed 10% of
the total portfolio, where exposures to countries rated below
Baa3 cannot exceed 5%. As a result and in conjunction with the
current foreign government bond ratings of the eligible
countries, as a worst case scenario, a maximum 5% of the pool
would be domiciled in countries with single A local currency
country ceiling and 5% in Baa2 local currency country ceiling.
The remainder of the pool will be domiciled in countries which
currently have a local currency country ceiling of Aaa. Given
this portfolio composition, the model was run with different
target par amounts depending on the target rating of each class
of notes as further described in the rating methodology. The
portfolio haircuts are a function of the exposure size to
peripheral countries and the target ratings of the rated notes
and amount to 0.75% for the class A notes, 0.50% for the Class B
notes, 0.375% for the Class C notes and 0% for Classes D and E.

The rated notes' performance is subject to uncertainty. The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change. ICM's investment decisions and
management of the transaction will also affect the notes'
performance.

Stress Scenarios:

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the provisional rating
assigned to the rated notes. This sensitivity analysis includes
increased default probability relative to the base case. Below is
a summary of the impact of an increase in default probability
(expressed in terms of WARF level) on each of the rated notes
(shown in terms of the number of notch difference versus the
current model output, whereby a negative difference corresponds
to higher expected losses), holding all other factors equal:

Percentage Change in WARF: WARF + 15% (to 3232 from 2810)

Ratings Impact in Rating Notches:

Class A Senior Secured Floating Rate Notes: 0

Class B Senior Secured Floating Rate Notes: -2

Class C Senior Secured Deferrable Floating Rate Notes: - 2

Class D Senior Secured Deferrable Floating Rate Notes: - 2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3653 from 2810)

Ratings Impact in Rating Notches:

Class A Senior Secured Floating Rate Notes: -1

Class B Senior Secured Floating Rate Notes: -4

Class C Senior Secured Deferrable Floating Rate Notes: -4

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -2

Class F Senior Secured Deferrable Floating Rate Notes: -2

Further details regarding Moody's analysis of this transaction
may be found in the upcoming new issuer report, available soon on
Moodys.com.

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.



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I T A L Y
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BMI SPA: Sept. 22 Bemberg Expressions of Interest Deadline Set
--------------------------------------------------------------
Cinzia Marnati, trustee of BMI SpA, and Sergio Coschiera, trustee
of Pasell Orta Srl, invite expressions of interest for the
purchase of Bemberg.

Interested parties have until midday on Sept. 22 to submit
expressions of interest to the offices of Notary Fabi Auteri at:

          Corso Garibaldi 6
          Novara, Italy
          Telephone: 0321393027

Further information regarding the method of presenting offers is
available at astegiudiziarie.it


SAF SRL: Interested Parties Can Join Impresa, Dirpa Due Diligence
-----------------------------------------------------------------
Daniela Saitta, the Extraordinary Comissioner of SAF S.r.l., in
receivership, disclosed that on July 28, 2014, the Ministry of
Economic Development authorized the commencement of the procedure
to sell the share held by SAF S.r.l. in Consorzio Stabile Operae
- Technologies and Integrated Systems Construction.

Therefore, the participants in the procedure to purchase the
Complex "Quadrilatero" have the opportunity to participate in the
due diligence procedures for the sale of Impresa S.p.A. and Dirpa
s.c. a r.l., both in receivership.



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N E T H E R L A N D S
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JUBILEE CDO VII: Moody's Affirms 'Ba3' Rating on Class E Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of the following notes issued by Jubilee CDO VII B.V.:

  EUR50 million Class B Notes, Upgraded to Aaa (sf); previously
  on Oct 18, 2011 Confirmed at Aa2 (sf)

  EUR30 million Class C Notes, Upgraded to Aa2 (sf); previously
  on Oct 18, 2011 Upgraded to A3 (sf)

  EUR31 million Class D Notes, Upgraded to Baa1 (sf); previously
  on Oct 18, 2011 Upgraded to Baa3 (sf)

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

  EUR100 million (Current outstanding balance: Approximately
  EUR41.0 million) Class A-R Notes, Affirmed Aaa (sf); previously
  on Nov 20, 2006 Definitive Rating Assigned Aaa (sf)

  EUR218 million (Current outstanding balance: EUR99.9M) Class
  A-T Notes, Affirmed Aaa (sf); previously on Nov 20, 2006
  Definitive Rating Assigned Aaa (sf)

  EUR20 million Class E Notes, Affirmed Ba3 (sf); previously on
  Oct 18, 2011 Upgraded to Ba3 (sf)

Jubilee CDO VII B.V., issued in November 2006, is a multi-
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly high yield senior secured European loans. The
portfolio is managed by Alcentra Limited. This transaction is in
amortization phase since 20 November 2012.

Ratings Rationale

The rating actions on the notes are primarily a result of the
improvement of their over-collateralization ("OC") ratios
following the May 2014 and August 2014 payment dates, when Class
A-R and A-T notes amortized by approximately EUR17.11M and
EUR41.73M, respectively, or 19.4% of their original balances.

As of the trustee's February 2014 report, Class A/B, Class C,
Class D and Class E had OC ratios of 137.49%, 123.36%, 111.52%
and 105.02% compared with 143.23%, 126.37%,112.67% and 105.3 %,
respectively, as of the trustee's August 2014 report, not
accounting for the EUR33.9M principal paid on August 2014 payment
date.

The key model inputs Moody's uses, such as par, weighted average
rating factor, diversity score and the weighted average recovery
rate, are based on its published methodology and could differ
from the trustee's reported numbers. In its base case, Moody's
analyzed the underlying collateral pool as having a performing
par and principal proceeds balance of EUR246.3M and GBP39.28M,
defaulted par of EUR8.1M, a weighted average default probability
of 22.16% (consistent with a WARF of 3,145), a weighted average
recovery rate upon default of 49.68% for a Aaa liability target
rating, a diversity score of 24 and a weighted average spread of
4.30%. The GBP denominated liabilities are naturally hedged by
the GBP assets.

In its base case, Moody's addresses the exposure to obligors
domiciled in countries with local currency country risk bond
ceilings (LCCs) of A1 or lower. Given that the portfolio has
exposures to 10.23% of obligors in Spain, whose LCC is A1 and
1.83% in Italy, whose LCC is A2, Moody's ran the model with
different par amounts depending on the target rating of each
class of notes, in accordance with Section 4.2.11 and Appendix 14
of the methodology. The portfolio haircuts are a function of the
exposure to peripheral countries and the target ratings of the
rated notes, and amount to 0.84%% for the Class A-R, Class A-T,
and Class B notes and 0.52% for the Class C notes.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed a recovery of 50% of the 98.98% of the portfolio
exposed to first-lien senior secured corporate assets upon
default and of 15% of the 1.05% 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:

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Additional uncertainty about performance is due to the following:

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

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

Around 21.1% of the collateral pool consists of debt obligations
whose credit quality Moody's has assessed by using credit
estimates.

Foreign currency exposure: The deal has a significant exposures
to non-EUR denominated assets. Volatility in foreign exchange
rates will have a direct impact on interest and principal
proceeds available to the transaction, which can affect the
expected loss of rated tranches.

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.


PALLAS CDO II: Fitch Affirms 'CCsf' Ratings on 2 Note Classes
-------------------------------------------------------------
Fitch Ratings has affirmed Pallas CDO II BV's notes, as follows:

Class A-1-a (ISIN XS0268818209): affirmed at 'BBB-sf'; Outlook
revised to Stable from Negative

Class A-1-d (ISIN XS0271520669): affirmed at 'BBB-sf'; Outlook
revised to Stable from Negative

Class A-2 (ISINXS0268904546): affirmed at 'B+sf'; Outlook revised
to Stable from Negative

Class B (ISINXS0268818548): affirmed at 'B-sf'; Outlook revised
to Stable from Negative

Class C (ISIN XS0268818894): affirmed at 'CCCsf'

Class D-1-a (ISIN XS0268819199): affirmed at 'CCsf'

Class D-1-b (ISIN XS0268819272): affirmed at 'CCsf

Pallas CDO II BV is a cash arbitrage securitization of structured
finance assets.  The performing portfolio is concentrated in RMBS
assets (63.0%) and CMBS (24.4%).  Other assets in the pool are
corporate CDOs (12.3%) and commercial ABS (0.3%).

KEY RATING DRIVERS

The affirmation reflects the transaction's stable performance
since the last review in October 2013.  Since then, credit
enhancement for the senior notes has increased as a result of
natural amortization of the underlying portfolio and the interest
diversion caused by the breach of the class D over-
collateralization (OC) test.  The class A-1-a and A-1-d notes
have paid down a cumulative amount of EUR62.1m, increasing credit
enhancement to 34.3% from 30.9% for both notes.  The notes are
currently at 48% and 58% of their initial balance.  Credit
enhancement for the class B notes only increased to 19.4% from
18.6%, whereas credit enhancement for the junior notes decreased
as a result of undercollateralization.

Around 50% of the portfolio has been subject to some rating
migration throughout the past year with the percentage
experiencing upgrades and downgrades being balanced.  Overall,
the Fitch weighted average rating factor increased to 15.16 from
12.16, indicating that rating migration has had a negative effect
on the overall portfolio.  The effect was set off by the increase
in credit enhancement for the senior notes.  The 'CCC' and below
bucket of the performing portfolio increased to 9.8% from 6%.  Of
the portfolio, 13.4% has a Negative Outlook compared with 40.2%
last year.

The revision of the Outlooks to Stable reflects the revision of
the Outlooks on the sovereign rating of Spain, Italy Ireland and
Portugal to Stable since the last review.  The portfolio includes
50% of European peripheral assets, of which 27% are of Spanish
origin.

RATING SENSITIVITIES

In order to test the ratings sensitivity to a change in the
underlying assumptions, Fitch included to stress tests in its
analysis.  The first addressed an increase of the default
probability by 25% and the second simulates a decrease of
recovery assumptions by 25%.  The results suggest that neither
stress would impact class A-1 notes, but that the stresses could
lead to potential negative rating migration for all remaining
notes.



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TCE 3: Declared Bankrupt; Owes EUR30 Million
--------------------------------------------
Business Review reports that TCE 3 Brazi has been declared
bankrupt.

According to Business Review, the company, owned by politician
Culita Tarata, made a profit of EUR50 million in the past six
years but also amassed debts of EUR30 million.

The company filed for bankruptcy in June and the Neamt tribunal
admitted the file on Sept. 10, Business Review relates.

Mr. Tarata told Mediafax newswire he's currently having health
issues and doesn't know what is going on with his company,
Business Review relays.

TCE 3 Brazi posted a turnover of RON88 million and a net profit
of RON5.5 million in 2013, Business Review discloses.  All its
revenue came from business in animal farming and agricultural
exploitation, Business Review notes.

TCE 3 Brazi is based in Romania.



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R U S S I A
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YUZHNII KREST: Files for Bankruptcy
-----------------------------------
Novinite.com, citing Itar-Tass, reports that Yuzhnii Krest filed
for bankruptcy.

According to Novinite.com, Itar-Tass said the company currently
has more than 10,000 customers abroad, with another more than
28,000 to go on vacation this week.

Yuzhnii Krest is Russian tour operator.  It has been active since
1998 and has offices in major Russian cities.


* RUSSIA: Weak Market May Hit Rail Operator Ratings, Fitch Says
---------------------------------------------------------------
Weakening market fundamentals combined with further rouble
devaluation could put pressure on the ratings of Russian railcar
operators, Fitch Ratings says.

Russian freight volumes fell 1% in 1H14 as construction-related
transportation dropped on the back of a slowdown in the
construction industry.  Lower volumes exacerbated oversupply in
the rail fleet, putting further pressure on average daily rates.

The weakening market conditions hit Far-Eastern Shipping Company
(FESCO, B/Stable) hardest, leading to a 54% drop in EBITDA at its
rail arm on a dollar basis, or 48% in roubles.  Globaltrans
Investment (BB/Stable) and OJSC Transcontainer (BB+/Stable) also
reported double-digit EBITDA declines, although on a smaller
scale.

Fitch does not expect any material improvement in 2H14 financial
performance.  Rail fleet rates are likely to remain under
pressure as weak economic growth translates into low volumes and
overcapacity remains high.  S&P cuts its 2014 GDP growth forecast
for Russia to 0.5% from 1.2% in June, mainly due to the impact of
US and EU sanctions and rouble depreciation.  If earnings
continue to fall in 2H14 and the rouble depreciates further,
credit metrics for some issuers could approach the weak end of
the range generally considered suitable for their current
ratings.

Given the expectation of lower rail volume growth and continued
pressure on tariffs, at least in the short-to-medium term, the
ability of companies to rationalize their cost base will be a
critical factor in supporting margins and current FFO levels.

The recent 13% yoy fall in the rouble has also negatively
affected rated Russian transportation companies that have a
significant share of debt denominated in foreign currencies.
This is due to the currency mismatch between their debt and
revenue as well as limited hedging mechanisms used to reduced
their exchange rate exposure.

Fitch believes FESCO has the highest exposure to foreign currency
risks, as about 76% of its debt at end-1H14 was denominated in
foreign currencies, mainly in dollars and only 50% of revenue was
in dollars or dollar-linked.  GLTR and Transcontainer have little
or no foreign-currency debt.  The adverse impact of the rouble
devaluation could be exacerbated by a potential increase in
interest rates in the domestic debt markets and inflationary
pressures.  These risks could increase if further sanctions are
imposed against Russia over the crisis in Ukraine.

The expected increase of JSC Russian Railways' (RZD,
BBB/Negative) tariffs in 2015 could hurt transport companies'
margins by increasing empty-run costs per km.  Fitch do not
expect RZD's metrics to improve in 2014 as part of its debt is
denominated in foreign currencies and the majority of its tariffs
were frozen in 2014, although it benefits from an increase in
average distance travelled.  The recent approval of regulations
on mandatory modernization and certification for extending rail
fleet useful life might also negatively affect rail operators
with older fleets like UCL Rail/Freight One (BB+/Stable) and OJSC
Federal Freight (not rated), as it may make useful life extension
costly.

It will have less impact on GLTR and FESCO due to their younger
rail fleets.  The regulation could have an overall positive
effect in the medium term by encouraging the gradual disposal of
old rail fleet, helping reduce overcapacity that could
potentially result in the recovery of rail fleet rates.



===========
S W E D E N
===========


SIMBIN STUDIOS: Falls Into Bankruptcy; 18 Jobs Affected
-------------------------------------------------------
Craig Chapple at Develop-online.net reports that SimBin Studios
has gone bankrupt, affecting the job of 18 staff.

Christopher Speed, former COO of Simbin, said that the Company
had "decided to go through a re-structuring process and the
easiest way to do this was through a bankruptcy", according to
the report.

Following the bankruptcy proceedings, Mr. Speed has formed a new
company named Sector 3 Studios, which will continue to work on
RaceRoom Racing Experience, Develop-online.net relates.

He claimed development of the title will not be affected by
recent proceedings, and the studio has just released a new update
for the title, Develop-online.net relays.

SimBin Studios is a Swedish developer.



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


AMEY LAGAN: S&P Lifts Rating on GBP141MM Secured Bonds From 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised to 'BBB-' from 'BB' its
ratings on the GBP141.059 million of index-linked guaranteed
secured bonds, including GBP24 million of variation bonds due in
2037, and GBP120.963 million of index-linked guaranteed loan
facilities from the European Investment Bank (EIB), due in 2035
and issued by U.K.-based special-purpose vehicle Amey Lagan Roads
Financial PLC.  The outlook is stable.

At the same time, S&P removed the ratings from CreditWatch, where
it placed them with positive implications on March 27, 2014.

The upgrade reflects Amey Lagan's improved financial profile
following its recent opportunistic debt restructuring.  The
senior secured bonds, excluding the variation bonds, were
acquired by Allianz Global Investors Europe GmbH, and, as part of
the sale, restructured to reduce the project's senior secured
bond by GBP5.364 million in real terms, and re-profile the
principal repayments.  The restructuring has improved the
project's debt service coverage ratios to levels that we consider
commensurate with a low investment-grade rating.  As a result,
the index-linked senior secured bond has been reduced to
GBP141.059 million including GBP24 million in variation bonds.
At the same time, the project terminated the guarantee previously
provided by Ambac Assurance UK Ltd. and prepaid the remaining
guarantee fee.  In accordance with the terms of the EIB loan, the
interest margin on the loan was increased by 0.05% to 0.9%.
Transaction costs were met using shareholder funds.  As a result
of these improved financial metrics, the distribution lock up is
no longer in force and S&P expects distributions to recommence
from September 2014.

The restructuring has improved the project's annual debt service
coverage ratios to 1.16x minimum in Sept. 2014 and 1.25x average
using the project's definition of cash flow available for debt
service and base case assumptions.  Using the Standard & Poor's
definition of cash flow available for debt service, which
excludes interest income, and using our assumption for the retail
price index at 2.5%, the minimum annual debt service coverage
ratio (ADSCR) is 1.12x and the average is 1.20x.  The project has
continued to deliver solid operational performance, which S&P
considers to be comparable with investment-grade rated peers.

The proceeds of both the bonds and the loan were on-lent to the
concession company and used to design, build, finance, and
operate three contiguous upgrading, widening, and new
construction highway schemes to the south and west of Belfast in
Northern Ireland.  By employing an availability-based payment
mechanism, the project is insulated from traffic risk.  The
project includes a high proportion of existing roads and
structures which, in S&P's view, increase lifecycle risk above
that of a pure new-build road.

The stable outlook reflects S&P's view of the project's improved
financial profile as a result of the recent opportunistic debt
restructuring.  S&P expects solid and improving operational
performance to allow the project to deliver stable cash flows and
financial metrics that are commensurate with investment-grade
rated peers.

S&P could lower the rating if operational performance were to
deteriorate resulting in weaker-than-forecast cash flows.  In
particular, lifecycle delivery and cost management in line with
the current forecast will be crucial to maintain the current
rating.

Given the project's relatively weak minimum ADSCR, S&P is
unlikely to raise the rating in the medium term.


ASHTEAD CAPITAL: S&P Rates Proposed US$400MM 2nd Lien Notes 'BB-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB-' issue rating to the proposed US$400 million 10-year senior
secured second-lien notes to be issued by Ashtead Capital Inc., a
subsidiary of U.K.-based industrial equipment-hire company
Ashtead Group PLC (Ashtead), which will guarantee the notes.  The
proposed notes have a recovery rating of '5', indicating S&P's
expectation of modest (10%-30%) recovery of principal in the
event of default. The amount and coupon of the proposed notes
will depend on market conditions.

At the same time, S&P affirmed its 'BB' long-term corporate
credit rating on Ashtead.  The outlook remains positive.  S&P
also affirmed its 'BB-' issue rating on the company's existing
US$900 million senior secured second-lien notes.  The recovery
rating on the existing notes is '5'.

The affirmation follows Ashtead's recent announcement that it is
proposing to issue $400 million second-lien notes due 2024.  S&P
understands that Ashtead will initially use the proceeds to
reduce the amount outstanding under the company's asset-backed
revolving credit facility (RCF).

"We expect that Ashtead will use the increased availability under
the RCF partly to finance increased capital expenditures (capex)
and ongoing bolt-on acquisitions, given favorable conditions in
rental equipment markets," said Standard & Poor's credit analyst
Alex Herbert.

S&P forecasts that Ashtead should be able to accommodate
increased spending on capex and acquisitions while maintaining
leverage metrics that could be consistent with a higher rating.
This is despite S&P's expectation of some weakening in leverage
metrics over the next year due to negative free operating cash
flow (FOCF) in the fiscal year ending April 30, 2015, as S&P do
not expect cash flow from operations to fully cover the increased
capex.  S&P anticipates that the company will moderate its
spending if market conditions weaken.

Ashtead is currently benefiting from the strong equipment rental
market upturn in the U.S. and gradual recovery in the U.K., which
has resulted in double-digit revenue growth in both regions.  The
group is focusing mainly on organic growth, as demand is rising,
although it continues to make some bolt-on acquisitions.  Ashtead
recently increased its guidance for capex for fiscal 2015 to
GBP825 million-GBP875 million, compared with gross capex of
GBP741 million in fiscal 2014.

S&P continues to assess Ashtead's business risk profile as
"fair." S&P's view is supported by the group's strong market
position in the fragmented U.S. market, and S&P's view that the
scale of its operations enhances its purchasing power.  S&P also
believes that Ashtead has a competitive physical utilization
rate -- 71% at the end of fiscal 2014 -- and a fairly low average
fleet age of 28 months.  However, the high capital intensity of
the equipment rental sector and cyclicality of its end-markets --
mainly non-residential construction--constrain S&P's business
risk assessment.

"The positive outlook reflects the possibility of a one-notch
upgrade over the next year, if Ashtead is able to balance the
additional capex and acquisition spending with the maintenance of
leverage metrics consistent with a higher rating," Mr. Herbert
continued.  "If leverage metrics remain sufficiently strong, we
might revise our assessment of the group's financial risk profile
upward to 'intermediate' from 'significant.'  For a higher
rating, S&P would expect the company to sustain a ratio of FFO to
Standard & Poor's-adjusted debt above 35%."

S&P might revise the outlook to stable if favorable market
conditions in the U.S. declined over the next couple of years,
contrary to S&P's base-case expectations.  S&P may also revise
the outlook to stable if the company undertook higher capex and
acquisition spending than S&P currently expects, such that the
adjusted FFO-to-debt ratio declined below 35%.


BRIT PLC: Fitch Affirms 'BB+' Subordinated Notes Rating
-------------------------------------------------------
Fitch Ratings has published Brit PLC's Long-term Issuer Default
Rating (IDR) of 'BBB+' with a Stable Outlook.  At the same time,
the agency has affirmed Brit Insurance Holdings B.V.'s Long-term
IDR at 'BBB+' with a Stable Outlook and Brit PLC's subordinated
notes at 'BB+'.

KEY RATING DRIVERS

The ratings reflect the solid financial profile of the Brit group
(Brit), which is supported by strong risk-adjusted capitalization
and underlying earnings.  The group reported an overall profit
after tax for 1H14 of GBP56.6 million (1H13: GBP69 million).  The
reported combined ratio, excluding FX effects, at 1H14 was 88.3%
(1H13: 86.2%), aided by a continued benign catastrophe
environment.

Fitch views positively Brit's streamlined operational structure,
writing solely through Lloyd's of London (Lloyd's) as a dedicated
global specialty insurer and reinsurer, and its rebalancing of
the underwriting portfolio to focus on short tail direct
insurance and profitable specialty lines.

Brit's initial public offering (IPO), which returned 25% of the
company to public ownership, was a natural progression for the
insurer, which removes some uncertainty around the possibility
and nature of a return to public ownership.  Brit continues to be
majority-owned by Achilles Netherlands Holdings B.V, a holding
company majority owned by funds managed by Apollo Management VII,
L.P. and funds advised by CVC Capital Partners Ltd.

RATING SENSITIVITIES

A combined ratio consistently above 97%, or a marked shift
towards a higher-risk investment portfolio as represented by a
risky assets-to-equity ratio greater than 100%, could lead to a
downgrade.  Catastrophic events leading to significant
underwriting losses relative to Brit's peer group could also lead
to downgrade.

A decrease in investment risk as measured by a risky assets-to-
equity ratio of less than 50%, coupled with maintenance of
current strong underwriting performance, could lead to an
upgrade.



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


* BOOK REVIEW: Harlan D. Platt's The First Junk Bond
----------------------------------------------------
Author: Harlan D. Platt
Publisher: Beard Books
Softcover: 236 pages
List Price: $34.95

The First Junk Bond: A Story of Corporate Boom and Bust

Review by Gail Owens Hoelscher
Order your personal copy today and one for a colleague at
http://is.gd/p63Hn2
Only one in ten failed businesses is equal to the task of
reorganizing itself and satisfying its prior debts in some
fashion. This engrossing book follows the extraordinary journey
of Texas International, Inc (known by its New York Stock
Exchange stock symbol, TEI), through its corporate growth and
decline, debt exchange offers, and corporate renaissance as
Phoenix Resource Companies, Inc. As Harlan Platt puts it, TEI
"flourished for a brief luminous moment but then crashed to
earth and was consumed." TEI's story features attention-grabbing
characters, petroleum exploration innovations, financial
innovations, and lots of risk taking.

The First Junk Bond was originally published in 1994 and
received solidly favorable reviews. The then-managing director
of High Yield Securities Research and Economics for Merrill
Lynch said that the book "is a richly detailed case study. Platt
integrates corporate history, industry fundamentals, financial
analysis and bankruptcy law on a scale that has rarely, if ever,
been attempted." A retired U.S. Bankruptcy Court judge noted,
"(i)t should appeal as supplementary reading to students in both
business schools and law schools. Even those who practice.in the
areas of business law, accounting and investments can obtain a
greater understanding and perspective of their professional
expertise."

"TEI's saga is noteworthy because of the company's resilience
and ingenuity in coping with the changing environment of the
1980s, its execution of innovative corporate strategies that
were widely imitated and its extraordinary trading history,"
says the author. TEI issued the first junk bond. In 1986 it
achieved the largest percentage gain on the NYSE, and in 1987
suffered the largest percentage loss. It issued one of the first
bonds secured by a physical commodity and then later issued one
of the first PIK (payment in kind) bonds. It was one of the
first vulture investors, to be targeted by vulture investors
later on. Its president was involved in an insider trading
scandal. It innovated strip financing. It engaged in several
workouts to sell off operations and raise cash to reduce debt.
It completed three exchange offers that converted debt in to
equity.

In 1977, TEI, primarily an oil production outfit, had had a
reprieve from bankruptcy through Michael Milken's first ever
junk bond. The fresh capital had allowed TEI to acquire a
controlling interest of Phoenix Resources Company, a part of
King Resources Company. TEI purchased creditors' claims against
King that were subsequently converted into stock under the terms
of King's reorganization plan. Only two years later, cash
deficiencies forced Phoenix to sell off its nonenergy
businesses. Vulture investors tried to buy up outstanding TEI
stock. TEI sold off its own nonenergy businesses, and focused on
oil and gas exploration. An enormous oil discovery in Egypt made
the future look grand. The value of TEI stock soared. Somehow,
however, less than two years later, TEI was in bankruptcy. What
a ride!

All told, the book has 63 tables and 32 figures on all aspects
of TEI's rise, fall, and renaissance. Businesspeople will find
especially absorbing the details of how the company's bankruptcy
filing affected various stakeholders, the bankruptcy negotiation
process, and the alternative post-bankruptcy financial
structures that were considered. Those interested in the oil and
gas industry will find the book a primer on the subject, with an
appendix devoted to exploration and drilling, and another on oil
and gas accounting.

Harlan Platt is professor of Finance at Northeastern University.
He is president of 911RISK, Inc., which specializes in
developing analytical models to predict corporate distress.


                            *********

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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