TCREUR_Public/150204.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Wednesday, February 4, 2015, Vol. 16, No. 24

                            Headlines

G E R M A N Y

PATERNOSTER HOLDING: Moody's Assigns (P)B1 Corp. Family Rating
SOLAR-FABRIK: Files for Insolvency Due to Liquidity Issues


G R E E C E

GREECE: Brussels Mulls Liquidation of "Troika" of Int'l Creditors


I R E L A N D

* IRELAND: Insolvencies in Galway Drop in 1st Nine Mos. in 2014


N E T H E R L A N D S

SPYKER AUTOMOBIELEN: Wins Appeal, Overturns Bankruptcy Decision


P O R T U G A L

REN-REDES ENERGETICAS: S&P Revises Outlook to Pos., Affirms CCR
SAGRES' CHAVES: S&P Affirms 'CC' Ratings on 2 Note Classes


R O M A N I A

* ROMANIA: Corporate Insolvencies Drop 30.05% in 2014


R U S S I A

AKADEMICHESKY RUSSKY: Central Bank Revokes License
BRUNSWICK RAIL: S&P Lowers CCR to 'B-' on Weakening Prospects
PAVA OJSC: Shareholders Approve Liquidation
SME BANK: S&P Lowers Rating to 'BB+/B'; Outlook Negative
VASH LICHNY: Central Bank Revokes License


S P A I N

CAJAMAR RMBS: Fitch Takes Various Rating Actions on Tranches
HARVEST CLO VIII: Fitch Affirms 'Bsf' Rating on Class F Notes
FTYPME SABADELL 7: S&P Hikes Class C Notes Rating to 'BB+(sf)'
PYMES BANESTO 2: S&P Lowers Rating on Class B Notes to 'BB-'
PYMES BANESTO 3: S&P Affirms 'D' Rating on Class C Notes

PYMES SANTANDER 3: S&P Raises Rating on Class B Notes to BB
SANTANDER EMPRESAS: S&P Raises Rating on Class D Notes to B-


S W I T Z E R L A N D

VAT VAKUUMVENTILE: S&P Lowers CCR to 'B'; Outlook Stable


U N I T E D   K I N G D O M

DRENAGH ESTATE: Moves Out of Administration
LEEDS UNITED: Cellino Ban Creates Insolvency Risk, Director Says
MTL GROUP: In Administration, Cuts 150 Jobs
NORTHSOUTH COMMUNICATION: In Administration; 126 Jobs Affected
SWINTON COMMUNICATIONS: Brought Out of Administration

TORRIDGE COMMUNITY: In Liquidation Due to Financial Difficulties
TOWERGATE FINANCE: Senior Creditors Set to Seize Control
WESTRAM: In Voluntary Liquidation Following Olympic Woes
WOODBERRY BROS: Weston Firm Buys Former Factory Site

* N. Ireland Insolvency Activity Set to Rise, A&L Goodbody Says


                            *********



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G E R M A N Y
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PATERNOSTER HOLDING: Moody's Assigns (P)B1 Corp. Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned a provisional (P)B1 corporate
family rating (CFR) to Paternoster Holding III GmbH ("PH III" or
"the Issuer"), the (indirect) parent company of Wittur
International Holding GmbH (Wittur). At the same time Moody's has
assigned a provisional (P)B3 instrument rating with an LGD5 of
84% to the Issuer's proposed EUR200 million 8-year Senior Notes
and a provisional (P)Ba2 rating with an LGD2 of 29% to the
proposed EUR220 million 7-year Term Loan B (Term Loan) and the
proposed EUR65 million Revolving Credit Facility raised by the
Paternoster Holding IV GmbH (PH IV), a fully owned subsidiary of
the Issuer. The outlook on the ratings is stable. This is the
first time that Moody's has rated Paternoster.

PH III intends to raise EUR200 million through the issuance of
Senior Notes and EUR220 million from a Term Loan, as well as a
EUR65 million revolving credit facility (RCF). The proceeds from
the notes, the term loan and equity of EUR203 million (comprising
sponsor cash equity, management rollover equity and equity-like
seller deferred consideration of circa EUR40 million, all of
which are "common equity" claims against the capital of the
issuer), will be used to finance the enterprise value for Wittur
and relevant transaction fees.

Moody's issues provisional ratings for debt instruments in
advance of the final sale of securities or conclusion of credit
agreements. Upon a conclusive review of the final documentation,
Moody's will endeavor to assign a definitive rating to the
different capital instruments. A definitive rating may differ
from a provisional rating.

Ratings Rationale

PH III's (P)B1 corporate family rating (CFR) reflects (1) the
group's limited product offering, mitigated by scale advantages
given its product focus; (2) highly concentrated customer base,
with four Western multinational customer representing 68% of
revenues in 2013, with particular reliance on one of them; and
(3) high reliance on the new build market, which generated
approximately two-thirds of group sales in 2013; with particular
concentration in China owing to urbanization trends; in addition
to (4) high initial financial leverage, with debt to EBITDA
anticipated to improve below 5.5x in 2015 and below 5.0x in 2016,
predominantly driven by a continuous improvement in
profitability. Moody's expects that Wittur will improve its
initially limited liquidity position over the course of 2015 year
thanks to meaningful free cash flow generation and anticipates a
cash balance of EUR25 million at the end of this year.

However, these negatives are partially offset by the group's (1)
healthy profit margins and free cash flow generation in the past
three years; (2) significant aftermarket sales estimated at
around 50% in Europe (but only around 5% in China); (3) its long
term relationships with original equipment manufacturers of
elevators, supported to a degree by lengthy homologation and
certification processes and by robust structural drivers that
have driven the strong growth of the Elevators and Escalators
(E&E) industry in recent years, which the rating agency believes
will remain intact over the next 12-18 months.

The rating is initially weakly positioned and incorporates
Moody's expectation that EBITDA will improve in 2015 supported by
ongoing growth in China and other Asian markets (albeit at a
lower rate than in previous years).

In Moody's loss-given-default (LGD) assessment, Moody's rank
first the proposed EUR220 million 7-year Term Loan and EUR65
million 6-year RCF. The Term Loan and the RCF will be guaranteed,
secured over the shares of each guarantor and certain assets of
the guarantors (will rank pari passu to each other) and
structurally as well as contractually senior to the Senior Notes.

The proposed EUR200 million 8-year Senior Notes will benefit from
senior subordinated guarantees from the term loan issuer and the
same guarantors of the Term Loan but, unlike the Term Loan, will
not benefit from any security from the operating companies. The
notes will therefore be subordinated to the Term Loan, thus
resulting in an upward notching of the Term Loan to (P)Ba2 (LGD2-
29%), reflecting the instrument's seniority in the event of an
enforcement of the collateral. Accordingly, the Senior Notes are
notched down to (P)B3 (LGD5-84%).

Rationale for the Stable Outlook

The stable rating outlook reflects Moody's expectation for
adjusted debt-to-EBITDA leverage below 5x over the coming 18
months and for a meaningful, though gradual, reduction of the
company's customer concentration over time. Financial metrics are
expected to modestly improve as earnings increase while debt
remains fairly steady. The stable outlook also factors in the
expectation that the group will maintain an adequate liquidity
profile with sufficient headroom under financial covenants
throughout the forecast period.

What Could Change the Rating UP/DOWN

The ratings could be upgraded if the company reduced its main
dependencies, in particular in terms of customer concentration.
Ratings could also be upgraded if Moody's were to expect the
financial ratios to improve such that adjusted debt-to-EBITDA
leverage would be sustained at or below 4x, EBITDA interest
coverage approaches 3.0x, while free cash flow to adjusted debt
exceeded 10%.

The ratings could be downgraded if the company's financial policy
became more aggressive, including an expectation for leverage to
be sustained over 5.5x, which Moody's views as most likely to
occur through debt-funded acquisitions. Downward pressure would
also follow adverse economic conditions in Wittur's growth
markets, such as in Asia, or a deterioration in the mature
European markets. A deterioration of liquidity could also result
in a downgrade.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Based in Germany, Wittur is a private-equity-owned manufacturer
of elevator components. The company produces and sells elevator
components such as automatic elevator doors, lift cars, safety
components, drives, elevator frames and complete elevators.
Wittur had revenues of EUR480 million in 2013 and around 3,100
employees. In December 2014, funds advised and managed by Bain
Capital agreed to acquire Wittur from Triton and Capvis. The
transaction is expected to close in March 2015 following receipt
of the required regulatory and anti-trust approvals.


SOLAR-FABRIK: Files for Insolvency Due to Liquidity Issues
----------------------------------------------------------
PV-Tech reports that Solar-Fabrik has filed for insolvency, but
under self administration, at the local court of Freiburg.

According to PV-Tech, the company said that the insolvency
proceedings were due to liquidity issues it had projected could
occur in the course of the second quarter of 2015, without
providing further details.

Solar-Fabrik noted that it was not suffering from any form of
over-indebtedness and was not insolvent, PV-Tech relays.

In a financial filing, Solar-Fabrik, as cited by PV-Tech, said it
had been impacted by low market demand combined with PV module
pricing pressure since the fourth quarter 2014, which it did not
expect to improve for several months to come.

Solar-Fabrik Wismar GmbH, a subsidiary of the company was also
said to have filed for insolvency proceedings under self
administration at the same court, PV-Tech notes.

Solar-Fabrik is a German PV module manufacturer.



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G R E E C E
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GREECE: Brussels Mulls Liquidation of "Troika" of Int'l Creditors
-----------------------------------------------------------------
The European Commission is considering the possibility of
liquidation of the format of the "Troika" of international
creditors for Greece (the European Union, European Central Bank
and International Monetary Fund) that is engaged in crediting and
in fact, external management of the Greek economy, a European
diplomatic source told TASS.

TASS reports that the diplomat said, however, that Brussels might
take this step only if the country's new government confirms the
course for "budget economy and structural reform."

The "troika" is associated in the country with numerous hardships
that the Greek nation had to endure over the past three years,
according to TASS.  In this connection, the format of the
"troika" of international lenders may be abolished and replaced
with a new regime of macro-finance dialogue with Athens, but only
on the condition of continuation of the budget economy and
structural reform course by Greece, the diplomat said, TASS
relates.

"This possibility is under discussion," TASS quoted the diplomat
as saying.

TASS notes that Greece has been relying on international rescue
loans since 2010.  It has received EUR240 billion (US$330
billion) in international loans, the report relates.

In exchange, Athens has implemented harsh austerity programs, the
report discloses.  The measures have forced people to endure
multiple tax increases, along with cuts in pension and salary, in
exchange for bailout loans by the troika, the report adds.



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I R E L A N D
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* IRELAND: Insolvencies in Galway Drop in 1st Nine Mos. in 2014
---------------------------------------------------------------
Enda Cunningham at Connacht Tribune reports that the number of
companies declared insolvent in Galway City and County in the
first nine months of 2014 dropped slightly on the same period
last year.

Statistics compiled for the Connacht Tribune for the first nine
months of the year -- the most up-to-date available -- shows
there were a total of 44 insolvencies recorded in Galway.  That
figure is down from the 46 recording during the same nine-month
period in 2013, from 77 in 2012, 81 in 2011 and 72 in 2010.

The total figure includes court liquidations, creditors'
voluntary liquidations, receiverships and examinerships.  The
statistics were provided to the Connacht Tribune by
insolvencyjournal.ie which is owned by Deloitte.  The figures for
Galway (the city and county combined) show there were 16
insolvencies in the first quarter; 19 in the second quarter and
nine in the third quarter, Connacht Tribune relays.

According to Connacht Tribune, comparative insolvency figures for
other counties for the first nine months of 2014 show Dublin had
401; Cork had 89; Limerick had 41 and Waterford had 17.

Elsewhere in Connacht, Mayo recorded 20 insolvencies; Roscommon
had eight; Leitrim had nine; Sligo had seven and Leitrim five.

There were a total of 942 business insolvencies nationally up to
the end of September, Connacht Tribune relays.



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N E T H E R L A N D S
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SPYKER AUTOMOBIELEN: Wins Appeal, Overturns Bankruptcy Decision
---------------------------------------------------------------
carscoops.com reports that Spyker Automobielen BV was declared
bankrupt on December 18, 2014, and at that time, the company's
Chief Executive Officer Victor Mueller said he would
"relentlessly endeavor to resurrect Spyker as soon as practically
possible," which he has.  The court's decision has been repealed
and the automaker is back in business, according to
carscoops.com.

According to the release posted on the official Spyker site, the
ruling says Spyker was never actually bankrupt, even in the
downtime between court decisions.  Apparently, all the company
faced were "short-term operational and liquidity challenges. When
expected bridge funding did not arrive timely, the Court
appointed administrator who, together with the Board of
Management, bears final responsibility for the management of the
Company," carscoops.com notes.

carscoops.com discloses that the infusion of capital that it was
expecting did happen, even if a bit later than planned (a few
days after the bankruptcy ruling).

carscoops.com relays that Victor Mueller is quoted as saying "on
December 18, last, perhaps the blackest day in our 15 year
history, I announced that as far as I was concerned, this was not
the end and we would live up to our commitment to relentlessly
endeavor to resurrect Spyker as soon as practically possible."

carscoops.com notes that Mr. Mueller added that even he did "not
foresee at the time how quickly and unscathed Spyker would emerge
from a situation which usually heralds the end of an era."



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P O R T U G A L
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REN-REDES ENERGETICAS: S&P Revises Outlook to Pos., Affirms CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Portuguese utility REN-Redes Energeticas Nacionais, SGPS, S.A.
(REN) to positive from stable.  At the same time, S&P affirmed
the 'BB+/B' long- and short-term corporate credit ratings on REN.

In addition, S&P affirmed the 'BB+' issue rating on REN's senior
unsecured debt.  The '3' recovery rating on the rated issues is
unchanged.

The positive outlook reflects S&P's view that since Portuguese
energy regulator ERSE approved its tariffs for REN's electricity
transmission business, the company now benefits from increased
earnings visibility over 2015-2017.  (The electricity
transmission business constitutes about 70% of REN's total
regulated asset value.)  Furthermore, the regulation and
remuneration of energy networks has once again remained stable
and consistent across regulatory periods.  Although the return on
regulatory asset value has decreased due to the low interest rate
environment, S&P believes that the impact on REN's credit metrics
will be partly and gradually offset by the low future cost of
debt and incentive income on capital expenditure (capex)
outperformance.  At the same time, S&P anticipates that REN will
generate positive discretionary cash flow and gradually reduce
its debt burden, supported by the scaled down capex and the
stable dividend policy. S&P's base case indicates that over the
rating horizon of two years REN could achieve adjusted FFO to
debt in the region of 12%-13%, which S&P sees as commensurate
with a higher rating.

That said, S&P believes that REN's credit metrics will weaken
slightly from their 2013 levels on the back of the extraordinary
levy on energy companies, which adds an additional burden of
about EUR25 million to REN's tax bill.  S&P understands that REN
has not yet made a decision whether to pay this tax to the
government. Some downside to S&P's forecasts could result if REN
pursues riskier debt-funded acquisitions as part of its
international expansion.  The strategic plan update, which S&P
expects in the summer of 2015, will provide more clarity on
financial targets and acquisition budgets.

"The ratings remain based on our view of REN's business risk
profile as "strong."  This assessment primarily incorporates our
view of the regulated power network, "very low" industry risk,
and of "moderately high" country risk for Portugal.  It is also
underpinned by REN's "strong" competitive position, with a
monopolistic market position in a well-established and supportive
regulatory regime with regulated, asset-based revenues.  Our
assessment also reflects REN's cost discipline and solid
operating performance, which translate into average profitability
with low volatility, despite a fairly low level of returns on
regulated assets.  Constraints comprise deteriorated Portuguese
sovereign creditworthiness, and some appetite for international
expansion in potentially less-supportive jurisdictions," S&P
said.

"Our assessment of REN's financial risk profile as "aggressive"
is based on our medial volatility table, as defined in our
criteria. It is underpinned by our expectation of positive
discretionary cash flow on the back of falling capex and our
expectation of stable credit metrics, despite eroding cash flow
generation.  We also take into account REN's cash flow
volatility, linked to a time lag in the tariff mechanism and the
strong support of its majority shareholder," S&P added.

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

   -- Portugal's real GDP will grow at just over 1% on average
      per year over 2014-2015, but this has little impact on
      REN's revenues as they are based on approved tariffs.  A
      2%-5% EBITDA decrease in 2014 and almost flat EBITDA in
      2015 onward, reflecting slightly decreasing sovereign yield
      levels, and mirroring developments in the regulatory asset
      base.  A fairly stable EBITDA margin, thanks to the
      company's significant ongoing efficiency efforts.

   -- The average cost of debt declining to 4.7% from its 5.7%
      peak at year-end 2012 and the rollover in 2015 (and into
      2016) of the exceptional tax.

   -- Domestic capex reduced to EUR175 million per year.  In
      addition, investments factor in the acquisition of gas
      storage assets for about EUR72 million in 2015.

   -- No international acquisitions.

   -- Stable dividends.

   -- Negative working capital changes as the recovery of some
      tariff deviations is more than offset by new tariff
      accruals.

Based on these assumptions, S&P arrives at these credit measures
over 2015-2017:

   -- Adjusted funds from operations (FFO) to debt below 12% in
      2015 due to the gas storage acquisition, rebounding to
     12%-13.0% in the following years.

   -- Positive discretionary cash flows to debt in the range
      of 1-2% in each year beyond 2016, which are used to pay
      down debt.  Adjusted FFO interest coverage of 3.5x-40x.

S&P continues to assess REN's exposure to Portuguese country risk
as "high," as all the company's revenues originate in the
country. Under S&P's criteria, a nonsovereign entity with "high"
country risk exposure can be rated two notches above a sovereign
rated 'B' or higher.  S&P believes REN has extraordinary credit
strengths that mitigate domestic risk factors.

REN's defensive business model and underlying regulatory
framework effectively shield the company from the adverse impacts
of the macroeconomic and sovereign crisis on its earnings.  REN's
asset-based regulated remuneration is immune to energy volume and
price risks and it is indexed on Portugal bond yields, thereby
providing some hedge against sovereign-driven interest rate
moves.  Lower energy demand proves countercyclical, as it implies
lower infrastructure needs and therefore lower capex, which is
credit supportive, all else being equal.

Though not immune to budgetary risk, as reflected in the recent,
purportedly one-off tax, S&P continues to deem regulation risk
for transmission activities as remote.  ERSE, the Portuguese
energy regulator, has a strong track record -- tested under
Portugal's bailout stress -- of resilience to sovereign, legal,
and political interference.

REN is not vulnerable to a possible sovereign-triggered
disruption in local funding access, thanks to its active
management and the material liquidity support effectively
facilitated by its majority 25% shareholder, State Grid
International Development Ltd. (SGID; the international expansion
arm of State Grid Corp. of China, the world's largest power
transmission grid), which makes refinancing risk zero by 2017.

Based on S&P's stress-test of the long-term rating on REN, S&P
concludes that there is a measureable likelihood that the issuer
would withstand a sovereign default.  S&P therefore believes the
utility's ability to service and repay debt is superior to that
of the sovereign.

The positive outlook reflects S&P's expectation that REN's
business risk has improved due to the increased visibility on
earnings in its electricity transmission business in the period
of 2015-2017.  S&P believes that the regulatory regime offers
protection against the relatively uncertain, although improving
economic and fiscal conditions in Portugal.  S&P now anticipates
that after a dip in 2015 due to the acquisition of gas storage
assets, the company's core credit metrics will recover and remain
in the region of 12%-13%, which S&P sees as being commensurate
with a higher rating, assuming no unexpected weakening of the
regulatory, fiscal, or economic environment in Portugal.

Ratings upside is, however, limited to one notch, as long as the
rating on Portugal remains unchanged, because S&P assess REN's
exposure to Portuguese country risk as "high."  Under S&P's
criteria, a non-sovereign entity with "high" country risk
exposure can be rated two notches above a sovereign rated 'B' or
higher.

S&P could revise the outlook to stable if REN's core metrics fall
short of 12%-13% over our two-year rating horizon.  This could
occur on the back of debt-funded and riskier international
expansion or an unexpected and far-reaching regulation overhaul
in Portugal significantly diluting the company's business risk
profile.


SAGRES' CHAVES: S&P Affirms 'CC' Ratings on 2 Note Classes
----------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions on all classes of notes in SAGRES Sociedade de
Titularizacao de Creditos, S.A.'s series Chaves SME CLO No. 1
(SAGRES' Chaves SME CLO No. 1).

Specifically, S&P has:

   -- Raised to 'A (sf)' from 'A- (sf)' its rating on the class B
      notes; and

   -- Affirmed its ratings on the class C, D, and E notes.

Upon publishing S&P's updated criteria for rating single-
jurisdiction securitizations above the sovereign foreign currency
rating (RAS criteria), S&P placed those ratings that could
potentially be affected "under criteria observation".

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

S&P has used data from the November 2014 performance report to
perform its credit and cash flow analysis and has applied its
European small and midsize enterprise (SME) collateralized loan
obligation (CLO) criteria and its current counterparty criteria.
For ratings in this transaction that are above S&P's rating on
the sovereign, it has also applied its RAS criteria.

CREDIT ANALYSIS

SAGRES' Chaves SME CLO No. 1 is a single-jurisdiction cash flow
CLO transaction securitizing a portfolio of SME loans that was
originated by Banco Portugues de Negocios S.A. in Portugal.  The
transaction closed in December 2006.

S&P has applied its European SME CLO criteria to determine the
scenario default rate (SDR) -- the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level using CDO Evaluator.

To determine the SDR, S&P adjusted the archetypical European SME
average 'b+' credit quality to reflect two factors (country and
originator and portfolio selection adjustments).

S&P ranked the originator into the moderate category.  Taking
into account Portugal's Banking Industry Country Risk Assessment
(BICRA) score of 7 and the originator's average annual observed
default frequency, S&P has applied a downward adjustment of two
notches to the 'b+' archetypical average credit quality.

As a result of these adjustments, S&P's average credit quality
assessment of the portfolio was 'CCC+', which it used to generate
its 'AAA' SDR.

S&P has calculated the 'B' SDR, based primarily on its analysis
of historical SME performance data and S&P's projections of the
transaction's future performance.  S&P has reviewed the
originator's historical default data, and assessed market
developments, macroeconomic factors, changes in country risk, and
the way these factors are likely to affect the loan portfolio's
creditworthiness.

S&P interpolated the SDRs for rating levels between 'B' and 'AAA'
in accordance with S&P's European SME CLO criteria.

RECOVERY RATE ANALYSIS

S&P applied a weighted-average recovery rate (WARR) at each
liability rating level by considering the asset type and its
seniority, the country recovery grouping, and the observed
historical recoveries in this transaction.

COUNTRY RISK

S&P's long-term unsolicited rating on the Republic of Portugal is
'BB'.  S&P's RAS criteria require the tranche to have sufficient
credit enhancement to pass a minimum of a "severe" stress to
qualify to be rated above the sovereign.

CASH FLOW ANALYSIS

S&P used the reported portfolio balance that it considered to be
performing, the principal cash balance, the current weighted-
average spread, and the weighted-average recovery rates that S&P
considered to be appropriate.  S&P subjected the capital
structure to various cash flow stress scenarios, incorporating
different default patterns and timings and interest rate curves,
to determine the rating level, based on the available credit
enhancement for each class of notes under S&P's European SME CLO
criteria.

Under S&P's RAS criteria, it can rate a securitization up to four
notches above S&P's foreign currency rating on the sovereign if
the tranche can withstand "severe" stresses.  However, if all six
of the conditions in paragraph 48 of the RAS criteria are met
(including credit enhancement being sufficient to pass an extreme
stress), S&P can assign ratings in this transaction up to a
maximum of six notches (two additional notches of uplift) above
the sovereign rating.

The available credit enhancement for the class B notes can
withstand extreme stresses in S&P's cash flow model.  S&P has
therefore raised to 'A (sf)' from 'A- (sf)' its rating on the
class B notes.

Given that the rating levels for the class C, D, and E notes are
lower than the sovereign ratings, S&P has not applied its RAS
criteria.  Based on S&P's credit and cash flow analysis, it
considers the available credit enhancement for the class C, D,
and E notes to be commensurate with their currently assigned
ratings. S&P has therefore affirmed its ratings on these classes
of notes.

Class              Rating
            To                From

SAGRES Sociedade de Titularizacao de Creditos, S.A.

EUR616.57 Million Asset-Backed Floating-Rate Securitisation
Notes (Chaves SME CLO No. 1)

Rating Raised

B           A (sf)            A- (sf)

Ratings Affirmed

C           CCC- (sf)
D           CC (sf)
E           CC (sf)



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* ROMANIA: Corporate Insolvencies Drop 30.05% in 2014
-----------------------------------------------------
The Diplomat reports that the number of companies having entered
insolvency last year dropped by 30.05 per cent, down to 20,696
companies, compared with 2013, according to data centralised by
the National Trade Register Office-ONRC.

The Diplomat says the largest number of companies that entered
insolvency were recorded by the ONRC in Bucharest, 3,354
respectively, down 10.77 per cent compared with the 2013 figure,
followed by Bihor County, 1,404 companies (representing a 23.11
per cent drop against the previous year) and Dolj County, 825
companies (down by 26.67 per cent).

According to the report, there were 101,627 individuals and
companies registered last year, by 18.58 less than in 2013, most
of them in Bucharest, 18,406 respectively, followed by Cluj,
5,837 and Timis County, 4,549.



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R U S S I A
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AKADEMICHESKY RUSSKY: Central Bank Revokes License
--------------------------------------------------
Scott Rose at Bloomberg News reports that Russia's central bank
has revoked the license of Akademichesky Russky Bank.

Moscow-based Akademichesky Russky Bank was Russia's 642nd largest
by assets as of January 1, 2015.


BRUNSWICK RAIL: S&P Lowers CCR to 'B-' on Weakening Prospects
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'B-' from 'B+' its
long-term corporate credit rating on Brunswick Rail Ltd., a
freight railcar lessor in Russia.  The outlook is negative.

At the same time, S&P lowered to 'B-' from 'B+' its long-term
issue rating on the company's US$600 million 6.5% senior
unsecured notes due 2017 issued by Brunswick Rail Finance Ltd.
S&P also lowered the recovery rating on these notes to '4' from
'3', indicating its expectation of average (30%-50%) recovery
prospects in the event of a payment default.

The downgrade primarily reflects S&P's view that Brunswick Rail
has low headroom under its bank loan covenant and that there is a
high likelihood that the company could breach the covenant in
2015.  This has led S&P to revise its liquidity assessment to
"less than adequate" from "adequate."

S&P believes that the weak macroeconomic conditions in Russia,
including the steep depreciation of the Russian ruble, will
continue to adversely affect Brunswick Rail's operating
environment.  Russian rail companies do not have large export
businesses and as a result do not benefit from a natural currency
hedge.  They are therefore far more vulnerable to volatility in
the ruble.  A significant proportion of Brunswick Rail's debt
(more than 80% as of Sept. 30, 2014) is in U.S. dollars, and just
more than half of its revenues are currently linked to the same
currency.  Competitive pressures, driven by an oversupply of
railcars in the market, have further weakened spot market daily
rates -- to such an extent that it has become financially viable
for clients to terminate their dollar-denominated contracts, pay
penalties, and then lease railcars at spot rates in rubles.

Brunswick Rail further suffers from weak country and customer
diversification, with around 45%-50% of its revenues coming from
its top five clients.  S&P believes a prolonged downturn in the
Russia economy or further volatility in the ruble could increase
the likelihood that Brunswick Rail's customers may push for the
lessor to delink their contracts from the U.S. dollar or delay
payments.  S&P has revised its business risk profile assessment
for Brunswick Rail to "weak" from "fair."

As a result of the above, S&P expects Brunswick Rail's credit
metrics to be significantly weaker than S&P previously
anticipated, with funds from operations (FFO) to debt well below
12% -- the level S&P considers commensurate with the 'B+' rating.
In addition to the low covenant headroom, difficult market
conditions, and weakening financial metrics, there is also a
degree of refinancing risk related to a sizable US$600 million
Eurobond due in 2017.  This has led S&P to revise its financial
risk profile assessment to highly leveraged" from "aggressive."
A note on S&P's debt adjustments:  Because S&P now assess
Brunswick Rail's business risk profile as "weak," S&P has revised
its calculation of Brunswick's surplus cash, and S&P no longer
deducts it from gross debt for the purpose of calculating
Brunswick's credit measures.

In S&P's base-case scenario for Brunswick Rail over the next 12
months, S&P assumes:

   -- Revenue contraction of between 30%-35% in 2015, due to
      S&P's expectation that the Russian rail freight market will
      continue to shrink over the next 12-18 months.  The
      adjusted EBITDA margin will weaken to around 65%-70%.

   -- Very modest capital expenditure (capex) comprising
      maintenance spending of about $10 million.

Based on these assumptions S&P arrives at these credit measures
over the same period:

   -- FFO to debt significantly below 12%.
   -- Debt to EBITDA of significantly more than 5x.

The negative outlook reflects S&P's view that the business
environment for the remainder of 2015 will remain extremely
difficult for Brunswick Rail.  In addition, S&P believes there is
a high likelihood that the company could breach the covenant
under its bank loan over the next 12 months.

S&P could lower the rating if the company is unable to meet its
covenant or if S&P believes there is a significant liquidity
shortfall over the next 12-18 months.  This could happen if the
weak macroeconomic conditions in Russia and volatility in the
ruble continue to undermine Brunswick Rail's revenues and
profitability and impair its ability to service its dollar-
denominated debt.

S&P could consider revising the outlook to stable if it believes
Brunswick Rail has restored adequate headroom under its covenant
or has a credible plan to avert such a breach in a timely
fashion. The outlook revision would also require that Brunswick
Rail's operating performance does not deteriorate significantly
from current levels and that the company manages liquidity
coverage of at least 1x over the next 12-18 months.


PAVA OJSC: Shareholders Approve Liquidation
-------------------------------------------
Reuters reports that Pava OJSC said its shareholders approved the
company's liquidation.

The company appointed N.Yu. Popov as the company's liquidator,
according to Reuters.


SME BANK: S&P Lowers Rating to 'BB+/B'; Outlook Negative
--------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
foreign currency ratings on Russia-based SME Bank to 'BB+/B' and
its local currency ratings to 'BBB-/A-3'.  The outlook is
negative.

The ratings on SME Bank reflect S&P's view that it is a "core"
subsidiary of VEB, a government-related entity (GRE) that has an
almost certain likelihood of extraordinary support from the
Russian Federation.  In S&P's view, SME Bank is a core subsidiary
because it is an integral development-finance institution
operating within the VEB group under a specific mandate.  SME
Bank bears significant responsibility for Russia's program to
develop its small and midsize enterprise (SME) sector.  The
federal government views this as a priority and SME Bank handles
the SME program as part of VEB's larger mandate.  SME Bank's core
status also reflects the strong financial links between VEB and
SME Bank, notably with respect to funding.  Accordingly, S&P
equalizes the ratings on SME Bank with those on VEB.

S&P classifies SME Bank as a GRE that has a high likelihood of
timely and sufficient extraordinary support from the Russian
government, its ultimate owner.

S&P assess SME Bank's stand-alone credit profile (SACP) as 'bb-',
which is one notch higher than VEB's SACP.

The negative outlook on SME Bank mirrors that on VEB.  S&P
equalizes the ratings on SME Bank with those on VEB because S&P
classifies SME Bank as a core subsidiary of VEB.  Unless SME
Bank's status as a core subsidiary of VEB changes, S&P expects
its ratings and outlook on SME Bank to continue to reflect those
on VEB.

S&P might lower the ratings if SME Bank's status within the VEB
group weakened.  This could happen if S&P considered that SME
Bank no longer fit in with VEB's larger policy mandate for the
Russian government, a scenario S&P considers to be unlikely.  It
could also occur if VEB's credit profile deteriorates to an
extent that limited its ability to support SME Bank.

S&P would revise the outlook to stable if it was to revise the
outlook on VEB to stable.


VASH LICHNY: Central Bank Revokes License
-----------------------------------------
Scott Rose at Bloomberg News reports that Russia's central bank
has revoked the license of Vash Lichny Bank.

Ust-Kut-based Vash Lichny Bank was Russia's 504th largest lender
by assets as of January 1, 2015.



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


CAJAMAR RMBS: Fitch Takes Various Rating Actions on Tranches
------------------------------------------------------------
Fitch Ratings upgraded one and affirmed 23 tranches of the
Cajamar RMBS series. The agency also revised the Outlook to
Stable from Negative on seven tranches.

The transactions are part of a series of RMBS transactions that
were originated and are serviced by Cajamar Caja Rural, Sociedad
Cooperativa de Credito (Cajamar, now part of Cajas Rurales
Unidas, Sociedad Cooperativa de Credito; rated BB/Negative/B).

KEY RATING DRIVERS

Sufficient Credit Enhancement
The notes in TDA Cajamar 2, IM Cajamar 3 and IM Cajamar 4 are
currently amortizing on a pro-rata basis. IM Cajamar 5 is
expected to switch to pro-rata amortization in the next year.
This, combined with the reserve funds in IM Cajamar 3 and 4
amortizing to their respective floors, will lead to a
stabilization in the credit enhancement (CE) levels across the
structures. Nevertheless, CE available in these structures is
deemed sufficient to support the ratings at their current levels,
as reflected in today's affirmation of the notes.

IM Cajamar 6 continues to pay sequentially as its reserve fund is
below target. "We expect the reserve fund to continue to be
replenished, leading to an increase in CE until the notes switch
to pro-rata amortization. Based on the current pace of
replenishment, we do not expect the reserve fund to reach its
target before August 2016," Fitch said.

Declining Arrears
The rating actions reflect positive asset performance seen over
the past 12 months. As of end-October 2014, three-months plus
arrears (excluding defaults) ranged from 0.3% (TDA Cajamar 2) to
0.7% (IM Cajamar 6) of the current pool balances.

Cumulative gross defaults (defined as loans in arrears for more
than 12 months) are low for IM Cajamar 3, IM Cajamar 4 and TDA
Cajamar 2, ranging between 1.6% (TDA Cajamar 2) and 3.1% (IM
Cajamar 4) of the initial portfolio balance. In IM Cajamar 5 and
IM Cajamar 6 cumulative gross defaults are higher at 4.9% and
7.1% respectively, and above the average 4.8% seen for other
Spanish RMBS. Nevertheless, most of these defaults have been
fully provisioned for using excess spread.

Historically the excess spread has not always been sufficient to
provision for defaults immediately, which has led to some reserve
fund draws. However, the reserve funds have subsequently been
replenished and are currently on target in TDA Cajamar 2 and all
IM deals except IM Cajamar 6, which stood at 63% of its target as
of end-October 2014. The reserve fund in IM Cajamar 6 has seen
continued replenishments since May 2013.

Counterparty Risk Mitigated

The servicer and collection account bank in these transactions is
Cajas Rurales Unidas, Sociedad Cooperativa de Credito
(BB/Negative/B). The collection accounts are swept daily with
proceeds being transferred to the treasury account bank BNP
Paribas (A+/Stable/F1). Fitch has tested the transactions for
payment interruption and found that IM Cajamar 3, 4 and TDA
Cajamar 2 structures have sufficient liquidity cover for a
default of the servicer and collection account bank.

Following full and partial replenishment of the reserve funds in
IM Cajamar 5 and Cajamar 6, respectively, which increased
available liquidity, the rating of the collection account bank is
no longer a rating driver for these transactions. This is because
the improved performance and increased liquidity now enable the
transactions to mitigate payment interruption risk in case of
collection account bank default. Previously, IM Cajamar 5 and
Cajamar 6 could not be rated higher than 'Asf'.

Lack of Hedging

Fitch believes the removal of interest rate hedge agreements on
IM Cajamar 5 and IM Cajamar 6 transactions in 4Q13 introduces
basis and reset risks to the transactions, which we have factored
into the analysis. Nevertheless, the agency considers the
available credit enhancement is sufficient to withstand the
resulting stresses.

RATING SENSITIVITIES

A worsening of the Spanish macroeconomic environment, especially
employment conditions, or an abrupt shift of interest rates could
jeopardise the underlying borrowers' affordability.

As IM Cajamar 5 and 6 are unhedged, an unexpected sharp rise in
interest rates beyond Fitch's stresses would cause the
transactions to suffer cash shortfalls, which may result in
negative rating actions.

The ratings are also sensitive to changes to Spain's Country
Ceiling (AA+) and, consequently, changes to the highest
achievable rating of Spanish structured finance notes (AA+sf).


HARVEST CLO VIII: Fitch Affirms 'Bsf' Rating on Class F Notes
------------------------------------------------------------
Fitch Ratings has affirmed Harvest CLO VIII Limited, as follows:

EUR243.0 million Class A: affirmed at 'AAAsf'; Outlook Stable
EUR47.0 million Class B: affirmed at 'AAsf'; Outlook Stable
EUR27.0 million Class C: affirmed at 'Asf'; Outlook Stable
EUR21.0 million Class D: affirmed at 'BBBsf'; Outlook Stable
EUR31.0 million Class E: affirmed at 'BBsf'; Outlook Stable
EUR10.0 million Class F: affirmed at 'Bsf'; Outlook Stable
EUR46.0 million Subordinated Notes: not rated

Harvest CLO VIII Ltd is an arbitrage cash flow CLO. Net proceeds
from the issuance of the notes were used to purchase a EUR412
million portfolio of European leveraged loans and bonds. The
portfolio is managed by 3i Debt Management Investments Limited.
The reinvestment period is scheduled to end in 2018.

KEY RATING DRIVERS

The affirmation reflects the transaction's stable performance
since the deal closed in March 2014.

The deal went effective on June 20, 2014. As of January 2015 the
transaction had built par and total assets exceeded the target
par of EUR412 million by EUR2 million.

There are no defaulted assets and no assets rated 'CCC' by Fitch
in the portfolio. The weighted average recovery rate as reported
in January 2015 was 66.1%. All portfolio profile tests and
Fitch's collateral quality tests are passing.

Senior secured assets make up 95.7% of the portfolio, with the
remainder consisting of senior unsecured loans. Peripheral
exposure is to Spain (2.2%) and Italy (2.4%). The three largest
country exposures are to the US (21.3%), UK (20.9%) and France
(14.8%). The three largest industries the portfolio is exposed to
are healthcare (13.4%), industrial/manufacturing (11.8%) and
business services (12.1%).

All overcollateralization (OC) tests are passing with comfortable
cushions and interest coverage tests are also passing. The
cushion on the junior OC test is currently 4.5%, close to its
effective date level of 4.2%.

RATING SENSITIVITIES

Since the loss rates for the current portfolio are below those
modelled for the stress portfolio; the sensitivities shown in the
new issue report still apply for this transaction.


FTYPME SABADELL 7: S&P Hikes Class C Notes Rating to 'BB+(sf)'
--------------------------------------------------------------
Standard & Poor's Ratings Services took various rating actions in
IM FTPYME SABADELL 7 Fondo de Titulizacion de Activos'.

Specifically, S&P has:

   -- Affirmed its 'A+ (sf)' rating on the class A2(G) notes;

   -- Lowered to 'BBB (sf)' from 'BBB+ (sf)' its rating on the
      class B notes; and

   -- Raised to 'BB+ (sf)' from 'B+ (sf)' its rating on the class
      C notes.

Upon publishing, S&P's updated criteria for rating single-
jurisdiction securitizations above the sovereign foreign currency
rating (RAS criteria), S&P placed those ratings that could
potentially be affected "under criteria observation".

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

S&P has used data from the November 2014 investor report to
perform its analysis and has applied its European small and
midsize enterprise (SME) collateralized loan obligation (CLO)
criteria and its current counterparty criteria.  S&P has also
applied its RAS criteria.

IM FTPYME SABADELL 7 is a single-jurisdiction cash flow CLO
transaction securitizing a portfolio of SME loans that Banco de
Sabadell S.A. originated in Spain.  The transaction closed in
September 2008.

CREDIT ANALYSIS

S&P has applied its European SME CLO criteria to determine the
scenario default rates (SDRs) -- the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level using CDO Evaluator.

To determine the SDR, S&P adjusted the archetypical European SME
average 'b+' credit quality to reflect the following factors:
Country, originator, and portfolio selection.

"We ranked the originator into the moderate category.  Taking
into account Spain's Banking Industry Country Risk Assessment
(BICRA) score of 5, we have applied a downward adjustment of one
notch to the 'b+' archetypical average credit quality.  Due to
the absence of information on the creditworthiness of the
securitized portfolio compared with the originator's entire loan
book, we further adjusted the average credit quality by three
notches," S&P said.

As a result of these adjustments, S&P's average credit quality
assessment of the portfolio was 'ccc', which S&P used to generate
its 'AAA' SDR of 87%.

S&P has calculated the 'B' SDR, based primarily on its analysis
of historical SME performance data and its projections of the
transaction's future performance.  S&P has reviewed the
portfolio's historical default data, and assessed market
developments, macroeconomic factors, changes in country risk, and
the way these factors are likely to affect the loan portfolio's
creditworthiness.  As a result of this analysis, S&P's 'B' SDR is
9%.

S&P interpolated the SDRs for rating levels between 'B' and 'AAA'
in accordance with its European SME CLO criteria.

RECOVERY RATE ANALYSIS

At each liability rating level, S&P applied a weighted-average
recovery rate (WARR) by considering observed historical
recoveries.  As a result of this analysis, S&P's WARR assumptions
in 'AA', 'A', and 'BB' scenarios were 39%, 43%, and 56%,
respectively.

CASH FLOW ANALYSIS

S&P used the portfolio balance that the servicer considered to be
performing, the current weighted-average spread, and the above
weighted-average recovery rates.  S&P subjected the capital
structure to various cash flow stress scenarios, incorporating
different default patterns and interest rate curves, to determine
the rating level, based on the available credit enhancement for
each class of notes under S&P's European SME CLO criteria.

Following S&P's credit and cash flow analysis, it has raised to
'BB+ (sf)' from 'B+ (sf)' its rating on the class C notes as the
available credit enhancement supports a higher rating level.

COUNTRY RISK

S&P's long-term rating on the Kingdom of Spain is 'BBB'.

In S&P's opinion, the class B notes do not have sufficient
available credit enhancement to withstand the sovereign default
stress test.  This hypothetical scenario is derived from S&P's
observation of macroeconomic conditions that occurred after
several sovereign defaults where S&P characterizes the degree of
stress as "severe" in S&P's rating definitions criteria.
Therefore, under S&P's RAS criteria, the class B notes cannot be
rated above the sovereign.  Therefore, S&P has lowered to 'BBB
(sf)' from 'BBB+ (sf)' its rating on the class B notes.

Since, according to S&P's RAS criteria, SMEs have a 'moderate'
sensitivity to country risk, the class A2(G) notes can be rated
up to four notches above the rating on the sovereign.  Taking
into account the results of S&P's credit and cash flow analysis
and the application of its RAS criteria, S&P has affirmed its 'A+
(sf)' rating on the class A2(G) notes.

RATINGS LIST

Class       Rating            Rating
            To                From

IM FTPYME SABADELL 7 Fondo de Titulizacion de Activos
EUR1 Billion Floating-Rate Notes

Rating Affirmed

A           A+ (sf)

Rating Lowered

B           BBB (sf)          BBB+ (sf)

Rating Raised

C           BB+ (sf)          B+ (sf)


PYMES BANESTO 2: S&P Lowers Rating on Class B Notes to 'BB-'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Fondo de Titulizacion de Activos PYMES Banesto 2's class A2 and B
notes.  At the same time, S&P has affirmed its rating on the
class C notes.

Upon publishing, S&P's updated criteria for rating single-
jurisdiction securitizations above the sovereign foreign currency
rating (RAS criteria), S&P placed those ratings that could
potentially be affected "under criteria observation".

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

S&P has used data from the December 2014 investor report to
perform its credit and cash flow analysis and has applied its
European small and midsize enterprise (SME) collateralized loan
obligation (CLO) criteria and its current counterparty criteria.
For ratings in this transaction that are above S&P's rating on
the sovereign, it has also applied its RAS criteria.

CREDIT ANALYSIS

PYMES Banesto 2 is a single-jurisdiction cash flow CLO
transaction securitizing a portfolio of SME loans that was
originated by Banco Santander S.A. in Spain.  The transaction
closed in November 2006.

S&P has applied its European SME CLO criteria to determine the
scenario default rate (SDR)--the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level using CDO Evaluator.

To determine the SDR, S&P adjusted the archetypical European SME
average 'b+' credit quality to reflect two factors (country and
originator and portfolio selection adjustments).

"We ranked the originator into the moderate category.  Taking
into account Spain's Banking Industry Country Risk Assessment
(BICRA) score of 5 and the originator's average annual observed
default frequency, we have applied a downward adjustment of one
notch to the 'b+' archetypical average credit quality.  To
address differences in the creditworthiness of the securitized
portfolio compared with the originator's entire loan book, we
further adjusted the average credit quality by one notch," S&P
said.

As a result of these adjustments, S&P's average credit quality
assessment of the portfolio was 'b-', which S&P used to generate
its 'AAA' SDR of 83.05%.

S&P has calculated the 'B' SDR, based primarily on its analysis
of historical SME performance data and S&P's projections of the
transaction's future performance.  S&P has reviewed the
originator's historical default data, and assessed market
developments, macroeconomic factors, changes in country risk, and
the way these factors are likely to affect the loan portfolio's
creditworthiness.  As a result of this analysis, S&P's 'B' SDR is
15.00%.

S&P interpolated the SDRs for rating levels between 'B' and 'AAA'
in accordance with its European SME CLO criteria.

RECOVERY RATE ANALYSIS

S&P applied a weighted-average recovery rate (WARR) at each
liability rating level by considering the asset type and its
seniority, the country recovery grouping, and the observed
historical recoveries in this transaction.

COUNTRY RISK

S&P's long-term rating on the Kingdom of Spain is 'BBB'.  S&P's
RAS criteria require the tranche to have sufficient credit
enhancement to pass a minimum of a "severe" stress to qualify to
be rated above the sovereign.

CASH FLOW ANALYSIS

S&P used the reported portfolio balance that it considered to be
performing, the principal cash balance, the current weighted-
average spread, and the weighted-average recovery rates that S&P
considered to be appropriate.  S&P subjected the capital
structure to various cash flow stress scenarios, incorporating
different default patterns and timings and interest rate curves,
to determine the rating level, based on the available credit
enhancement for each class of notes under S&P's European SME CLO
criteria.

Under S&P's RAS criteria, it can rate a securitization up to four
notches above its foreign currency rating on the sovereign if the
tranche can withstand severe stresses.  The available credit
enhancement for the class A2 notes does not withstand severe
stresses.  S&P has therefore lowered to 'BBB (sf)' from 'A- (sf)'
its rating on the class A2 notes.

Given that the rating levels for the class B and C notes are
lower than the sovereign rating, S&P has not applied its RAS
criteria. Based on S&P's credit and cash flow analysis and the
application of its current counterparty criteria, S&P considers
the available credit enhancement for the class B notes to be
commensurate with a lower rating than that currently assigned.
S&P has therefore lowered to 'BB- (sf)' from 'BBB- (sf)' its
rating on the class B notes.  The available credit enhancement
for the class C notes is commensurate with its currently assigned
rating.  S&P has therefore affirmed its 'CCC- (sf)' rating on the
class C notes.

RATINGS LIST

Class       Rating            Rating
            To                From

Fondo de Titulizacion de Activos PYMES BANESTO 2
EUR1 Billion Floating-Rate Notes

Ratings Lowered

A2          BBB (sf)          A- (sf)
B           BB- (sf)          BBB- (sf)

Rating Affirmed

C           CCC- (sf)


PYMES BANESTO 3: S&P Affirms 'D' Rating on Class C Notes
--------------------------------------------------------
Standard & Poor's Ratings Services raised to 'BBB+ (sf)' from
'BBB (sf)' its credit rating on PYMES BANESTO 3, Fondo De
Titulizacion De Activos' class B notes.  At the same time, S&P
has affirmed its ratings on the class A and C notes.

Upon publishing, S&P's updated criteria for rating single-
jurisdiction securitizations above the sovereign foreign currency
rating (RAS criteria), S&P placed those ratings that could
potentially be affected "under criteria observation" (UCO).

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

S&P has used data from the October 2014 performance reports to
perform its credit and cash flow analysis and has applied its
European small and midsize enterprise (SME) collateralized loan
obligation (CLO) criteria and its current counterparty criteria.
For ratings in this transaction that are above S&P's rating on
the sovereign, it has also applied its RAS criteria.

CREDIT ANALYSIS

PYMES BANESTO 3 is a single-jurisdiction cash flow CLO
transaction securitizing a portfolio of SME loans that was
originated by Banco Santander S.A. in Spain.  The transaction
closed in January 2013.

S&P has applied its European SME CLO criteria to determine the
scenario default rate (SDR) -- the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level using CDO Evaluator.  S&P's underlying
assumptions to generate the 'AAA' SDR have remained unchanged
since closing.

S&P has calculated the 'B' SDR, based primarily on its analysis
of historical SME performance data and its projections of the
transaction's future performance.  S&P has reviewed the
originator's historical default data, and assessed market
developments, macroeconomic factors, changes in country risk, and
the way these factors are likely to affect the loan portfolio's
creditworthiness.

S&P interpolated the SDRs for rating levels between 'B' and 'AAA'
in accordance with its European SME CLO criteria.

RECOVERY RATE ANALYSIS

S&P applied a weighted-average recovery rate (WARR) at each
liability rating level by considering the asset type and its
seniority, the country recovery grouping, and the observed
historical recoveries in this transaction.

COUNTRY RISK

S&P's long-term rating on the Kingdom of Spain is 'BBB'.  S&P's
RAS criteria require the tranche to have sufficient credit
enhancement to pass a minimum of a "severe" stress to qualify to
be rated above the sovereign.

COUNTERPARTY RISK

S&P considers the transaction's documented replacement mechanisms
to adequately mitigate its exposure to counterparty risk under
its current counterparty criteria.  The minimum rating required
for the bank account provider to be considered eligible under the
transaction documents is 'BBB-'.  Since the transaction's
exposure to counterparty risk is considered to be "limited" under
S&P's current counterparty criteria, the maximum potential rating
on the class A notes is 'A- (sf)'.

CASH FLOW ANALYSIS

S&P used the reported portfolio balance that it considered to be
performing, the principal cash balance, the current weighted-
average spread, and the weighted-average recovery rates that S&P
considered to be appropriate.  S&P subjected the capital
structure to various cash flow stress scenarios, incorporating
different default patterns and timings and interest rate curves,
to determine the rating level, based on the available credit
enhancement for each class of notes under S&P's European SME CLO
criteria.

"Under our RAS criteria, we can rate a securitization up to four
notches above our foreign currency rating on the sovereign if the
tranche can withstand "severe" stresses.  However, if all six of
the conditions in paragraph 48 of the RAS criteria are met
(including credit enhancement being sufficient to pass an extreme
stress), we can assign ratings in this transaction up to a
maximum of six notches (two additional notches of uplift) above
the sovereign rating.  The available credit enhancement for the
class A notes withstands severe stresses. However, the downgrade
provisions under the swap contract cap the maximum ratings in
this transaction at 'A- (sf)'.  We have therefore affirmed our
'A- (sf)' rating on the class A notes," S&P said.

The available credit enhancement for the class B notes has
doubled since closing.  S&P's credit and cash flow analysis
indicates that the class B notes can now support the stresses
that S&P applies up to a 'BBB+ (sf)' rating level.  S&P has
therefore raised to 'BBB+ (sf)' from 'BBB (sf)' its rating on the
class B notes.

Given that the rating level for the class C notes is lower than
the sovereign rating, S&P has not applied its RAS criteria.  In
May 2014, S&P lowered its rating on the class C notes to 'D (sf)'
from 'CC (sf)' due to missed interest payments.  S&P has affirmed
its 'D (sf)' rating on this class of notes to reflect its
defaulted interest payments.

RATINGS LIST

Class       Rating            Rating
            To                From

PYMES BANESTO 3, Fondo De Titulizacion De Activos
EUR588 Million Floating-Rate Notes

Rating Raised

B           BBB+ (sf)         BBB (sf)

Ratings Affirmed

A           A- (sf)
C           D (sf)


PYMES SANTANDER 3: S&P Raises Rating on Class B Notes to BB
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its credit rating on
Fondo de Titulizacion de Activos, PYMES SANTANDER 3's class B
notes.  At the same time, S&P has affirmed its ratings on the
class A and C notes.

Upon publishing S&P's updated criteria for rating single-
jurisdiction securitizations above the sovereign foreign currency
rating (RAS criteria), S&P placed those ratings that could
potentially be affected "under criteria observation".

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

S&P has used data from the October 2014 investor report to
perform its credit and cash flow analysis and has applied its
European small and midsize enterprise (SME) collateralized loan
obligation (CLO) criteria and its current counterparty criteria.
For ratings in this transaction that are above S&P's rating on
the sovereign, it has also applied its RAS criteria.

CREDIT ANALYSIS

PYMES SANTANDER 3 is a single-jurisdiction cash flow CLO
transaction securitizing a portfolio of SME loans that was
originated by Banco Santander S.A. in Spain.  The transaction
closed in July 2012.

S&P has applied its European SME CLO criteria to determine the
scenario default rate (SDR) -- the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level using CDO Evaluator.

To determine the SDR, S&P adjusted the archetypical European SME
average 'b+' credit quality to reflect two factors (country and
originator and portfolio selection adjustments).

S&P ranked the originator into the moderate category.  Taking
into account Spain's Banking Industry Country Risk Assessment
(BICRA) score of '5' and the originator's average annual observed
default frequency, S&P has applied a downward adjustment of one
notch to the 'b+' archetypical average credit quality.  To
address differences in the creditworthiness of the securitized
portfolio compared with the originator's entire loan book, S&P
further adjusted the average credit quality by three notches.

As a result of these adjustments, S&P's average credit quality
assessment of the portfolio was 'ccc', which S&P used to generate
its 'AAA' SDR of 72.22%.

S&P has calculated the 'B' SDR, based primarily on its analysis
of historical SME performance data and its projections of the
transaction's future performance.  S&P has reviewed the
originator's historical default data, and assessed market
developments, macroeconomic factors, changes in country risk, and
the way these factors are likely to affect the loan portfolio's
creditworthiness.  As a result of this analysis, S&P's 'B' SDR is
15%.

S&P interpolated the SDRs for rating levels between 'B' and 'AAA'
in accordance with S&P's European SME CLO criteria.

RECOVERY RATE ANALYSIS

S&P applied a weighted-average recovery rate (WARR) at each
liability rating level by considering the asset type and its
seniority, the country recovery grouping, and the observed
historical recoveries in this transaction.

COUNTRY RISK

S&P's long-term rating on the Kingdom of Spain is 'BBB'.  S&P's
RAS criteria require the tranche to have sufficient credit
enhancement to pass a minimum of a "severe" stress to qualify to
be rated above the sovereign.

COUNTERPARTY RISK

S&P considers the transaction's documented replacement mechanisms
to adequately mitigate its exposure to counterparty risk under
S&P's current counterparty criteria.  The minimum rating required
for the bank account provider to be considered eligible under the
transaction documents is 'BBB-'.  Since the transaction's
exposure to counterparty risk is considered to be "limited" under
S&P's current counterparty criteria, the maximum potential rating
on the class A notes is 'A- (sf)'.

CASH FLOW ANALYSIS

S&P used the reported portfolio balance that it considered to be
performing, the principal cash balance, the current weighted-
average spread, and the weighted-average recovery rates that S&P
considered to be appropriate.  S&P subjected the capital
structure to various cash flow stress scenarios, incorporating
different default patterns and timings and interest rate curves,
to determine the rating level, based on the available credit
enhancement for each class of notes under S&P's European SME CLO
criteria.

Under S&P's RAS criteria, it can rate a securitization up to four
notches above its foreign currency rating on the sovereign if the
tranche can withstand "severe" stresses.  However, if all six of
the conditions in paragraph 48 of the RAS criteria are met
(including credit enhancement being sufficient to pass an extreme
stress), S&P can assign ratings in this transaction up to a
maximum of six notches (two additional notches of uplift) above
the sovereign rating.  The available credit enhancement for the
class A notes withstands extreme stresses.  S&P has therefore
affirmed its 'A- (sf)' rating on the class A notes, which is
capped at its current rating level for counterparty reasons.

Based on S&P's credit and cash flow analysis, and the application
of its current counterparty and RAS criteria, S&P considers the
available credit enhancement for the class B notes to be
commensurate with a higher rating than that currently assigned.
S&P has therefore raised to 'BB (sf)' from 'CCC (sf)' its rating
on the class B notes.  In S&P's analysis, it has considered the
high proportion of senior unsecured loans in the portfolio, as
well as the high level of cumulative gross defaults in the
portfolio, which has caused the class B notes to breach its
interest deferral trigger.

S&P's current 'D (sf)' rating on the class C notes signifies that
it has missed an interest payment.  S&P has therefore affirmed
its 'D (sf)' rating on the class C notes.

RATINGS LIST

Class       Rating            Rating
            To                From

Fondo de Titulizacion de Activos, PYMES SANTANDER 3
EUR1.884 Billion Floating-Rate Notes Split Between EUR1.570
Billion Asset-Backed Floating-Rate Notes and EUR314 Million
Floating-Rate Notes

Rating Raised

B           BB (sf)           CCC (sf)

Ratings Affirmed

A           A- (sf)
C           D (sf)


SANTANDER EMPRESAS: S&P Raises Rating on Class D Notes to B-
------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
the Santander Empresas 1, Fondo de Titulizacion de Activos' class
C and D notes.

Upon publishing S&P's updated criteria for rating single-
jurisdiction securitizations above the sovereign foreign currency
rating (RAS criteria), S&P placed those ratings that could
potentially be affected "under criteria observation".

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

S&P has used data from the November 2014 investor report to
perform its credit and cash flow analysis and has applied its
European small and midsize enterprise (SME) collateralized loan
obligation (CLO) criteria and its current counterparty criteria.
For ratings in this transaction that are above S&P's rating on
the sovereign, it has also applied its RAS criteria.

CREDIT ANALYSIS

Santander Empresas 1 is a single-jurisdiction cash flow CLO
transaction securitizing a portfolio of SME loans that was
originated by Banco Santander S.A. in Spain.  The transaction
closed in October 2005.

S&P has applied its European SME CLO criteria to determine the
scenario default rate (SDR)--the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level using CDO Evaluator.

To determine the SDR, S&P adjusted the archetypical European SME
average 'b+' credit quality to reflect two factors (country and
originator and portfolio selection adjustments).

S&P ranked the originator into the moderate category.  Taking
into account Spain's Banking Industry Country Risk Assessment
(BICRA) score of '5' and the originator's average annual observed
default frequency, S&P has applied a downward adjustment of one
notch to the 'b+' archetypical average credit quality.  To
address differences in the creditworthiness of the securitized
portfolio compared with the originator's entire loan book, S&P
further adjusted the average credit quality by one notch.

As a result of these adjustments, S&P's average credit quality
assessment of the portfolio was 'b-', which S&P used to generate
its 'AAA' SDR of 74.36%.

S&P has calculated the 'B' SDR, based primarily on its analysis
of historical SME performance data and S&P's projections of the
transaction's future performance.  S&P has reviewed the
originator's historical default data, and assessed market
developments, macroeconomic factors, changes in country risk, and
the way these factors are likely to affect the loan portfolio's
creditworthiness.  As a result of this analysis, S&P's 'B' SDR is
7.00%.

S&P interpolated the SDRs for rating levels between 'B' and 'AAA'
in accordance with S&P's European SME CLO criteria.

RECOVERY RATE ANALYSIS

S&P applied a weighted-average recovery rate (WARR) at each
liability rating level by considering the asset type and its
seniority, the country recovery grouping, and the observed
historical recoveries in this transaction.

COUNTRY RISK

S&P's long-term rating on the Kingdom of Spain is 'BBB'.  S&P's
RAS criteria require the tranche to have sufficient credit
enhancement to pass a minimum of a "severe" stress to qualify to
be rated above the sovereign.

CASH FLOW ANALYSIS

S&P used the reported portfolio balance that it considered to be
performing, the principal cash balance, the current weighted-
average spread, and the weighted-average recovery rates that S&P
considered to be appropriate.  S&P subjected the capital
structure to various cash flow stress scenarios, incorporating
different default patterns and timings and interest rate curves,
to determine the rating level, based on the available credit
enhancement for each class of notes under S&P's European SME CLO
criteria.

Under S&P's RAS criteria, it can rate a securitization up to four
notches above its foreign currency rating on the sovereign if the
tranche can withstand "severe" stresses.  However, if all six of
the conditions in paragraph 48 of the RAS criteria are met
(including credit enhancement being sufficient to pass an extreme
stress), S&P can assign ratings in this transaction up to a
maximum of six notches (two additional notches of uplift) above
the sovereign rating.  The available credit enhancement for the
class C notes withstands extreme stresses.  S&P has therefore
raised to 'AA (sf)' from 'A+ (sf)' its rating on the class C
notes.

Given that the rating level for the class D notes is lower than
the sovereign rating, S&P has not applied its RAS criteria.
Based on S&P's credit and cash flow analysis and the application
of its current counterparty criteria, S&P considers the available
credit enhancement for the class D notes to be commensurate with
a higher rating than that currently assigned.  S&P has therefore
raised to 'B- (sf)' from 'CCC+ (sf)' its rating on the class D
notes.  In S&P's analysis, it considered the overall good
performance of the portfolio and the low level of gross
cumulative defaults since closing.

RATINGS LIST

Class       Rating            Rating
            To                From

Santander Empresas 1, Fondo de Titulizacion de Activos
EUR3.1 Billion Floating-Rate Notes

Ratings Raised

C           AA (sf)           A+ (sf)
D           B- (sf)           CCC+ (sf)



=====================
S W I T Z E R L A N D
=====================


VAT VAKUUMVENTILE: S&P Lowers CCR to 'B'; Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services said that it had lowered its
long-term corporate credit rating on Switzerland-based developer
and producer of valves VAT Vakuumventile AG (VAT) to 'B' from
'B+'.  The outlook is stable.

At the same time, S&P lowered its issue rating on the group's
senior secured US$405 million term loan B due 2021 to 'B' from
'B+'. The recovery rating on this debt remains unchanged at '3'.

"Although we continue to assess VAT's financial risk profile as
highly leveraged and business risk profile as fair, we now expect
VAT to achieve lower Standard & Poor's-adjusted credit metrics
than in our previous assumption.  In our updated base case, funds
from operations to debt stands at about 4%-6% and debt to EBITDA
at 7.5x-8.5x (or 3.5x-4.5x excluding the shareholder loan).
These ratios are clearly below our previous expectations.  We
still expect free operating cash flow (FOCF) to remain positive
but at a lower level than before. We have therefore removed our
one-notch positive comparable rating analysis modifier," S&P
said.

"Over 2014, VAT's operating performance was weaker and proved
more volatile than we had previously expected.  In our view, this
is the main cause of deterioration in its financial risk profile.
Operating performance has been negative, affected by higher
costs, fewer sales, and currency effects.  In 2014, about 62% of
VAT's staff was working in the company's manufacturing plant in
Haag, Switzerland, implying that the Swiss franc (CHF) is the
largest cost component.  The recent appreciation of the Swiss
franc to currencies of countries in which VAT predominantly sells
its products, namely the U.S. dollar, the euro, and the Japanese
yen, makes any near-term improvement of the operating performance
unlikely," S&P added.

The stable outlook reflects S&P's opinion that VAT will retain
its leading position in its niche market, and its relatively high
profitability.  For the current rating, S&P expects the EBITDA
margin to remain above 20%, and FOCF to be neutral to moderately
positive.  S&P expects liquidity to remain adequate.

S&P could raise the rating if:

   -- VAT's operating performance improved, such that EBITDA was
      about CHF150 million-CHF200 million in 2015 and 2016; and

   -- If S&P observed a track record of positive FOCF, leading to
      a significant reduction in debt.

Together, these would lead to an improvement of the financial
risk profile to the higher end of S&P's highly leveraged
category.

S&P could lower the rating if:

   -- Unexpected adverse operating developments occurred, and VAT
      started losing market share, reducing the group's reported
      EBITDA margin to 20% or less;

   -- If the group's FOCF turned negative as a result of
      operating shortfalls; or

   -- If the non-cash-paying shareholder loan were replaced by a
      cash-paying instrument.



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


DRENAGH ESTATE: Moves Out of Administration
-------------------------------------------
Derry Journal reports that a stately home and wedding venue in
Limavady which went into administration last year is understood
to be back in the hands of the family.

The 1,000-acre Drenagh Estate was put up for sale in March 2014.
The house was built for the McCausland family in 1837 and was
designed by the architect Charles Lanyon.

"Recent tough economic times in the leisure market has put
unsustainable pressure on cash-flow," a statement from
administrators FRP Advisory read, according to Derry Journal.

The report notes that it is understood the land in question has
been sold and enough raised to pay off Drenagh Farm's debts.

FRP Advisory, the specialist restructuring and advisory firm,
confirmed it has sold part of Drenagh Farms Limited comprising
arable farmland, woodland and some estate properties out of the
Estate, the report relays.

Administrators FRP Advisory said: "The joint administrators can
confirm that proceeds from the completion of the sale of the land
and buildings should allow all debts attaching to Drenagh Farms
in administration to be repaid and to allow the company to move
out of administration in due course."

"Over several months following their appointment, the joint
administrators marketed the estate, engaging with a number of
interested parties and resulting in due diligence being
undertaken by several parties and offers being tabled," the
report quoted FRP Advisory as saying.

"A sale of the land and buildings provided the best available
solution for the company and its creditors whilst ensuring that
Drenagh's core house and surrounding gardens remain intact, still
under the control and ownership of the company," FRP Advisory
added.

Last year, Jason Baker, the joint administrator at FRP Advisory,
described the venue as "a fine stately home and working estate
steeped in the history of Northern Ireland," the report notes.

Mr. Baker added: "The administration process provides a cushion
for the estate to run as normal while a potential new ownership
structure can be established to ensure a long term solution can
be found for this historic house and associated leisure pursuits
business."

The estate continued to run as normal during the administration
process, the report says.


LEEDS UNITED: Cellino Ban Creates Insolvency Risk, Director Says
----------------------------------------------------------------
Insider Media reports that a Leeds United director has warned
that Massimo Cellino's disqualification could have severe adverse
consequences for the club and even "a real likelihood of
insolvency", the written judgment from the Italian businessman's
unsuccessful appeal has revealed.

But the Football League said the claims were "exaggerated,
speculative and unsupported", with Mr. Cellino himself now
admitting his ban from the club would have little effect, the
report says.

Andrew Umbers, who was formally appointed as a director earlier
this month, is a specialist consultant who conducted due
diligence on Leeds United FC and Mr. Cellino, Insider Media
relates.

According to Insider Media, Mr. Umbers' warning was contained
within a statement he provided to support the idea that there
were "compelling reasons" why Mr. Cellino should not be
"disqualified from holding office or acting as a club director at
a club" as he now has been.

The report relates that Mr. Cellino had argued that under the
rules, it would be necessary for him and his family members to
divest themselves of their stakes in the club, creating
uncertainty about Leeds' future.

The Football League argued that the Cellino family would not
necessarily have to divest themselves of their stakes and there
was a "presumption" that Mr. Cellino would continue to exert
control over the club through members of his family, says Insider
Media.

Insider Media adds that the Football League also suggested that
Mr. Umbers' concerns were exaggerated, speculative and
unsupported by any external evidence "or, tellingly, by any
evidence from Mr. Cellino himself".

In its judgment, the Professional Conduct Committee was not
persuaded that this was a case "where the imminent demise of the
club would be likely to follow any disqualification," the report
relates.

According to the report, the committee said Mr. Cellino has shown
"a strong desire to own and operate the club and is plainly very
attached to it".

"We see no evidence of any wish on his part to walk away from the
club, which an owner can always consider doing, whether or not
disqualified," the committee said in its judgment, Insider Media
relays.  "We appreciate that disqualification would bring with it
adverse consequences but the severity of those consequences is a
matter of speculation."

The Football League's submission that it presumed control of the
club would pass to the Cellino family and the brevity of the
disqualification, which will only last for 79 days, meant the
committee did not find any compelling reasons why Cellino's
Italian conviction for an offence of dishonesty should not lead
to disqualification, and rejected the contrary argument of
Cellino.

Mr. Cellino has since told reporters his ban "changes nothing",
adding that "someone else will sign the cheques for me," the
report adds.

Headquartered in Leeds, England, Leeds United Association
Football Club Ltd. -- http://www.leedsunited.com/-- is an
English professional football club.


MTL GROUP: In Administration, Cuts 150 Jobs
-------------------------------------------
The Star reports that more than 150 people have lost their jobs
after MTL Group, a major South Yorkshire metal manufacturing
specialist, went into administration.

The jobs were cut at MTL, with the move blamed on the loss of a
large overseas defense contract and cash flow problems, according
to The Star.

About 146 more jobs are at risk unless a new buyer can be found
for the company, which is based on Grange Lane, Brinsworth, the
report notes.

The situation comes less than three months after the company was
praised by Nick Clegg during a visit to their premises, the
report relates.

Ernst & Young have been appointed to oversee the administration
process.

"Although the company was historically profitable, it has
encountered difficulties on a large overseas defense contract
which resulted in losses and cash flow problems.  Despite best
efforts to secure new investment or a sale of the company, the
immediate cash flow pressures left MTL Group unable to meet its
creditor obligations and the directors took steps to appoint
Administrators," the report quoted John Sumpton, joint
administrator of MTL Group Limited, as saying.

"We are assessing our options to keep the facility operating in
the short term whilst seeking a buyer for the business and are
continuing to provide product to certain customers.  We would
encourage any interested parties to come forward," Mr. Sumpton
said, the report notes.

"It is with regret that 157 people have been made redundant. We
will work with those affected to help them claim outstanding
wages and other payments from the Redundancy Payments Office,"
Mr. Sumpton added.

In December, the company made around 35 to 40 redundancies.
Managing director Henry Shirman said at time that the company had
its "strongest order book in the company's history'", the report
notes.

In November, the company was praised by Mr. Clegg as he visited
their premises, the report relays.


NORTHSOUTH COMMUNICATION: In Administration; 126 Jobs Affected
--------------------------------------------------------------
Debbie Clarke at Fife Today reports that Northsouth Communication
has gone into administration after becoming insolvent.

Baker Tilly Restructuring said Keith Anderson --
keith.anderson@bakertilly.co.uk -- and Adrian Allen --
adrian.allen@bakertilly.co.uk -- have been appointed joint
administrators to Northsouth Communication after the company had
been suffering from a lack of profitability and cashflow issues,
Fife Today relates.

"It was the intention of the administrators to try and effect a
rescue of the Company's business by trading on, but this proved
impossible, and as a result, all trading ceased on Friday,
January 23," Fife Today quotes a spokesman as saying in a
statement.  "Regrettably, the administrators had no choice but to
make the 126 employees redundant.  Advisers from Baker Tilly will
be helping all affected staff to make claims to the Redundancy
Payments Office."

Northsouth Communication is a Lochgelly electrical and
maintenance firm.


SWINTON COMMUNICATIONS: Brought Out of Administration
-----------------------------------------------------
Sophia Taha at Bdaily News reports that 10 jobs have been saved
as Bolton's Swinton Communications Limited, which has been bought
following its going into administration.

Jason Elliott and Craig Johns of Cowgill Holloway Business
Recovery were appointed Joint Administrators of the Bolton-based
provider of telecom equipment and services.

Cowgill Holloway Business Recovery has been able to secure a sale
of the trade and assets on a pre-pack basis to Can You Get Me
Limited, also located in Bolton, according to Bdaily News.

The report notes that the sale has successfully secured the
ongoing employment of 10 of the 12 staff members across the
company's four North West leasehold premises.

Swinton Communications operated as a provider of
telecommunications, selling on behalf of T-Mobile and Daisy
Communications.

Head of Business Recovery, Jason Elliott, said: "After suffering
a loss of turnover through 2014 and from more recent significant
short-term cash flow pressures, the business was unable to meet
its ongoing obligations, the report notes.

"As a result, Swinton Communications Limited was placed into
administration.  However, we are pleased that, through a
successful sale process, we were able to preserve the business
and the employment of 10 members of staff," the report quoted Mr.
Elliot as saying.


TORRIDGE COMMUNITY: In Liquidation Due to Financial Difficulties
----------------------------------------------------------------
North Devon Gazette reports that the Torridge Community Transport
Association has had to shut down due to financial difficulties.

The Association is a charity which provides transport to the
elderly and disabled.

The Association issued a statement on Friday saying it was with
'much regret' it would cease trading, according to North Devon
Gazette.

The report notes that a spokesman for the trustees said: "With
increasing costs/overheads and declining revenue and funding
across the transport sector, Torridge Community Transport
Association's (TCTA) financial position has been deteriorating
for some months."

"The organization has been working hard to try and find solutions
to address this and have also worked in conjunction with their
main customer, and funder, Devon County Council to try to resolve
financial issues," the report quoted the spokesman as saying.

"Unfortunately, cash flow has continued to deteriorate and it has
now reached the point where further trading would make it be
irresponsible and a breach of insolvency law," the spokesman
said.

"The trustees therefore have had to make a difficult decision and
with much regret, to cease to trade with effect from January 30,
2014 and to instruct Bishop Fleming, Insolvency Practitioners, to
assist with placing the company into liquidation," the spokesman
added.

The report relays that TCTA is actively communicating with
alternative service providers, to try to salvage some of its
services for the community.

The report notes that the Ring & Ride service will continue but
will be operated by Ilfracombe Community Transport Association.

The report relays that the spokesman added: "We are working hard
to enable the continuation of the Voluntary Car Scheme, and will
announce developments as soon as they are known."


TOWERGATE FINANCE: Senior Creditors Set to Seize Control
--------------------------------------------------------
Alistair Gray at The Financial Times reports that Towergate's
senior creditors are set to seize control of the company in a
restructuring of its GBP1 billion debt burden that will wipe out
the interest of its private equity backer Advent and also lead to
heavy losses for bondholders.

According to the FT, people familiar with the matter said under
the terms of an agreement reached on Feb. 1, lenders would endure
losses on the debt of more than 60%.

The deal is expected to involve a "scheme of arrangement", an
agreement to be sanctioned by a court, the FT says.  It will
require approval from three-quarters of the dozens of buyout
houses, hedge funds and distressed debt funds who hold
Towergate's senior debt, the FT notes.

The deal would reduce the debt burden of Towergate, which had
been one of Britain's biggest private companies before its fall
from grace after an aggressive debt-funded aggressive acquisition
spree, to about GBP370 million, the FT says.  The interests of
the senior secured lenders will convert to equity, the FT states.

Towergate, which had warned its ability to continue as a going
concern was at risk unless a restructuring could be agreed, would
receive an immediate GBP75 million cash injection, the FT
recounts.

The planned restructuring is set to involve a pre-packaged
administration -- in effect the pre-negotiated sale of an
insolvent business, a process expected to be handled by Deloitte,
according to the FT.

The people stressed the administration would involve the holding
company, not Towergate's operating entities, the FT relays.

Kent-based Towergate is an insurance broker.  The company employs
about 5,000 people at more than 120 offices.


WESTRAM: In Voluntary Liquidation Following Olympic Woes
--------------------------------------------------------
Commercial Motors reports that Westram, a Scunthorpe haulier that
brought in administrators last year after an Olympics-related
contract spelt disaster for the firm, has now entered creditors'
voluntary liquidation.

Westram moved into the final stages of its winding-up procedure
late last month after insolvency practitioners from Wilson Field
were appointed as liquidators, according to Commercial Motors.

The report notes that the company won a lucrative contract to
transport accommodation and modular units for the 2012 Olympic
Games, which doubled its turnover overnight, but this generated
so much paperwork it lost track of purchase orders and delivery
notes and without these, payments could not be made.

Westram's business and assets were sold to fleet management
provider Hexagon in July 2014, plus related business Modular
Movements, and led to the administrator stating that they thought
a dividend to unsecured creditors was likely, the report relates.


WOODBERRY BROS: Weston Firm Buys Former Factory Site
----------------------------------------------------
burnham-on-sea.com reports that Highbridge's former Woodberry
Bros and Haines site has been purchased by a Weston firm.

Briarwood Products are relocating from their current facility in
Weston-super-Mare where they have been trading successfully for
over 30 years, according to burnham-on-sea.com.

The report notes that the site was previously homes to Woodberry
Bros and Haines, which went into administration last summer.


* N. Ireland Insolvency Activity Set to Rise, A&L Goodbody Says
---------------------------------------------------------------
Insider Media reports that insolvency activity in Northern
Ireland is set to increase over the next 12 months as companies
emerge from the recession, according to law firm A&L Goodbody.

Sam Corbett, associate at the Belfast-based firm, told Insider
that while corporate insolvency activity was "fairly static" in
2014 compared to the previous year, there is set to be an upturn
in 2015.

According to Insider, Mr. Corbett said that one of the main
reasons for a static 2014 was "the prevalence of loan sales in
the Irish market, with Irish banks selling portfolios to a value
of about EUR30 billion in the first three quarters of 2014
alone".

"Since many of the major players are now well established in
Northern Ireland, I think we can expect further loan sale
activity as we move into 2015," he added.

"One of the obvious impacts that loan sales may have is to change
a borrower's loan counterparty. There will be little tolerance
shown by purchasers to borrower-delaying tactics as the
purchasers will expect to achieve a return on their investments
in the short term," the report quotes Mr. Corbett as saying.

"Aside from loan sales, in our experience, economic improvement
and increasing property prices can often generate an upturn in
insolvencies and, with economic conditions continuing to improve
steadily in the local market, we would expect there to be an
upturn in insolvency activity as we emerge from this recession."


                            *********

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.


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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 2015.  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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