TCREUR_Public/141023.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

           Thursday, October 23, 2014, Vol. 15, No. 210

                            Headlines

F R A N C E

AREVA: S&P Assigns 'B' Rating to New 6-Yr. Hybrid Securities


G E R M A N Y

MITTELDEUTSCHE FAHRRADWERKE: Future Remains Uncertain
SCHAEFFLER HOLDING: S&P Rates EUR1.2-Bil. PIK Toggle Notes 'B'


G R E E C E

YIOULA GLASSWORKS: S&P Maintains 'CCC' CCR on CreditWatch Pos.


I R E L A N D

EDCON LTD: Moody's Puts 'B' Notes Rating on Review for Downgrade
FOSSETT BROTHERS: Applies for Examinership, 16 Jobs at Risk


N E T H E R L A N D S

JUBILEE CLO 2014- XIV: Fitch Assigns 'BB' Rating to Class E Notes
METINVEST BV: Fitch Assigns 'CCC(EXP)' Rating to 2017 Bonds
PANTHER CDO IV:  Fitch Affirms 'CCsf' Rating on Class C Notes


R U S S I A

ALROSA OJSC: Gov't Rating Action No Impact on Moody's B3 Rating
IRKUT CORP: Moody's Changes 'Ba2' CFR Outlook to Negative
STATE TRANSPORT: S&P Affirms 'BB-' Counterparty Credit Ratings
TYVAENERGO OJSC: Tyva Court Terminates Bankruptcy Proceedings


S P A I N

ABENGOA SA: Fitch Revises Outlook to Neg. & Affirms 'B+' IDR
GENOVA HIPOTECARIO X: Moody's Hikes Class B Notes Rating to Ba2
CABLEUROPA: S&P Ups Corp. Credit Rating From B+; Outlook Neg
GC FTPYME SABADELL 4: Moody's Affirms 'Caa3' Rating on C Notes


S W E D E N

COM HEM HOLDING: S&P Assigns 'BB-' CCR; Outlook Stable


U N I T E D   K I N G D O M

CATERHAM SPORTS: Goes Into Administration
CHARNWOOD TRAINING: North Nottinghamshire Acquires Business
CLYDESDALE BANK: Moody's Affirms D+ Financial Strength Rating
MOY PARK: S&P Raises CCR to 'B+' Following Upgrade of Parent
NEW STORE EUROPE: Administrators Confirm 231 Redundancies

NWS OF BARNSLEY: Averts Liquidation Following GBP3.4MM Debt Deal


                            *********


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F R A N C E
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AREVA: S&P Assigns 'B' Rating to New 6-Yr. Hybrid Securities
------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B' long-term issue rating to the proposed six-year non-call,
perpetual, optionally deferrable, and subordinated hybrid
securities to be issued by French nuclear service company AREVA
(BBB-/Negative/A-3).

S&P classifies the proposed securities as having "intermediate"
equity content until their first call dates in 2020 because they
meet S&P's criteria in terms of their subordination, permanence,
and optional deferability during this period.

Consequently, in S&P's calculation of AREVA's credit ratios, it
will treat 50% of the principal outstanding and accrued interest
under the proposed securities as equity rather than as debt.  S&P
will also treat 50% of the related payments as equivalent to a
common dividend.  Both treatments are in line with S&P's hybrid
capital criteria.

The completion and size of the issue will be subject to market
conditions.  These hybrids will help mitigate the expected
increase in AREVA's adjusted debt over 2014-2015 as a result of
weak cash flow generation.

AREVA is a government-related entity that S&P assess as having a
high likelihood of receiving extraordinary support from the
French government.  In line with S&P's approach for AREVA's
peers, it uses AREVA's stand-alone credit profile (SACP), which
S&P assess at 'bb-', as the starting point for rating the
proposed securities.

In accordance with S&P's hybrid capital criteria, the two-notch
difference between its 'B' rating on the proposed hybrids and
AREVA's 'bb-' SACP reflects:

   -- A one-notch deduction from the SACP for the proposed
      securities' subordination because the corporate credit
      rating on AREVA is investment grade (that is 'BBB-' or
      higher); and

   -- An additional notch for the optional deferability of
      interest.

The notching takes into account S&P's view that there is a
relatively low likelihood that AREVA will defer interest payments
on the proposed securities.  Should S&P's view on the likelihood
of deferring interest payments change, it may significantly
increase the number of notches S&P deducts from the SACP to
derive the issue rating on the proposed securities.

The interest to be paid on the proposed securities will increase
by 25 basis points in 2020, and by a further 275 basis points in
2040.  S&P considers the cumulative 300 basis points as a
moderate step-up that provides an incentive for AREVA to redeem
the instruments.  Consequently, in accordance with S&P's
criteria, it will no longer recognize the instruments as having
intermediate equity content after the first call date, because
the remaining period until economic maturity would, by then, be
less than 20 years.

KEY FACTORS IN S&P'S ASSESSMENT OF THE PROPOSED INSTRUMENTS'
PERMANENCE

Although the proposed securities are perpetual, AREVA can redeem
them as of the first call dates in 2020 and every year
thereafter. S&P understands that, if AREVA does this, it intends
to replace the instruments although it is not obliged to do so.

KEY FACTORS IN S&P'S ASSESSMENT OF THE PROPOSED INSTRUMENTS'
SUBORDINATION

The proposed securities will be deeply subordinated obligations
of AREVA, ranking junior to all unsubordinated or subordinated
obligations, and only senior to common shares.

KEY FACTORS IN S&P'S ASSESSMENT OF THE PROPOSED INSTRUMENTS'
DEFERABILITY

In S&P's view, AREVA's option to defer payment of interest on the
proposed securities is discretionary.  This means that the
company may elect not to pay accrued interest on an interest
payment date because it has no obligation to do so.

However, any outstanding deferred interest payment would have to
be settled in cash if AREVA paid an equity dividend or interest
on equal-ranking securities, or if AREVA repurchased common
shares or equal-ranking securities.  This condition remains
acceptable under our rating methodology because, once the issuer
has settled the deferred amount, it can choose to defer payment
on the next interest payment date.

AREVA retains the option to defer coupons throughout the life of
the proposed instruments.  The deferred interest on the proposed
securities is cash-cumulative and compounding.



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G E R M A N Y
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MITTELDEUTSCHE FAHRRADWERKE: Future Remains Uncertain
-----------------------------------------------------
Jo Beckendorff at Bike-eu.com reports that the insolvency
procedure of MIFA Mitteldeutsche Fahrradwerke AG led to a
struggle between major shareholder Carsten Maschmeyer,
supervisory board member Utz Claassen and board member & Chief
Executive Officer Thomas Mayer on one side and the creditors
(bond owners and banks) together with administrator Lucas F.
Flother on the other side.

Bike-eu.com relates that in an interview by German business
newspaper 'Handelsblatt' with major shareholder Carsten
Maschmeyer earlier last week, a new investor popped up.  The
German private equity investor Deutsche Balaton AG is willing to
invest about EUR7.5 million in MIFA via an option bond. Besides
this investment, Deutsche Balaton intends to find another
EUR7.5 million from MIFA shareholders and further investors in
order to start the restructuring of MIFA, the report says.

According to Bike-eu.com, administrator Lucas Flother from
Flother & Wissing confirmed that he spoke to several possible new
investors but did not want to comment on it or mention any names.
It appears that Mr. Flother prefers to talk behind closed doors
and only to communicate clear facts and not ongoing negotiations,
the report notes.

"I got the impression that MIFA became a self-service shop," the
report quotes Mr. Maschmeyer as saying in the interview.
"Countless consultants, trouble-shooters and insolvency experts
seem to be interested in making a profit out of the funeral of
this traditional company -- and this all at the expense of
innocent employees."

Asked by Handelsblatt if Mr. Maschmeyer intends to stay involved
in MIFA and perhaps invest again in the company, the major
shareholder stated: "If it really helps, I am willing to agree on
the so called capital cut to the disadvantage of the current
shareholders and approve further investments in the company,"
Bike-eu.com relays.  Mr. Maschmeyer also stated that he has
mentally completely written off his EUR8 million investment
(20.2% stake) in MIFA, the report adds.

Bike-eu.com relates that despite his diminished role, MIFA's CEO
Thomas Mayer is still positive about the future: "With an eye on
orders for season 2015, we received positive signals from
important larger customers." Most remarkable is restructuring
expert Utz Claassen's position, the report says. In June 2014, he
joined MIFA's Supervisory Board but he isn't officially quoted
anywhere in the media. Perhaps he leaves this up to Mr. Mayer.
Once both worked together at Solar Millenium AG which filed for
insolvency on December 14, 2011 and the insolvency proceedings
were opened on March 1, 2012, Bike-eu.com reports.

Bike-eu.com, citing a report in the 'Mitteldeutsche Zeitung',
says it is unlikely that insolvency administrator Lucas F.
Flother is intimidated by the MIFA Supervisory Board. His office
Flother & Wissing is one of the largest in Eastern Germany and
Flother's prime goal is "to save the company as well as many jobs
as possible." And that's exactly what Mr. Maschmeyer wants as
well, the report notes.

MIFA Mitteldeutsche Fahrradwerke AG is a German bicycle maker.

As reported in the Troubled Company Reporter-Europe on Oct. 2,
2014, the board of management of MIFA Mitteldeutsche Fahrradwerke
AG filed an application on Sept. 29 to open insolvency
proceedings in self-administration pursuant to Section 270a of
the Insolvenzordnung (insolvency code) InsO with the relevant
district court of Halle (Saale) to enable it to continue the
restructuring process of MIFA itself.  The operative business of
MIFA remains unaffected and will continue as planned.


SCHAEFFLER HOLDING: S&P Rates EUR1.2-Bil. PIK Toggle Notes 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue rating
to the proposed EUR1.2 billion senior secured payment-in-kind
(PIK) toggle notes to be issued by Netherlands-based Schaeffler
Holding Finance B.V., a financing vehicle of Germany-based
automotive component and systems and industrial bearings
manufacturer Schaeffler AG (Schaeffler; BB-/Stable/--).  The
recovery rating on these notes is '6', indicating S&P's
expectation of negligible (0-10%) recovery in the event of a
payment default.

At the same time, S&P affirmed its 'BB-' issue ratings on
Schaeffler Finance B.V.'s existing senior secured notes and INA
Beteiligungsgesellschaft mbH's proposed senior secured
EUR1.8 billion Term Loan B.  The '3' recovery ratings on these
debt instruments are unchanged.

S&P also affirmed its 'B' issue ratings on Schaeffler Finance
B.V.'s EUR500 million senior unsecured notes due 2019 and on
Schaeffler Holding Finance B.V.'s junior notes due 2018.  The '6'
recovery ratings on these instruments remain unchanged,
constrained by the notes' structural subordination to the
significant senior debt issued under Schaeffler AG.

S&P's 'BB-' corporate credit rating on Schaeffler remains
unchanged.

Schaeffler Holding Finance's proposed PIK toggle notes will be
denominated in euro and U.S. dollar tranches totaling EUR1.2
billion.  They will be guaranteed by Schaeffler Verwaltungs GmbH
and secured by share pledges and pledges over certain intragroup
loans and hedging receivables.  Schaeffler has indicated it will
use the proceeds from the notes issue to refinance existing
junior term loans borrowed by Schaeffler Verwaltungs GmbH.  S&P
highlights that Schaeffler has sought consent from existing
noteholders to release security over up to 50% of the 11.8% stake
in its larger competitor, German automotive products and services
provider Continental AG, held by the parent guarantor.

RECOVERY ANALYSIS

The '3' recovery ratings on the senior secured term loans
borrowed by INA Beteiligungs GmbH and on the senior secured notes
issued by Schaeffler Finance B.V. are supported by the pari passu
ranking of the credit facilities and the notes, but constrained
by Schaeffler's high debt, the lack of tangible asset security,
and the complex capital structure.  S&P also notes that
Schaeffler has sought consent from four existing senior secured
noteholders to release certain assets from the collateral.  In
S&P's view, the security and guarantee package will be weakened
by the release of these assets.  However, this has no impact on
S&P's recovery rating as S&P do not include in its analysis
Schaeffler's 46% equity interest in Continental, which Schaeffler
consolidates by the equity method in its accounts.  This is
because S&P regards the value of this investment as volatile.
Moreover, under the proposed new senior facilities agreement,
senior secured lenders will not receive security over the shares
in Continental and nothing will restrict the sale of these
shares.

In S&P's hypothetical default scenario, it assumes that
Schaeffler could default if its operating performance
deteriorated markedly and free cash flow generation declined to
the point that the company would not be able to refinance
significant debt maturities in 2017.

S&P values the group as a going concern, given Schaeffler's
strong brand name and leading positions in some automotive
component and industrial bearing segments.

Simulated default and valuation assumptions

   -- Year of default: 2017
   -- EBITDA at emergence: EUR770 million
   -- Implied enterprise value multiple: 6.0x
   -- Jurisdiction: Germany

Simplified waterfall

   -- Gross enterprise value at default: EUR4.6 billion
   -- Administrative costs: EUR323 million
   -- Net value available to creditors: EUR4.3 billion
   -- Priority claims: EUR758 million
   -- Senior secured debt claims: EUR7 billion*
      --Recovery expectation: 50%-70% (lower end of the range)
   -- Senior unsecured debt claims: EUR508 million*
      --Recovery expectation: 0%-10%
   -- Subordinated debt claims: EUR4 billion*
      --Recovery expectation: 0%-10%

*All debt amounts include six months' prepetition interest and
assume accrued interest on the PIK toggle notes.

RATINGS LIST

New Rating

Schaeffler Holding Finance B.V.
Senior Secured                         B
  Recovery Rating                       6

Ratings Affirmed

INA Beteiligungsgesellschaft mbH

Senior Secured                         BB-
  Recovery Rating                       3

Schaeffler Finance B.V.
Senior Secured                         BB-
  Recovery Rating                       3
Senior Unsecured                       B
  Recovery Rating                       6

Schaeffler Holding Finance B.V.
Senior Secured                         B
  Recovery Rating                       6



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G R E E C E
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YIOULA GLASSWORKS: S&P Maintains 'CCC' CCR on CreditWatch Pos.
--------------------------------------------------------------
Standard & Poor's Ratings Services maintained its CreditWatch
placement, with positive implications, of its 'CCC' long-term
corporate credit ratings on Greece-based glass container
manufacturer Yioula Glassworks S.A. (Yioula) and its core
subsidiary Glasstank B.V.  S&P initially placed the ratings on
Yioula on CreditWatch positive on May 5, 2014 and those on
Glasstank on May 14, 2014.

At the same time, S&P affirmed its 'CCC' ratings on the EUR185
million senior secured notes due 2019, issued by Glasstank.

"We are maintaining the ratings on CreditWatch because Yioula
continues in talks with Eurobank Ergasias S.A. and Piraeus Bank
S.A. over the extension of bank lines totaling approximately
EUR40 million, currently due by June 2015.  We initially expected
these negotiations to close during the course of Sept. 2014.  We
now understand that the three parties will finalize discussions
within the next couple of months," S&P said.

In S&P's view, Yioula's successful extension of its debt
obligations with Eurobank Ergasias and Piraeus Bank would
translate into a more manageable debt maturity profile, because
its yearly commitments would be unlikely to exceed EUR12 million
over the next 24 months, excluding the impact of short-term lines
renewed annually.

S&P continues to assess Yioula's financial risk profile as
"highly leveraged" because of its Standard & Poor's-adjusted
total debt-to-EBITDA ratio well above 5x.  The group's low cash
balance and still-limited free operating cash flow (FOCF)
generation, resulting from heavy capital outlays for the
refurbishment of its furnaces, continue to constrain the ratings.

That said, the group delivered reasonable operating performance
during the first half of 2014.  Although volumes sold decelerated
due to the reconstruction of the Drujba (Bulgaria) and Stirom
(Romania) furnaces, and the halt of operations at Bucha
(Ukraine), EBITDA generation remained fairly satisfactory,
converging toward EUR60 million during the 12 months ended
June 30, 2014 (excluding the EUR19 million impairment on
Ukrainian operations).  This translated into a still healthy
EBITDA margin in excess of 20%, thanks to a relief in input
costs, particularly for natural gas, combined with continuous
price increases and the first signs of operating efficiencies of
the new Sofia (Bulgaria) furnace. Nevertheless, S&P thinks that
looming uncertainties on the Ukrainian market and weak economic
prospects in Greece --although improving -- may constrain the
group's consolidated results by the end of the year.

"Our view of the group's business risk profile as "weak"
primarily stems from its narrow focus on the Balkan area and its
presence in countries featuring moderate to high country risk,
under our criteria.  We acknowledge management's efforts to
lessen the group's exposure to its core markets through
penetration of the larger Western Europe glass tableware market,
which accounts for approximately 11% of group sales.  Still, in
this market, the group faces fierce competition from much larger
and integrated glass container manufacturers.  An additional
constraint on Yioula's business risk profile is its exposure to
volatile energy costs and its concentration on glass packaging,
which we view as mature and vulnerable to substitution risks from
plastics and metal.  Yioula also has high capital expenditure
needs, particularly to refurbish furnaces," S&P added.

These weaknesses are partially tempered by the group's leading
positions in its core markets, with market share in excess of
70%; above average EBITDA margin; a diversified customer base;
and longstanding relationships with multinational companies from
the food and beverage industry.  S&P understands that the group
is currently refurbishing its furnaces with an eye to increasing
its production capacity, while reducing energy consumption by
applying best-in-class technology.

S&P assess management and governance as "weak," under its
criteria, owing to Yioula's ongoing liquidity issues.

Glasstank accounted for roughly 70% of Yioula's revenues, EBITDA,
and total assets as of Dec. 31, 2013.  S&P assess Glasstank as a
core subsidiary of the Yioula group, as per our group rating
methodology.  In S&P's view, Glasstank's creditworthiness is
fairly comparable with that of the consolidated group, which
leads S&P to align the ratings with those on Yioula.  S&P don't
think that Glasstank can be viewed as an "insulated subsidiary,"
as defined in S&P's criteria, because the parent company has
geared up this subsidiary to refinance its existing debt.

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

   -- Revenue dropping by 6%-9% in 2014-2015, impaired by
      deteriorating conditions in Ukraine and ongoing weak
      economic prospects in Greece;

   -- EBITDA margin likely to remain at about 21%-24%; and

   -- Continuous capital spending on the ongoing enhancement of
      the production facilities.

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

   -- Standard & Poor's-adjusted debt to EBITDA well above 5x at
      year-end 2014 and year-end 2015;

   -- Funds from operations (FFO) to debt limited to 7%-9% over
      the same period; and

   -- Persistently negative FOCF because of the refurbishment of
      the Bulgarian and Romanian production facilities.

S&P aims to resolve the CreditWatch placement within the next 60
days.

The CreditWatch reflects S&P's expectation that it would likely
raise the corporate credit ratings by one notch if Yioula's
negotiations with Eurobank Ergasias and Piraeus Bank enable it to
address its near-term debt obligations.

If Yioula's management fails to renegotiate the debt obligations,
S&P is likely to affirm its ratings at 'CCC'.



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I R E L A N D
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EDCON LTD: Moody's Puts 'B' Notes Rating on Review for Downgrade
----------------------------------------------------------------
Moody's Investors Service has placed on review for downgrade the
B3 global scale corporate family rating (CFR) of Edcon Holdings
Limited (Edcon), Edcon's B3-PD probability of default rating, the
B3 rating on the senior secured notes issued by Edcon Limited and
the Caa2 rating on the senior notes issued by Edcon Holdings
Limited.

Ratings Rationale

The review for downgrade reflects Moody's concern over Edcon's
ability to proactively manage its debt profile and sustain its
current capital structure amid the weakening operating
environment in South Africa. This reflects (1) the company's
failure to reduce leverage over the past few years towards
Moody's expectations of 6.0x, with adjusted debt to EBITDA rising
to 8.3x for the last twelve months ended June 29, 2014 compared
to 7.2x as of the financial year end March 29, 2013; (2) the
uncertainty about the company's financial policy and near term
objectives, given Edcon's underperformance against Moody's
expectations; as well as (3) a weakening macroeconomic
environment in South Africa that will constrain growth in the
company's cash flows and the pace of its deleveraging going
forward. Moody's does, however, recognize Edcon's extended debt
maturity profile and does not see a near term payment default
event risk over the next 12 to 18 months.

Subdued GDP growth in South Africa in 2014 and a high level of
consumer indebtedness have undermined growth in discretionary
consumer spending, which until recently was rising strongly
fueled by unsecured consumer lending. For the first quarter ended
29 June 2014, revenue growth was positive however like for like
sales growth remained below inflation (August 2014 consumer price
inflation was 6.4%) and gross margins declined as it took
measures to reduce prior quarter high stock levels through
greater discount offerings. Furthermore, Edcon is exposed to
foreign currency risks where a weaker domestic currency (1)
increases the costs of both local and imported merchandise adding
pressure on operating margins; and (2) increases the rand value
of foreign denominated debt. The company hedges its committed
foreign orders and foreign debt exposures, however approximately
24% of its gross principal debt remains unhedged (EUR425 million
senior notes due 2019) which contributed to the rising leverage
over the last 2 quarters driven by Rand weakness.

The on-going review of the ratings will focus on (1) assessing
the options available to Edcon and its shareholders to strengthen
the company's balance sheet in the near term; (2) understanding
the management strategy and the likelihood of delivery against
its operating and financial targets, that underpin its current
CFR; and (3) forecasting the company's credit profile and
deleveraging trajectory over the next 18 months.

We expect to finalize the review in the near term, following the
forthcoming release of Edcon's second quarter trading results in
November 2014.

Liquidity Profile

Edcon's liquidity is primarily supported by (1) its cash and cash
equivalents balance of ZAR496 million, which fluctuates between
ZAR400 million and ZAR1.5 billion (EUR27 million and EUR100
million respectively) throughout the year; (2) seasonal operating
cash flows and working capital movements; and (3) sizable
revolving credit facility (RCF) totaling ZAR3.7 billion (EUR256
million) of which ZAR2.8 billion (EUR193 million) was available
as of June 29, 2014.

Moody's view Edcon's extended debt maturity profile positively
which reduces its exposure to near term refinancing risk. The
next material debt maturity will be the ZAR1.01 billion (EUR69
million) super senior notes due April 2016. Edcon is estimated to
retain sufficient headroom under its term loan covenants, while
its RCF has no financial covenants.

What Could Change the Rating -- DOWN

Negative pressure on the ratings is likely to arise if Edcon (1)
does not demonstrate a deleveraging trend towards 6.5x over the
next 18 months, (2) experiences significant losses in market
share in some of its core segments; and (3) suffers a sustained
decline in its operating margin or liquidity problems.

What Could Change the Rating -- UP

Positive pressure on the ratings could develop if there is
continued improvement in Edcon's operating performance and credit
metrics, such that the company's total debt/EBITDA is below 5.5x
and its EBIT/interest expense trends sustainably towards 1.5x.

Affected Ratings

On Review for Downgrade:

Issuer: Edcon Holdings Limited

  Probability of Default Rating, Placed on Review for Downgrade,
  currently B3-PD

  Corporate Family Rating (Foreign Currency), Placed on Review
  for Downgrade, currently B3

  Senior Unsecured Regular Bond/Debenture (Foreign Currency)
  Jun 30, 2019, Placed on Review for Downgrade, currently Caa2

Issuer: Edcon Limited

  Senior Secured Regular Bond/Debenture (Foreign Currency) Mar 1,
  2018, Placed on Review for Downgrade, currently B3

  Senior Secured Regular Bond/Debenture (Foreign Currency) Mar 1,
  2018, Placed on Review for Downgrade, currently B3

  Senior Secured Regular Bond/Debenture (Foreign Currency) Mar 1,
  2018, Placed on Review for Downgrade, currently B3

Outlook Actions:

Issuer: Edcon Holdings Limited

Outlook, Changed To Rating Under Review From Stable

Issuer: Edcon Limited

Outlook, Changed To Rating Under Review From Stable

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

Edcon is the largest non-food retailer in South Africa, with a
leading market share in the clothing and footwear market (holding
number one or two positions). Edcon primarily operates in South
Africa, where it generates 90% of its retail sales, with its
remaining operations located in neighboring African countries.
The company has three main retail divisions: Edgars (mainly
Edgars and Boardmans brands), Discount (mainly Jet and Legit
brands) and CNA (offers stationery, books, magazines, toys, music
and movies). For the last twelve months (LTM) ended 29 June 2014,
Edcon recorded revenues of ZAR27.3 billion (EUR 1.9 billion) and
Moody's adjusted EBITDA of ZAR4.7 billion (EUR334 million).


FOSSETT BROTHERS: Applies for Examinership, 16 Jobs at Risk
-----------------------------------------------------------
Ray Managh at The Irish Times reports that Fossett Brothers
circus is to ask the Circuit Civil Court to consider giving the
company protection against its creditors under examinership.

Judge Jacqueline Linnane was told that despite a sometimes shaky
balancing of income against expenditure since 2010 the Lucan, Co
Dublin firm faced potential collapse, The Irish Times relates.

According to The Irish Times, Barrister Ross Gorman said an
independent accountant's report on the business indicated that
under a scheme of examinership the company had a reasonable
prospect of survival that would save the jobs of 16 employees and
the future of the circus.

Mr. Gorman told the court that while Fossett Brothers was not
seeking the immediate appointment of an interim examiner this may
be the only outcome when the application returned before the
court in a fortnight, The Irish Times relays.  The company was
insolvent, The Irish Times states.

He said the current company directors Robert Fossett junior and
Edward Fossett junior would advertise their application for the
appointment of an examiner and put on notice the Revenue, Dublin
County Council and the executor of the wills of three deceased
founding directors, The Irish Times notes.

The court heard that a family dispute led to High Court
proceedings which started in 1992 and did not end until 2008 with
a EUR.5 million settlement bill which still hangs over the
company, The Irish Times recounts.

Mr. Gorman told Judge Linnane that accountant Joseph Walsh had
agreed to act as examiner should the court consider such an
appointment necessary, The Irish Times discloses.

The famous family business could trace its origins back to the
1880s to a circus troupe started by Cork man George Lowe who had
toured Ireland with a travelling troupe before emigrating to the
United States.



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N E T H E R L A N D S
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JUBILEE CLO 2014- XIV: Fitch Assigns 'BB' Rating to Class E Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Jubilee CLO 2014-XIV B.V. notes final
ratings:

Class A1: 'AAAsf'; Outlook Stable
Class A2: 'AAAsf'; Outlook Stable
Class B1: 'AAsf'; Outlook Stable
Class B2: 'AAsf'; Outlook Stable
Class C: 'Asf'; Outlook Stable
Class D: 'BBBsf'; Outlook Stable
Class E: 'BBsf'; Outlook Stable
Class F: 'B-sf'; Outlook Stable
Subordinated notes: not rated

Jubilee CLO 2014-XIV B.V. is an arbitrage cash flow
collateralized loan obligation (CLO).

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors in the
underlying portfolio to be in the 'B'/'B-' range.  The agency has
public ratings or credit opinions on 65 of 66 obligors in the
identified portfolio.  The Fitch weighted average rating factor
(WARF) of the identified portfolio is 33.05%, slightly over the
covenanted maximum for the ratings of 33%.  The manager must meet
the WARF covenant by the end of the ramp-up period.

High Recovery Expectations

At least 90% of the portfolio comprises of senior secured loans
and senior secured bonds.  Recovery prospects for these assets
are typically more favorable than for second-lien, unsecured, and
mezzanine assets.  Fitch has assigned Recovery Ratings (RR) to
98.7% of the identified portfolio.  The Fitch weighted average
recovery rate (WARR) of the identified portfolio is 65.6%, under
the covenanted minimum for the ratings of 68%.  The manager must
meet the WARR covenant by the end of the ramp-up period.

Limited Interest Rate Risk

Fixed-rate assets cannot exceed 10% of the portfolio, while
fixed-rate liabilities account for 3.24% of the target par
amount.

Limited FX Risk

All non-euro-denominated assets have to be hedged as of the
settlement date, using suitable asset swaps.  Non-euro assets are
limited to 30% of the portfolio.

Payment Frequency Switch

The notes pay quarterly, while the portfolio assets can reset to
a semi-annual basis.  The transaction has an interest-smoothing
account, but no liquidity facility.  A liquidity stress for the
non-deferrable classes A and B, stemming from a large proportion
of assets resetting to a semi-annual basis in any one quarter, is
addressed by switching the payment frequency on the notes to
semi-annual, subject to certain conditions.

TRANSACTION SUMMARY

Net proceeds from the issuance of the notes are being used to
purchase a EUR550m portfolio of mostly European leveraged loans
and bonds.  The portfolio is managed by Alcentra Limited.  The
reinvestment period is scheduled to end in January 2019.

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 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. Noteholders
should be aware that confirmation is considered to be given if
Fitch declines to comment.

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 expected recovery rates would lead to a downgrade of
up to two notches for the rated notes.


METINVEST BV: Fitch Assigns 'CCC(EXP)' Rating to 2017 Bonds
-----------------------------------------------------------
Fitch Ratings has assigned Metinvest B.V.'s proposed issue of
guaranteed 2017 bonds an expected senior unsecured rating of
'CCC'(EXP) with a Recovery Rating 'RR4'.

The new bonds will be issued pursuant to an exchange offer in
respect of Metinvest's existing USD500 million 2015 notes.

The bond rating is in line with Metinvest's Long-term Issuer
Default Rating (IDR) of 'CCC', which remains constrained by the
Ukrainian sovereign rating.  The proposed bonds will rank pari
passu with existing senior unsecured debt and will benefit from
guarantees from several group companies (together these companies
represented 76% of the group's assets and 82% of the adjusted
EBITDA in 1H14).  The notes will also include a limitation on
liens, restrictions on dividends (less than 50% of net income)
and limitations on additional indebtedness (subject to
consolidated debt/EBITDA being less than 3x).

The bonds' final rating is contingent on the receipt of final
documentation conforming to information already received and
further details regarding the amount of the notes.

KEY RATING DRIVERS

Ratings Constrained by Sovereign

The sovereign rating constraint reflects Metinvest's exposure to
Ukraine as the source of its raw materials, the location of its
major plants, and its significance as an end-market for its
products. Its standalone creditworthiness of 'B-' reflects
potential difficulties in refinancing upcoming maturities, high
domestic inflation even though this factor is offset by the
depreciation of the hryvnia (by more than 50% in 2014 vs. USD)
and, most importantly, the high exposure to geopolitical risks in
the Donbas region, where the company's main assets are located,
generating significant risk of further operational disruptions.

Damaged Operations Reducing Profitability

Intensified military actions in the Donetsk region during the
summer months of 2014 severely impacted the company's main
metallurgical assets and the regional railway infrastructure.
The company's Ilyich and Azovstal steel plants have been
operating at 50%-60% of their capacity while the Yenakiive and
Makiivka plants were halted as of mid-August 2014 (the former is
expected to resume production in late October 2014).  The
Avdiivka coke-processing plant was also halted for several weeks
due to damage caused by a rocket and is currently gradually
increasing its production.  Overall, Fitch forecasts only 50% of
the total steel production capacity to be delivered in 2H14.

The company's mining activities are operating normally with the
exception of the Krasnodon coal facility which is impacted by
damaged rail infrastructure.

Supplies of coking coal are increasingly dependent on third-party
supplies, mainly due to the higher cost of internal coal supplies
and/or disruptions at Metinvest's own mines.

The decreased steel output coupled with low iron ore prices are
expected to see the group's EBITDA halve in 2H14 from USD1.6
billion in 1H14.

Liquidity at Risk in 2015

In Fitch's view, the company should be able to repay its USD435m
debt maturing in 2H14 from internally generated cash flows and/or
cash reserves.  However, uncertainty exists over Metinvest's 2015
maturities including a USD500 million bond (absent the success of
the current exchange offer) and nearly USD800 million of
repayments under the existing pre-export finance facilities.
Barring a further deterioration in steel markets or operational
disruptions, we forecast that Metinvest should just be able to
repay these amounts from internal cash flows and cash balances.
Available cash balances would, however, be reduced to a minimal
level.

Low-Cost Producer

Metinvest's ratings continue to reflect its scale as one of the
largest Commonwealth of Independent States (CIS) producers of
steel and iron ore, with a low-cost production base, more than
200% self-sufficiency in iron ore and 46% in coking coal as at 30
June 2014 (was 55% before the conflict).  The ratings also factor
in Metinvest's favourable location with close proximity to raw
material sources, to Black Sea ports and to key end-markets.
Overall, Fitch assesses Metinvest's mining division to be able to
constantly generate positive margins, even under the current
depressed iron ore pricing environment.

Hryvna Depreciation Benefits

Despite the ongoing weak steel market conditions and assuming no
further operational disruptions Fitch believes that Metinvest's
financial profile should remain largely stable over 2H14 and
2015. This is due to the company's currency exposure -- a largely
foreign currency- denominated revenue base and a mostly local
currency-denominated cost structure -- supporting profitability.
Fitch expects EBITDA margins in 2014 to increase to 25%, before
declining to 17% in 2015 because of FX stabilization (and hence
higher impact from inflation) and then stabilizing at 24% over
the following three years.  Fitch-adjusted EBITDA margin was 17%
in 2013.

Scaling Back of Plant Modernization

Metinvest has scaled back its capex program to focus on those
projects with the fastest pay-back periods.  2014 capex is now
expected to be around USD500 million compared with previous
expectations of closer to USD700 million.  Key ongoing projects
are the implementation of pulverised coal injection at several
sites, the modernization of the Azovstal and Yenakiive steel
plants, the installation of a pellet plant and the construction
of a rock-crushing complex for Northern GOK and Ingulets GOK.

RATING SENSITIVITIES

Future developments that could lead to a positive rating action
include sustained improvement in security in eastern Ukraine,
combined with only limited disruption to production.

Future developments that could lead to a negative rating action
include a deterioration of security in eastern Ukraine and
evidence of further material reductions in production.


PANTHER CDO IV:  Fitch Affirms 'CCsf' Rating on Class C Notes
-------------------------------------------------------------
Fitch Ratings has upgraded Panther CDO IV B.V.'s class A1 notes,
revised the Outlook on class A2, and affirmed these remaining
notes:

EUR160.3 million class A1 (ISIN XS0276065124) upgraded to 'Asf'
from 'BBBsf'; Outlook Stable

EUR34.0 million class A2 (ISIN XS0276066361) affirmed at 'Bsf';
revised Outlook to Stable from Negative

EUR30 million class B (ISIN XS0276068730) affirmed at 'CCCsf'

EUR19.5 million class C (ISIN XS0276070553) affirmed at 'CCsf'

Panther CDO IV B.V. is a managed cash arbitrage securitization of
a diverse pool of assets, including high-yield bonds, property B-
notes, private placements, investment- grade ABS, non-investment
grade ABS, senior loans, second lien loans and mezzanine loans.
The collateral is managed by Prudential M&G Investment Management
Limited.

KEY RATING DRIVERS

The upgrade reflects the increase in credit enhancement on the
class A1 notes to 39% from 34% since September 2013, following
the notes' amortization by EUR56 million.  Credit enhancement
also increased marginally on the class A2 notes to 26% from 24%,
but decreased on the class C notes as a result of the notes'
continuing deferral of interest.  Credit enhancement of the class
B notes only increased marginally, as a result of deferred
interest being paid in September 2014.

The revision of the Outlook on the class A2 notes reflects its
increase in credit enhancement, as well as the limitation of
trading activity since the end of the reinvestment period in
March 2014.  Since then only unscheduled proceeds can be used for
reinvestment, conditional on coverage tests passing and
collateral quality tests being maintained or improved.
Currently, all par value tests, except for the class A notes, as
well as the weighted average spread test are failing.  With
reinvestment being limited, we expect the liabilities will
continue to amortize, leading to further increases in credit
enhancement.

The portfolio's credit quality has shown signs of improvement
with the 'CCC' and below bucket decreasing to 9% from 14%.  EUR15
million of assets defaulted since September 2013, including all
outstanding B notes in the portfolio.  As a result the current
defaulted bucket increased to just below EUR40 million from EUR29
million.  The portfolio includes over 50% of leveraged loans and
corporate bonds, with the remaining assets being structured
finance assets.  The largest country included in the portfolio is
the UK with 31%, up from 25%. Germany used to be the second-
largest country with 15%, but its exposure dropped to 7% as a
result of significant pay-downs on German assets, as well as the
default of German B-notes.

RATING SENSITIVITIES

In its ratings sensitivity analysis Fitch found that an increase
of the default probability by 25% and a decrease of recovery
assumptions by 25% has no effect on the current ratings.



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ALROSA OJSC: Gov't Rating Action No Impact on Moody's B3 Rating
---------------------------------------------------------------
Moody's Investors Service has said that the ratings and outlooks
of government-related issuers (GRIs) KAMAZ OJSC (Ba2 negative),
Russian Helicopters JSC (Ba2 negative), ALROSA OJSC (Ba3
positive) and Sovcomflot JSC (Ba2 negative) are unaffected by the
weakening of Russia's credit profile, as reflected by Moody's
downgrade of Russia's government bond rating to Baa2 from Baa1 on
October 17, 2014.

The corporate family ratings of the aforementioned GRIs, which
are positioned in the Ba2 (KAMAZ, Russian Helicopters and
Sovcomflot) or Ba3 (ALROSA) categories, are primarily driven by
their standalone baseline credit assessment (BCA). As such, their
ratings remain unaffected by the sovereign action despite their
linkage with the Russian economy.

Moody's believes that the weakening of Russia's credit profile,
as reflected by the downgrade of Russia's government debt rating
with a negative outlook on 17 October, has not affected the
degree of government support for the GRIs. The rating agency
assesses this support as being strong for KAMAZ, Russian
Helicopters and Sovcomflot, and moderate for ALROSA. Moody's
expects that the probability of the aforementioned GRIs receiving
support from the sovereign remains largely unchanged.

KAMAZ is a leading player in the Russian market producing a wide
range of commercial vehicles, including trucks, trailers, tow
tractors and buses. The company also manufactures engines, power
units, and various tools and auto parts. Russia's 100% state-
owned investment holding company, State Corporation
Rosstechnologii (RosTec, not rated), holds a 49.9% stake in
KAMAZ. Another key shareholder is Daimler AG, which owns 15% of
KAMAZ's share capital. In 2013, KAMAZ generated revenue of
RUB114.3 billion (around US$3.5 billion) and adjusted EBIT of
RUB6.7 billion (around US$200 million).

Russian Helicopters is the sole Russian designer and manufacturer
of helicopters and one of the few companies worldwide with the
capability to design, manufacture, service and test modern
civilian and military helicopters. Russian Helicopters is a
vertically integrated holding company comprising five helicopter
assembly plants, two design bureaus, two components production
plants, one overhaul plant and one helicopter service company
providing aftermarket services in Russia and abroad. In 2013, the
company generated revenues of RUB138 billion (approximately
US$4.3 billion) and adjusted EBITDA of RUB20.2 billion
(approximately US$630 million).

Sovcomflot is the leading Russian energy shipping group,
servicing around 25% of all seaborne hydrocarbons exports from
Russia. The company is 100% state-owned. In 2013, Sovcomflot
generated revenues of US$1.3 billion. The company ranks among the
world's top five energy shipping players by deadweight tonnage
(DWT), with its own fleet of 129 vessels for a total of 11.6
million DWT as of June 2014. In addition, ten ordered vessels are
to be delivered in 2014-17.

ALROSA mines, markets and distributes diamonds. The company
produced 36.9 million carats in 2013 and 15.9 million carats in
H1 2014 (2012: 34.4 million carats), giving it a world-leading
28% market share of diamond production as per the company's
estimates. ALROSA operates five mining complexes and a number of
alluvial placers in the Republic of Sakha (Yakutia) in Eastern
Siberia, one mine in Arkhangelsk, and has a 32.8% interest in
Catoca Mining Company Ltd in Angola. The company's principal
shareholders are the Russian Federation (43.9% shareholding) and
the Sakha Republic (Yakutia, 25% share).


IRKUT CORP: Moody's Changes 'Ba2' CFR Outlook to Negative
---------------------------------------------------------
Moody's Investors Service has changed to negative from stable,
the outlook on IRKUT Corporation, JSC's (IRKUT) Ba2 corporate
family rating (CFR) and Ba2-PD probability of default rating
(PDR). At the same time Moody's has affirmed the rating.

This action follows the weakening of Russia's credit profile, as
reflected by Moody's downgrade of Russia's government bond rating
to Baa2 from Baa1 on October 17, 2014.

Ratings Rationale

As IRKUT is controlled by the Russian government, the company is
seen by Moody's as a government-related issuer (GRI), whose Ba2
ratings benefit from a significant uplift to the company's
standalone credit quality, driven by the strong probability of
state support in the event of financial distress.

In addition, IRKUT is significantly dependent on the government
for aircraft construction orders and funding. The affirmation of
IRKUT's Ba2 ratings reflects (1) the robustness of the state
support assumption embedded within the company's ratings; (2) the
company's standalone credit strength reflected in a b3 base line
credit assessment (BCA), well below the Russian government's
credit strength; and (3) the fact that there has been no evidence
of a material deterioration in company-specific ratings factors,
including operating and financial performance and liquidity,
within the current rating guidance.

Rationale for the Negative Outlook

The negative outlook on IRKUT's ratings mirrors Moody's negative
outlook on Russia's government bond rating, reflecting that a
one-notch downgrade of the latter would likely result in a one-
notch downgrade of the company's ratings.

What Could Move the Rating DOWN/UP

Upward pressure on IRKUT's ratings is unlikely over the next 12
to 18 months, given Moody's negative outlook. Moody's could
change the outlook on the ratings to stable if it were to change
the outlook on the sovereign rating to stable, or in case the
company's standalone credit strength would improve, with
debt/EBITDA (adjusted for the state-guaranteed loans and
convertible shareholder loans) trending toward 3.5x on a
sustainable basis.

A one-notch downgrade of the sovereign rating could result in a
one-notch downgrade of IRKUT's ratings, provided that all other
ratings factors remain unchanged. Weakening state support could
also create downward pressure on the ratings.

In addition, negative pressure could be exerted on IRKUT's BCA
and ratings if (1) IRKUT's order book deteriorates and results in
a decrease in revenue and cash flow generation; (2) IRKUT's total
gross debt/EBITDA ratio exceeds 8.0x (including the state-
guaranteed loans to finance military and civil production and
convertible shareholder loans) or 4.0x (adjusted for the state-
guaranteed loans and convertible shareholder loans) materially
and persistently; and/or (3) there is material deterioration in
the company's liquidity.

Principal Methodologies

The principal methodology used in this rating was Global
Aerospace and Defense Industry published in April 2014. Other
methodologies used include the Government-Related Issuers:
Methodology Update published in July 2010.

IRKUT Corporation, JSC (IRKUT) is a leading military aircraft
producer and one of the largest companies in the Russian aviation
industry. IRKUT is 85.89% owned by holding company United
Aircraft Corporation (UAC, 84.33% owned by the Russian Federation
via its Agency for Administration of Governmental Property) and
9.61% by OJSC "Aviation Holding Company Sukhoi" (89.6% owned by
UAC). In 2013, IRKUT generated revenues of around US$1.9 billion.


STATE TRANSPORT: S&P Affirms 'BB-' Counterparty Credit Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'BB-/B' long- and short-term counterparty credit ratings on
Russia-based State Transport Leasing Co. OJSC (STLC).  The
outlook remains negative.

At the same time, S&P affirmed the 'ruAA-' Russia national scale
rating on STLC.

S&P affirmed the ratings on STLC because S&P expects STLC's
ultimate owner, the Russian Ministry of Transport (MOT), to
inject Russian ruble (RUB) 5.7 billion (approximately EUR108.5
million) into STLC's capital in the first quarter of 2015.  S&P
also takes into account its expectation of continued ongoing
support from the MOT.

S&P thinks the capital increase will enhance STLC's weakening
financial profile, in particular because it will improve STLC's
capitalization, increase the equity-to-assets ratio to about 15%
from 12% as of midyear 2014, and provide a decent buffer against
unexpected losses from nonperforming leases.

The company's underwriting standards and portfolio quality remain
below what S&P would expect and its negative view of the
persisting high industry and single-name concentrations in STLC's
leasing portfolio continues.  Moreover, because profitability is
not the key performance metric for an entity realizing state
policy, STLC's earnings will likely remain low, resulting in only
limited internal capital generation capacity.

Owing to increased competition in Russia's shrinking leasing
market, STLC relies heavily on state initiatives for new
business. The company is looking for new public-related projects
and S&P understands that such projects are the reason for the
additional capital injection of RUB5.7 billion from the MOT
planned for the first quarter of 2015.

The Russian government owns 100% of STLC through the MOT.  S&P's
long-term rating on STLC continues to incorporate a one-notch
uplift from the company's 'b+' stand-alone credit profile to
reflect S&P's opinion that the likelihood of timely and
sufficient extraordinary government support from the Russian
Federation is "moderate."  In accordance with S&P's criteria for
government-related entities, this view is based on S&P's
assessment of STLC's "strong" link with and "limited importance"
to the Russian federal government.

The negative outlook incorporates the risk of further
deterioration in STLC's financial profile, notably its asset
quality and capitalization.  In addition, the sustainability of
STLC's business model is uncertain, in S&P's opinion, in view of
the recessionary trends in Russia's economy, STLC's limited
earnings generation capacity, and the quality of the company's
risk management, as highlighted by the deteriorating quality of
the lease portfolio.

If the MOT fails to increase STLC's capital by the end of the
first quarter of 2015, S&P would take a negative rating action,
as STLC's capital metrics would fall below 15% and likely remain
there, and would no longer be consistent with a 'BB' category
rating.  Moreover, S&P could consider a negative rating action if
it observed further deterioration in STLC's lease portfolio
quality, either because of poor risk management of the old
portfolio or uncontrolled growth of new leases.  A negative
action could also result if S&P lowered the local-currency long-
term rating on Russia by more than one notch.

A revision of the outlook to stable is unlikely within the next
12 months.  However, S&P notes that if it considered that the
likelihood of the government's support for STLC had increased,
for example, because of an additional substantial capital
injection from the state (other than the already anticipated
RUB5.7 billion one) and STLC's greater involvement in meeting
public policy goals, S&P might reassess its role for and link
with the Russian Federation.


TYVAENERGO OJSC: Tyva Court Terminates Bankruptcy Proceedings
-------------------------------------------------------------
AK&M reports that IDGC of Siberia said the commercial court of
the Tyva Republic on Oct. 3 decided to terminate the bankruptcy
proceedings in respect of OJSC Tyvaenergo.

According to AK&M, the court dismissed the claim of the
complainant, CJSC Electroshield -- TM Samara Group, seeking for
the commencement of a supervision procedure in respect of
Tyvaenergo.

RAS net profit of Tyvaenergo for 2013 was RUB731,000 against a
loss of RUB64.572 million the year before, AK&M says, citing
DataCapital information retrieval system.  Revenue increased by
16.66% to RUB827.223 million from RUB709.091 million, sales
profit was RUB11.122 million against a loss of RUB33.786 million
in 2012, pre-tax profit was RUB18.878 million against a loss of
RUB53.962 million, AK&M discloses.

OJSC Tyvaenergo is a subsidiary of IDGC of Siberia, JSC.



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ABENGOA SA: Fitch Revises Outlook to Neg. & Affirms 'B+' IDR
------------------------------------------------------------
Fitch Ratings has revised Spanish Engineering and Construction
group Abengoa, S.A.'s Outlook to Negative from Stable. The agency
has also affirmed its Long-term Issuer Default Rating (IDR) at
'B+' and its senior unsecured rating at 'B+' with a Recovery
Rating 'RR4'.  Simultaneously, Abengoa Finance, S.A.U's senior
unsecured rating has been also been affirmed at 'B+'/'RR4'. A
senior unsecured rating of 'B+'/'RR4' has been assigned to
Abengoa Greenfield, S.A.U.

The Negative Outlook reflects an expected increase in recourse
gross debt (EUR6.4 billion in Dec. 2014 from EUR5.5 billion in
Dec. 2013), providing limited rating headroom.  Proceeds from
recent asset disposals have not been used to repay recourse debt
as expected. Fitch now expects net and gross adjusted recourse
leverage to be higher than previously forecast, at around 4.0x
(Fitch's negative trigger for a downgrade) and 7.4x respectively
in 2014.  Trading results remain positive and Fitch expects free
cash flow to be neutral after having been in negative territory
in prior years. Therefore, meaningful net debt deleveraging would
depend on asset disposals and, on a gross basis, also on
management's willingness to reduce debt.

Fitch acknowledges Abengoa's success in complying with its more
stringent financial targets announced in 1H13, including a
reduction on annual corporate capex (EUR450 million) and the
execution of divestments.  However, these financial targets have
not been sufficient to comfortably strengthen Abengoa's financial
profile for the ratings.

Fitch adjusts leverage calculations for Abengoa to reflect the
non-recourse nature of concessions by excluding related EBITDA
and non-recourse debt but including sustainable dividends.
Fitch-calculated recourse leverage differs from Abengoa's
corporate leverage definition.  Fitch adds off-balance sheet
receivables factoring and assume that around EUR1 billion of cash
is not readily available for debt repayment as it is needed for
day-to-day operational activities (seasonal working capital).
The EUR1 billion includes cash restricted (EUR369 million at
FYE13) for its confirming lines as a source of trade payable
financing.

KEY RATING DRIVERS

Abengoa Greenfield: Incremental Recourse-Debt

Abengoa Greenfield, a newly formed wholly-owned subsidiary of
Abengoa, has recently issued a two-tranche bond (EUR265 million
and USD300 million) to invest in greenfield concession projects
outside the recourse business.

In Fitch's view, the new tranche of debt is putting pressure on
the ratings as Fitch includes this amount of debt (EU500 million)
in its recourse leverage and coverage calculations.  The bond is
jointly, severally and irrevocably guaranteed by the parent
company and other subsidiaries inside the restricted group
ranking pari passu with the rest of unsecured bonds at Abengoa,
S.A. and Abengoa Finance level.

Abengoa YieldCo is Credit-Neutral

Abengoa successfully completed an IPO (36% of its shares) in June
2014 of its wholly-owned subsidiary Abengoa YieldCo plc for a
gross amount of USD828 million.  The subsidiary is a dividend
growth company that aims to be the primary vehicle of Abengoa's
mature concessions with an initial focus in North and South
America, as well as in Europe.  Fitch takes a positive view of
the creation of this vehicle as it reduces the execution risk of
Abengoa's asset rotation strategy, while helping to crystallize
value of its non-recourse concessions.  However, the IPO proceeds
have not been used to reduce gross recourse leverage, while 36%
of Abengoa YieldCo plc's assets have been divested via the IPO.

Asset Rotation

Abengoa's strategy is to be an asset recycler, selling
operational concession assets and re-investing in greenfield
concessions.  Sale proceeds from operational asset divestments
are likely to be injected into new concession assets that carry a
higher operational risk.  Unsecured recourse creditors do not
benefit from such a strategy unless recourse debt is repaid in
the process.  To date recourse gross debt is increasing as the
concession assets of Abengoa Yieldco are divested (36% IPO).
Commitment and evidence of recourse gross debt repayment would be
viewed positively by Fitch.

Bioenergy Constrains Rating

Abengoa's bioenergy business is funded on a recourse and non-
recourse basis.  This business is highly leveraged and volatile
given that operating margins are largely correlated to commodity
prices, such as corn.  The recent drop in oil, if sustained,
along with an increase in grain prices could place further
pressure on ethanol prices and this segment's EBITDA generation
into 2015.  The combination of high leverage and volatile cash
flows is a constraint on Abengoa's ratings.  Fitch highlights
that a potential sale of this business would be rating- positive
as debt at the recourse level would be significantly reduced.

Working Capital Remains High-Risk

In 1H14, Abengoa posted a working capital outflow (on a recourse
basis) of EUR804 million due to the seasonality of the business.
Abengoa continued to exhibit a favorable working capital position
(trade payables greater than trade receivables) on the balance
sheet of around EUR2.3 billion in June 2014.  A potential
unwinding in working capital is viewed as an inherent business
risk -- although not Fitch's base case -- and commensurate with
an aggressive financial policy.  Hence maintaining a high
recourse cash balance (higher than their negative working
capital) is key to offsetting working capital's risks.  Fitch
expects Abengoa to continue holding a comfortable cash position.

Strong E&C Business

Abengoa has strong market positions in niche sub-sectors such as
the design, building and operation of renewable energy plants,
transmission lines and water treatment installations.  Abengoa's
order backlog reached EUR7.7 billion in June 2014, which provides
around 18 months of revenue visibility but some concentration
risk remains with a limited number of sizeable contracts (worth
more than EUR500 million), which constrains the group's operating
risk profile.  It is, however, diversified geographically, with
emerging markets comprising 65% of Abengoa's backlog.

Improved Access to Capital Markets

Abengoa has continued to show its ability to access the capital
markets so far in 2014 and diversify its sources of funding away
from the banking sector, providing financial flexibility.  As of
end-June 2014, market debt comprised 57% of Abengoa's total
recourse debt compared with 38% in December 2010 and 16% in Dec.
2009.

Diversified Concession Portfolio

Abengoa's concession portfolio is diversified and large in a peer
context with an average life of 26 years.  Fitch assesses the
quality of these concessions as average, given the fairly high
regulatory risk and their focus on greenfield projects.

In the past three years, upstream dividends have not been
material as completed concessions had been sold to third parties.
Fitch expects Abengoa YieldCo to improve the trend in the up-
streaming of dividends.  However, any dividends received by the
recourse business are likely to be more than offset by the
forecasted equity to be reinvested in new greenfield concessions.
Compared with peers the stressed equity value in concessions
relative to recourse gross debt is fairly low, although we expect
a 31% - 50% recovery.

RATING SENSITIVITIES

Positive: Future developments that could lead to positive rating
actions (revision of the Outlook) include:

   -- Fitch-adjusted recourse net leverage below 4.0x and
      recourse EBITDA net interest cover above 1.5x (FY13: 4.3x
      and 1.7x respectively) on a sustained basis

   -- Expansion of the E&C business not associated with projects
      linked to concessions, reducing the capital intensity of
      the business

   -- Ability to generate meaningful positive Fitch-defined free
      cash flow at the recourse level without working capital
      inflows

   -- Reduction in recourse gross debt and use of favorable
      working capital instruments to fund the business model.

Negative: Future developments that could lead to a downgrade
include:

   -- Fitch-adjusted recourse net leverage above 4.0x and
      recourse EBITDA net interest cover below 1.5x on a
      sustained basis

   -- A significant decrease in the E&C order book and/or
      inability to manage working capital resulting in material
      cash outflows

   -- Negative recourse working capital (payables higher than
      receivables) higher than the amount of recourse cash and
      equivalents

   -- Material deviation from Abengoa's maximum capex commitment
      of EUR450 million per annum and/or material support for
      underperforming concessions

LIQUIDITY AND DEBT STRUCTURE

Abengoa's recourse liquidity as of end-June 2014 was around
EUR4.2 billion, including cash and committed credit facilities,
which is sufficient to cover debt maturities for the next 12-18
months. Fitch estimates that around EUR1 billion of cash,
including restricted cash due to its confirming lines (trade
payables financing), is not readily available for debt repayment
as it is required for operational activities.  Fitch highlights
that Abengoa has improved its maturity profile with the recent
refinancing of its syndicated loan with a EUR1.4 billion
revolving credit facility maturing in 2019.

FULL LIST OF RATING ACTIONS

Abengoa, S.A.

  Long-term IDR: affirmed at 'B+', Outlook revised to Negative
  from Stable

  Senior unsecured rating: affirmed at 'B+'/ 'RR4'

Abengoa Finance, S.A.U.

  Senior unsecured rating: affirmed at 'B+'/'RR4'

Abengoa Greenfield, S.A.U.

  Senior unsecured rating: assigned at 'B+'/'RR4'

  EUR15.75M Class B Notes, Upgraded to Ba2 (sf); previously on
  Mar 17, 2014 B2 (sf) Placed Under Review for Possible Upgrade


GENOVA HIPOTECARIO X: Moody's Hikes Class B Notes Rating to Ba2
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 4 notes and
affirmed 2 notes in 2 Spanish residential mortgage-backed
securities (RMBS) transactions: AyT GENOVA HIPOTECARIO X, FTH and
AyT GENOVA HIPOTECARIO XII, FTH.

The rating action concludes the review of 4 notes placed on
review on 17 March 2014, following the upgrade of the Spanish
sovereign rating to Baa2 from Baa3 and the resulting increase of
the local-currency country ceiling to A1 from A3. The sovereign
rating upgrade reflected improvements in institutional strength
and reduced susceptibility to event risk associated with lower
government liquidity and banking sector risks.
Ratings Rationale

The rating action reflects (1) the increase in the Spanish local-
currency country ceiling to A1 and (2) sufficiency of credit
enhancement in the affected transactions.

-- Reduced Sovereign Risk

The Spanish sovereign rating was upgraded to Baa2 in February
2014, which resulted in an increase in the local-currency country
ceiling to A1. The Spanish country ceiling, and therefore the
maximum rating that Moody's will assign to a domestic Spanish
issuer including structured finance transactions backed by
Spanish receivables, is A1(sf).

The sufficiency of credit enhancement combined with the reduction
in sovereign risk has prompted the upgrade of the notes.

-- Key collateral assumptions

The key collateral assumptions have not been updated as part of
this review. The performance of the underlying asset portfolios
remain in line with Moody's assumptions. Moody's also has a
stable outlook for Spanish ABS and RMBS transactions.

-- Exposure to Counterparties

Moody's rating analysis also took into consideration the exposure
to key transaction counterparties, including the roles of
servicer, account bank, and swap provider.

The conclusion of Moody's rating review also takes into
consideration the exposure to Barclays Bank S.A. (not rated),
which acts as servicer and issuer account bank. There is no
explicit guarantee of the amounts deposited in these accounts,
however the deals include issuer account bank replacement
triggers in case Barclays Bank PLC (A2/P-1) owns less than 51% of
Barclays Bank S.A. (not rated) or is downgraded below P-1.
Moody's has assessed the probability and effect of a default of
Barclays Bank S.A. (not rated), which has some impact on the
ratings on the notes.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
March 2014.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) further reduction in sovereign risk, (2)
performance of the underlying collateral that is better than
Moody's expected, (3) deleveraging of the capital structure and
(4) improvements in the credit quality of the transaction
counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2)
performance of the underlying collateral that is worse than
Moody's expects, (3) deterioration in the notes' available credit
enhancement and (4) deterioration in the credit quality of the
transaction counterparties.

List of Affected Ratrings:

Issuer: AyT Ganova Hipotecario X Fondo de Titulización
Hipotecaria

  EUR787.5 million Class A2 Notes, Upgraded to A2 (sf);
  previously on Mar 17, 2014 Baa2 (sf) Placed Under Review for
  Possible Upgrade

  EUR15.75 million Class B Notes, Upgraded to Ba2 (sf);
  previously on Mar 17, 2014 B2 (sf) Placed Under Review for
  Possible Upgrade

  EUR11.55 million Class C Notes, Affirmed Caa1 (sf); previously
  on Apr 17, 2013 Downgraded to Caa1 (sf)

  EUR14.7 million Class D Notes, Affirmed Caa3 (sf); previously
  on Apr 17, 2013 Downgraded to Caa3 (sf)

Issuer: AYT GENOVA HIPOTECARIO XII, FTH

  EUR778 million Class A Notes, Upgraded to A3 (sf); previously
  on Mar 17, 2014 Baa3 (sf) Placed Under Review for Possible
  Upgrade

  EUR22 million Class B Notes, Upgraded to B1 (sf); previously on
  Mar 17, 2014 B3 (sf) Placed Under Review for Possible Upgrade


CABLEUROPA: S&P Ups Corp. Credit Rating From B+; Outlook Neg
------------------------------------------------------------
Standard & Poor's Ratings Services said that it has raised its
long-term corporate credit rating on Spain-based cable TV,
telephony, and broadband services provider Cableuropa S.A.U. to
'BBB+' from 'B+'.  The outlook is negative.

At the same time, S&P raised the senior secured and unsecured
issue ratings to 'BBB+' and 'BBB' respectively, and withdrew its
recovery ratings.

The upgrade reflects S&P's view of the strong group support it
expects from Vodafone (A-/Negative/A-2) due to Cableuropa's
strategic importance to the group's operational strategy
following its acquisition in July 2014.  S&P believes that
Cableuropa will be integral to Vodafone's position in the Spanish
market, and is very likely to receive support from the rest of
the group under most foreseeable circumstances.  S&P believes it
very unlikely that Cableuropa would be sold in the medium term.
However, given the relatively small size and the separate
identity and brand of Cableuropa, S&P believes there are limits
to the support Vodafone might provide.  This is why S&P do not
equalize its ratings on Cableuropa with those on Vodafone.
Furthermore, because S&P believes support from Vodafone is not
directly contingent on local economic conditions, S&P do not cap
its rating on Cableuropa at the level of its rating on Spain
(BBB/Stable/A-2).

The negative outlook on Cableuropa mirrors S&P's negative outlook
on Vodafone because S&P considers Cableuropa to be a "highly
strategic" subsidiary of Vodafone, as per S&P's group rating
methodology.  If S&P lowers its rating on Vodafone, S&P would
expect to lower its rating on Cableuropa by the same number of
notches.

S&P expects that Cableuropa will generate negative revenue growth
in 2014, EBITDA margins around 41%, and debt to EBITDA between
5.0x and 5.5x, which supports its 'b+' stand-alone credit
profile.

"We might consider revising down our assessment of Cableuropa's
SACP if Vodafone adopts a more aggressive financial policy for
Cableuropa than we currently expect.  For example, we could
consider revising the SACP down if Cableuropa's operating
performance deteriorated, if FOCF generation was weakened by
excessive market competition, or if an increase in acquisition
activity or leveraged parent returns caused Cableuropa's adjusted
debt to EDITDA to remain sustainably above 5.5x.  However, this
would not affect our rating on Cableuropa unless our view of its
strategic importance to Vodafone changed," S&P said.

"We currently do not expect to revise up our assessment of
Cableuropa's SACP due to the group's high debt.  However, we
could consider it if the group's financial policy changed and
Cableuropa's credit metrics improved, thanks to significant debt
reduction.  For example, we would see adjusted debt sustainably
below 5x EBITDA as positive for the SACP.  However, this would
not affect our rating on Cableuropa unless our view of its
strategic importance to Vodafone changed," S&P added.


GC FTPYME SABADELL 4: Moody's Affirms 'Caa3' Rating on C Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of four notes,
affirmed the ratings of four notes and confirmed the rating of
one note in three Spanish asset-backed securities transactions:
GC FTPYME Sabadell 4, FTA, GC FTPYME Sabadell 5, FTA and GC
FTPYME Sabadell 6, FTA.

The rating action concludes the review of the ratings of 5 notes
in these three transactions placed on review for upgrade on 17
March 2014, following the upgrade of the Spanish sovereign rating
to Baa2 from Baa3 and the resulting increase of the local-
currency country ceiling to A1 from A3. The sovereign rating
upgrade reflected improvements in institutional strength and
reduced susceptibility to event risk associated with lower
government liquidity and banking sector risks.

GC FTPYME Sabadell 4, FTA, GC FTPYME Sabadell 5, FTA and GC
FTPYME Sabadell 6, FTA are backed by a pool of loans extended to
small, medium enterprises (SMEs) in Spain. All three transactions
are originated by Banco Sabadell, S.A. ('Sabadell') (Ba2). While
GC FTPYME Sabadell 4, FTA closed in 2005, GC FTPYME Sabadell 5,
FTA and GC FTPYME Sabadell 6, FTA were originated in 2006 and
2007 respectively.

Ratings Rationale

The rating action reflects (1) the increase in the Spanish local-
currency country ceiling to A1 and (2) sufficiency of credit
enhancement in the affected transactions which has increased
significantly over the last 12 months.

-- Reduced Sovereign Risk

The Spanish sovereign rating was upgraded to Baa2 in February
2014, which resulted in an increase in the local-currency country
ceiling to A1. The Spanish country ceiling, and therefore the
maximum rating that Moody's will assign to a domestic Spanish
issuer including structured finance transactions backed by
Spanish receivables, is A1 (sf).

The increase of credit enhancement due to deleveraging combined
with the reduction in sovereign risk has prompted the upgrade of
the notes. The confirmations and affirmations reflect the
presence of adequate credit enhancement to address sovereign risk
and performance concerns. New adjustments to Moody's modeling
assumptions to account for the effect of deteriorating
performance of the underlying asset portfolios to varying
degrees, affected all of the Spanish SME ABS included in the
rating action.


-- Key collateral assumptions

Moody's overall market outlook for Spanish ABS and RMBS
transactions is stable. However, in order to reflect increasing
defaults and arrear levels under all three transactions the key
collateral assumptions have been updated as part of this review.

For GC FTPYME Sabadell 4, FTA, outstanding defaults have seen a
strong increase to 19.9% over the last 12 months. The proportion
of loans which are more than 90 days in arrears has also
continuously increased over the last 9 months (currently 8.1% of
the outstanding pool balance). In order to account for this
trend, Moody's has updated its default probability ('DP')
assumption to 20% of current pool balance. The recovery rate
assumption remains unchanged at 55%. Moody's has also revised its
volatility assumption given the reduced country risk. The revised
DP of 20% together with a recovery rate of 55% and a volatility
of 66.0% corresponds to the increased portfolio credit
enhancement of 29.0% which accounts for the high concentration to
the real estate sector (53.1% of current pool balance).
Sensitivity of the ratings to borrower concentration has been
incorporated into the quantitative analysis. In particular,
Moody's considered the credit enhancement coverage of large
debtors in GC FTPYME Sabadell 4 which shows significant exposure
to large debtors (top 1 representing 1.8%, top 10 12.8%, top 20
21%). The results of this analysis limited the potential upgrade
of the rating of the class B note.

In GC FTPYME Sabadell 5, FTA, outstanding defaults have also
significantly increased to 15.7% during the last 12 months.
However, the level of arrears has remained relatively stable at
low levels. As a consequence, Moody's has updated its default
probability assumption to 16% of current pool balance. The
recovery rate assumption remains unchanged at 50%. Moody's has
also revised its volatility assumption given the reduced country
risk. The revised DP of 20% together with a recovery rate of 55%
and a volatility of 60.4% corresponds to the increased portfolio
credit enhancement of 24.6% which accounts for the high
concentration to the real estate sector (46.2% of current pool
balance).

Compared to its peer transactions, GC FTPYME Sabadell 6, FTA,
reports the highest cumulative default ratio of currently 5.69%
while arrears have remained relatively stable at 5%. In order to
reflect such rising defaults levels, Moody's has updated its DP
to 20% of current pool balance. The recovery rate assumption
remains unchanged at 50%. Moody's has also revised its volatility
assumption given the reduced country risk. The DP of 20% together
with a recovery rate of 50% and a volatility of 53.2% corresponds
to the increased portfolio credit enhancement of 27.1% which
accounts for the high concentration to the real estate sector
(43.9% of current pool balance).

-- Exposure to Counterparties

Moody's rating analysis also took into consideration the exposure
to key transaction counterparties including the roles of
servicer, account bank and swap provider.

The rating action takes into account commingling exposure to
Banco Sabadell (Ba2) for all three transactions. For GC FTPYME
Sabadell 5, FTA and GC FTPYME Sabadell 6, FTA Moody's
additionally assumed strong linkage to Banco Santander S.A.
(Spain) (Baa1/P-2) holding the reserve funds of 4.36% and 2.26%
of the current notes balance. No reserve fund is available
anymore under the GC FTPYME Sabadell 4, FTA. For all three
transactions Barclays Bank PLC (A2/P-1) acts as account bank.

Moody's also assessed the exposure to Banco Sabadell (Ba2) acting
as swap counterparty when revising ratings for all three
transactions.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Global Approach to Rating SME Balance Sheet Securitizations"
published in January 2014.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) further reduction in sovereign risk, (2)
performance of the underlying collateral that is better than
Moody's expected, (3) deleveraging of the capital structure and
(4) improvements in the credit quality of the transaction
counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2)
performance of the underlying collateral that is worse than
Moody's expects, (3) deterioration in the notes' available credit
enhancement and (4) deterioration in the credit quality of the
transaction counterparties.

List of Affected Ratings

Issuer: GC FTPYME SABADELL 4, FTA

EUR162.3M A(G) Notes, Upgraded to A1 (sf); previously on Mar 17,
2014 A3 (sf) Placed Under Review for Possible Upgrade

EUR24M B Notes, Upgraded to Baa1 (sf); previously on Mar 17,
2014 Baa3 (sf) Placed Under Review for Possible Upgrade

EUR14.3M C Notes, Affirmed Caa3 (sf); previously on Apr 18, 2013
Confirmed at Caa3 (sf)

Issuer: GC FTPYME SABADELL 5, FTA

EUR82.8M A3(G) Notes, Affirmed A1 (sf); previously on Mar 17,
2014 Upgraded to A1 (sf)

EUR40M B Notes, Upgraded to A1 (sf); previously on Mar 17, 2014
Baa2 (sf) Placed Under Review for Possible Upgrade

EUR26.9M C Notes, Affirmed Caa1 (sf); previously on Apr 18, 2013
Upgraded to Caa1 (sf)

Issuer: GC FTPYME SABADELL 6, FTA

EUR134.1M A3(G) Notes, Upgraded to A1 (sf); previously on Mar
17, 2014 A3 (sf) Placed Under Review for Possible Upgrade

EUR35.5M B Notes, Confirmed at Ba2 (sf); previously on Mar 17,
2014 Ba2 (sf) Placed Under Review for Possible Upgrade

EUR20M C Notes, Affirmed Caa3 (sf); previously on Apr 18, 2013
Confirmed at Caa3 (sf)



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


COM HEM HOLDING: S&P Assigns 'BB-' CCR; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'BB-' long-term corporate credit rating to Com Hem Holding AB
(publ) (Com Hem) and affirmed its 'BB-' long-term corporate
credit rating on NorCell 1B AB (publ).  The outlook on these
ratings is stable.

S&P also affirmed its 'B' issue ratings on the Com Hem group's
senior unsecured debt and S&P's 'BB-' issue ratings on its senior
secured debt.

At the same time, S&P assigned its 'BB-' issue rating to the
proposed Swedish krona (SEK) 2.5 billion (US$0.34 billion
equivalent) notes to be issued by NorCell Sweden Holding 3 AB
(publ).  The recovery rating on the proposed notes is '3',
indicating S&P's expectation of "meaningful" (50%-70%) recovery
in the event of a payment default.

The proceeds of the proposed notes will be used to fully repay
the existing SEK3.5 billion senior secured notes and the related
fees and expenses.

S&P's assessment of Com Hem's business risk profile remains
supported by the company's established position in Sweden, its
stable and diverse customer base of landlords for its basic
cable-TV access business, a well-invested and upgraded hybrid-
fiber-coaxial DOCSIS 3.0 network, and high profitability.
Increasing penetration in its coverage area of digital TV and
recent expansion into the corporate segment provide growth
opportunities.

These strengths are partly offset by intense competition from
various technology platforms in multidwelling areas.

"Our assessment of Com Hem's financial risk profile remains
constrained by the company's relatively high leverage and modest
free operating cash flow (FOCF) generation.  We expect adjusted
debt to EBITDA to remain below 5x over time.  FOCF has been weak
and close to breakeven in 2013; we expect incremental FOCF
improvement in 2014 followed by more sustainable growth in 2015,
supported by lower interest costs.  These weaknesses are partly
offset by solid interest coverage ratios, with EBITDA cash
interest cover at 4.3x in 2015 and above 5x in 2016 compared with
below 2x in 2013," S&P said.

"We apply a one-notch negative adjustment, based on our
comparable rating analysis.  This is because we view Com Hem's
business risk profile as being at the lower end of our
"satisfactory" category, given the current pressure on revenues
from stiff competition, which results in low cash flow
conversion.  Furthermore, we view Com Hem's financial risk
profile as being at the lower end of our "aggressive" category,
with FOCF to debt below 5% and the leverage ratio close to 5x,"
S&P added.

The stable outlook reflects S&P's belief that Com Hem's organic
revenues and EBITDA will increase in 2014 and 2015, supported by
the TiVo TV platform and cross-selling opportunities, notably for
broadband business.  S&P also anticipates that Com Hem will
sustain its market positions and profitability and increase its
ratio of FOCF to debt to 5% in 2015.

S&P could raise the rating if adjusted FOCF to debt were
comfortably in the 5%-10% range, while adjusted debt to EBITDA
declined to 4.5x or lower.  A gradual exit of the financial
sponsor's stake in Com Hem to below 40% would have a positive
impact on S&P's adjusted debt ratios, as this would lead S&P to
deduct surplus cash from its debt calculations.

Although unlikely in the next 12 months, S&P could lower the
rating if it reassessed the group's business risk profile to
"fair."  This could be triggered by a decline in revenues or the
adjusted EBITDA margin during 2014, for example, because of lower
prices or market share erosion that could translate into negative
FOCF.  S&P could also lower the rating if the company's debt and
therefore its leverage, increased, for instance, after an
acquisition.



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


CATERHAM SPORTS: Goes Into Administration
-----------------------------------------
Andy Sharman at The Financial Times reports that Caterham Sports
Limited, the maker of the Caterham Formula One car, has fallen
into administration, threatening the future of the racing
franchise.

London-based accountants Smith & Williamson were on Oct. 17
appointed administrators to Caterham Sports, the Oxfordshire-
based manufacturer that designs and builds the F1 cars,
the FT relates.

The cash-strapped team's dismal on-track performance has been
more than matched by its corporate travails, the FT states.
Caterham F1, formerly known as Lotus Racing and run under a
license held by parent company 1 Malaysia Racing Team, has yet to
win a point in five years of competition and currently sits at
the foot of the FIA championship, the FT says.

According to the FT, the lack of success prompted team owner
Tony Fernandes the AirAsia tycoon and chairman of Queens Park
Rangers football club, to sell the franchise and the
manufacturing company to a consortium of investors.

However, the new owners -- whose identity remains unclear -- have
struggled to raise sufficient financing, leaving Caterham Sports
owing millions to its suppliers, the FT notes.

"Clearly, the parties who bought the business from Tony Fernandes
have been unable to fund this company," the FT quotes
Finbarr O'Connell, restructuring and recovery partner at Smith &
Williamson, as saying.

"When it comes to F1 teams, you are normally dealing with one
figurehead who is very much in the public eye.  [However], the
current owners of the Caterham Formula One team are not
completely clear to me as yet."

Mr. O'Connell, said he had also yet to make contact with
Constantin Cojocar, the Romanian who has been the sole director
and shareholder of Caterham Sports since the company was sold,
the FT relays.

The administrators, as cited by the FT, said in a statement:
"Mr. Cojocar . . . . has indicated in court papers that there was
an intention that his associates would provide funding of GBP2
million per week which would be used to pay the company's
creditors but that, unfortunately, the money promised by his
backers did not arrive."

Smith & Williamson is now in discussions about a sale of the
company, the FT discloses.

Possible buyers include Manfredi Ravetto, the team boss; Michael
Willmer, a former Caterham Sports director and current 1MRT
director, and 1MRT itself, according to the FT.


CHARNWOOD TRAINING: North Nottinghamshire Acquires Business
-----------------------------------------------------------
Insider Media reports that Charnwood Training Group has been
acquired by North Nottinghamshire College.

Charnwood had entered into a company voluntary arrangement (CVA)
with its creditors after falling into financial difficulties,
Insider Media relates.

Worksop-based NNC was advised by law firm Irwin Mitchell on the
acquisition, Insider Media discloses.

According to Insider Media, Charnwood will continue to trade
under its own name as a separate company within the North Notts
College Group.

It will continue to provide its services to the industry,
including pre-employment training, hospitality and catering
apprenticeships and management development programs, Insider
Media notes.

"The past 12 to 18 months have been extremely tough leading to us
entering into a CVA," Insider Media quotes Charnwood managing
partner Jeremy Scorer as saying.

"NNC have stepped in and effectively saved the day. They have
thrown us a lifeline and enabled us to get back to work in an
industry whose future is dependent upon the specialized and high-
quality training support that we provide."

NNC principal John Connolly, as cited by Insider Media, said:
"Charnwood will add some GBP4 million to our group turnover."

Charnwood Training Group is a catering and hospitality specialist
based in Kirkby-in-Ashfield.


CLYDESDALE BANK: Moody's Affirms D+ Financial Strength Rating
-------------------------------------------------------------
Moody's Investors Service has affirmed the long-term bank deposit
and senior debt rating of Clydesdale Bank plc (Clydesdale) of
Baa2, and the short-term debt and deposit rating of Prime-2,
following Moody's affirmation of the D+ bank financial strength
rating (BFSR), corresponding to a baseline credit assessment
(BCA) of ba1.

The affirmation of the BSFR follows National Australia Bank
Limited's (NAB Aa2 stable, a1) announcement of the booking of an
additional GBP420 million (GBP336 million after tax) of
provisions in relation to Payment Protection Insurance (PPI) at
Clydesdale, on top of the GBP386 million provision raised up to
March 2014. Moody's considers that Clydesdale's forward-looking
capital position remains adequate and that the announced PPI
provisions reduce uncertainty as to the timing of their booking.

The rating affirmation also takes into consideration Moody's view
that the bank's faces longer-term structural challenges from its
weakened franchise and past risk-management/control weaknesses,
despite recent heightened efforts to address these challenges by
strengthening its risk-management and controls framework and
improving efficiency through a cost-reduction program. The bank
remains exposed to ongoing short-term pressures, which include
(1) a business loan portfolio where asset quality remains under
pressure; and (2) low profitability, which reduces the bank's
financial flexibility.

At the same time, Moody's affirmed the bank's subordinated debt
and the program rating for subordinated debt rated Baa3 and
(P)Baa3.

The outlook is stable on all long-term ratings and the BFSR.

Ratings Rationale

-- Standalone Credit Assessment

Moody's believes that the bank's franchise, future profitability
and forward-looking capital position will not be negatively
affected by the recently announced GBP420 million gross PPI
provisions. In detail, the absence of externally-issued unsecured
confidence-sensitive wholesale funding should limit the large
announced charge's negative impact on the bank's franchise. The
announced PPI provisions are a large negative but relate to a
legacy issue: Moody's expects Clydesdale to deliver an underlying
RoE -- excluding PPI provisions -- of around 5% in 2014 (end-Sept
2014); this level of profitability should gradually improve in
the following years.

Moody's also says that Clydesdale's ratings remain subject to
some pressures. Firstly, there is the risk of deterioration in
the quality of the credit portfolio, in particular mortgages,
stemming from either buy-to-let lending (around a quarter of
total mortgage lending) or interest-only loans (around two fifths
of the total). However, Moody's considers that the portfolio is
positioned conservatively relative to those of the bank's peers,
with relatively low arrears levels, low loan-to-value ratios and
is well diversified across the UK housing market. Secondly, the
continued low profitability reduces the bank's financial
flexibility. However, despite this, Clydesdale's capitalization
levels remain above UK banking system peers, and should, in
Moody's view, be sufficient to absorb losses under the rating
agency's anticipated stress scenario.

-- Support Assumptions

The rating action reflects Moody's assumption of a continued high
probability of parental support for Clydesdale from NAB in the
event of need, as evidenced by the support measures that NAB has
taken in the course of the last three years. As a result of NAB's
intervention, the bank is well-capitalized and has substantial
liquid assets. While NAB has indicated an ambition to sell its UK
business in the medium-term, as the UK market remains non-core
for NAB, Moody's expects that NAB will remain supportive to
Clydesdale, if required, in order to preserve value in its UK
subsidiary and protect its own balance sheet and P&L.
Clydesdale's small size relative to NAB (approximately 7% of
consolidated assets) further reinforces this point.

Clydesdale's senior ratings do not incorporate ratings uplift
from an assumption of systemic support being forthcoming in the
event of need. This reflects the bank's smaller footprint
following removal of its commercial real-estate portfolio and
pullback from challenged business lending sectors.

What Could Move The Rating Up/Down

An upgrade of Clydesdale's ratings is unlikely in the short-to-
medium term given (1) its diminished franchise strength; (2)
execution risks associated with the present strategy; and (3)
remaining asset-quality pressures within the business loan
portfolio.

Further negative pressure on Clydesdale's BCA would likely stem
from a significant decline in profitability or further
deterioration in asset quality. A visible reduction of ongoing
support from NAB, such as elimination of any meaningful funding
support, or the sale to a less highly rated entity would likely
exert downward pressure on the adjusted BCA and therefore the
long-term ratings.

Principal Methodology

The principal methodology used in this rating was Global Banks
published in July 2014.


MOY PARK: S&P Raises CCR to 'B+' Following Upgrade of Parent
------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on U.K.-based poultry producer Moy Park Holdings
Europe (Moy Park) to 'B+' from 'B'.  The outlook is stable.

At the same time, S&P raised its issue rating on the GBP200
million 6.25% senior unsecured notes issued by Moy Park (Bondco)
PLC to 'B+' from 'B'.  The recovery rating on the notes remains
unchanged at '3', indicating S&P's expectation of meaningful
(50%-70%) recovery prospects in the event of a payment default.

The upgrade of Moy Park reflects S&P's upgrade of its parent,
Brazil-based food producer Marfrig Global Foods, on Oct. 16.
Because S&P considers the subsidiary to be "highly strategic" to
the parent, in accordance with S&P's Group Rating Methodology,
published on Nov. 19, 2013, S&P equalizes the rating on May Park
with the group credit profile of 'b+', which is the same as the
'B+' rating on Marfrig.

S&P's opinion that Moy Park is "highly strategic" to Marfrig
Global Foods is based on these considerations:

   -- S&P understands that Moy Park is important to its parent's
      financial policy, as indicated by Marfrig's use of funds
      from Moy Park's recently issued GBP200 million bond to
      repay debt at the parent level.

   -- S&P believes that Marfrig Global Foods is unlikely to sell
      or relinquish control of Moy Park in the near term because
      it considers Moy Park to be a highly important subsidiary.

   -- Moy Park and Marfrig Global Foods operate in similar lines
      of business, although their geographical markets are
      different.

   -- Marfrig Holdings Europe B.V., which is Moy Park's immediate
      parent, has a strong, long-term commitment of support from
      group senior management, and S&P believes that incentives
      for providing such support exist both in good times and
      stressful conditions.

S&P raised the ratings on Marfrig due to the company's
improvements in its capital structure, liquidity, and cash flow
generation, following Marfrig's management of its debt structure,
higher export volumes and prices in Brazil, and gradual sales
growth in its international businesses.

S&P continues to assess Moy Park's business risk profile as
"weak" and financial risk profile as "significant," as S&P's
criteria define these terms.  These assessments underpin Moy
Park's stand-alone credit profile of 'bb-'.

S&P considers that Moy Park has a limited product portfolio,
owing to its focus on poultry.  Its geographic diversification is
low, with its business concentrated in the U.K. and France; and
S&P considers that its EBITDA margins of about 7% are below
average for the nonalcoholic beverage and packaged food sector.

These risks are partly mitigated by stable growth rates in food
retailing, especially in the U.K., which in S&P's opinion are
likely to continue.  S&P takes a positive view of Moy Park's
market diversification into Continental Europe, along with its
specialized pricing model for passing on feed prices, which S&P
considers one of the biggest challenges facing the business.

Moy Park is the second-largest poultry producer in the U.K. after
Boparan Holdings Ltd., with a 25% share of the total U.K. poultry
production market.  Furthermore, Moy Park has leading shares of
46% in the ready-to-eat poultry segment and 52% in the chilled
fresh coated poultry segment.

S&P's assessment of Moy Park's "significant" financial risk
profile reflects S&P's base-case forecast of stable free
operating cash flow of about GBP30 million-GBP35 million for the
next 12-18 months, and the group's ability to maintain debt to
EBITDA at around 3x.

The stable outlook for Moy Park is in line with that on its
parent Marfrig Global Foods.  Any change in the rating on the
parent will have an impact on the Moy Park rating; for this
reason, the scenarios below reflect S&P's consideration of what
could lead to an upgrade or downgrade of Marfrig.  If S&P
perceives a change in the relationship between Moy Park and
Marfrig S&P could reassess the role of Moy Park within the group.

The stable outlook on Moy Park also reflects S&P's expectation
that it will maintain positive free operating cash for the next
12-18 months, and that debt to EBITDA will remain within the 3x-
4x range commensurate with the "significant" financial risk
profile category.

S&P equalizes the rating on Moy Park with that of its parent due
to Moy Park's strategic importance within Marfrig Group.  S&P
would raise the ratings on Moy Park if S&P raises those on
Mafrig.

S&P could raise the rating on Marfrig if it generates stronger-
than-expected free operating cash flow and pays down its debt
more quickly (consistently achieving a debt-to-EBITDA ratio less
than 5.0x and FFO to debt above 12%).  However, the company's
"highly leveraged" financial risk profile limits this possibility
in the next 12 to 18 months.

S&P equalizes the rating on Moy Park with that of its parent due
to Moy Park's strategic importance within Marfrig Group.  S&P
would lower the ratings on Moy Park if S&P lowers those on
Marfrig.

S&P could lower the ratings on Marfrig if less favorable market
conditions (including higher cattle and grain prices combined
with lower demand for beef) pressure revenues and margins, which
could prevent Marfrig from generating positive free operating
cash flow to start paying down debt.  In addition, if Marfrig
resumes a more aggressive debt-financed acquisitive growth
strategy, further pressuring liquidity, S&P would also lower the
ratings.


NEW STORE EUROPE: Administrators Confirm 231 Redundancies
---------------------------------------------------------
The joint administrators of New Store Europe UK Limited have
announced a total of 231 redundancies.

Will Wright and Mark Orton from KPMG were appointed joint
administrators of New Store Europe UK Limited on Oct. 2, 2014. A
supplier to a number of high street retailers, New Store Europe
UK Limited employed 307 people at its headquarters in Harlow,
Essex, and across sites in Corby, Bicester and Leicester.

About 69 members of staff will be retained in the short-term to
assist the administrators in the winding down of the company.

Will Wright, partner at KPMG and joint administrator, said: "Over
the last 12 days, we have been in discussions with a number of
interested parties with a view to securing a going concern sale
of the business. Unfortunately, we have been unable to secure a
sale of any elements of the business to date, and the financial
position of the company has meant that we have had to make a
significant number of redundancies."

Employment specialists from KPMG's restructuring practice will be
ensuring the employees are supported in claiming redundancy,
notice pay and arrears of holiday pay from the government's
Redundancy Payments Office.

New Store Europe UK Limited is a store interior, shop fitting and
design company.


NWS OF BARNSLEY: Averts Liquidation Following GBP3.4MM Debt Deal
----------------------------------------------------------------
The Star reports that NWS of Barnsley has avoided liquidation
after renegotiating its GBP3.4 million debt.

NWS of Barnsley faces an uncertain future after creditors agreed
to a Company Voluntary Arrangement -- but it does not face
immediate closure with the loss of all jobs, The Star discloses.

At a meeting this week, creditors agreed to a deal to pay them
11p for every GBP1 they are owed, The Star relates.

The alternative, according to the directors, was no pay out and
liquidation, The Star notes.

According to The Star, in insolvency documents, directors
Alix Fellows and Russell Cowan and founder Stewart Davies say
they are willing to commit GBP250,000 to be shared among
creditors.

The directors' aim is to "preserve the accreditations,
certifications and infrastructure and good relations to enable
the company to trade again in future", The Star states.

NWS made GBP1.8 million profit in 2012 but lost GBP2.2 million
last year and had a deficiency of GBP3 million at the end of
September, The Star says citing a statement of affairs.

NWS of Barnsley is one of the United Kingdom's largest installers
of energy-saving measures.


                            *********

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
202-362-8552.


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