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        T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

             Friday, June 15, 2012, Vol. 13, No. 119

                            Headlines



A N D O R R A

BANCA PRIVADA: Fitch Affirms 'BB' Long-Term IDR; Outlook Stable
CREDIT ANDORRA: Fitch Affirms 'BB' Rating on Preference Shares


C Y P R U S

* CYPRUS: Moody's Downgrades Government Bond Ratings to 'Ba3'


F R A N C E

LAFARGE SA: Fitch Affirms 'BB+' Long-Term IDR; Outlook Stable


G E R M A N Y

ADAM OPEL: General Motors to Shut Down Bochum Factory
HOLZWERKE GMACH: Wood Production Continues Amid Insolvency
INTENSIV-FILTER & CO: Files for Insolvency
KLOCKNER PENTAPLAST: Senior Lenders Plan to Cut Debt to EUR250MM
OPERA GERMANY: Fitch Affirms 'CCCsf' Ratings on Two Note Classes


H U N G A R Y

MALEV GH: Faces Bankruptcy; Owes Back Pay to Employees


I R E L A N D

FOUNDATION CMBS: Fitch Cuts Rating on EUR238.2MM Notes to 'BBsf'


N E T H E R L A N D S

SCHEUTEN SOLAR: Aiko Solar Saves Firm from Closure


P O L A N D

PBG SA: Declared Bankrupt by Poznan Court
* CITY OF ZABRE: Fitch Affirms 'BB+' Long-Term Currency Ratings


R U S S I A

BANK OF MOSCOW: Fitch Lifts Long-Term IDR to BB-; Outlook Stable
SKB-BANK: Fitch Affirms 'B' Long-Term IDR; Outlook Stable
SVIAZ-BANK: Fitch Affirms 'BB' Long-Term IDR; Outlook Stable


S P A I N

CAMPOFRIO FOOD: Moody's Affirms 'Ba3' CFR/PDR; Outlook Stable
* SPAIN: No Plan to Liquidate Banks; Mulls Recapitalization
* SPAIN: Fitch Cuts Long-Term Issuer Default Ratings of 18 Banks


S W E D E N

SAAB AUTOMOBILE: New Owner Plans to Manufacture Electric Cars


U N I T E D   K I N G D O M

ADVENTIS GROUP: May Opt to File for Insolvency
CARRONVALE HOMES: Bankers Call in Receiver; Owes GBP11.6 Million
EURASIAN NATURAL: Moody's Says M&A Plan to Weaken Credit Profile
FOUR SEASONS: Fitch Assigns 'CC' Long-Term Issuer Default Rating
GAIN TRAVEL: Customers Unlikely to Get Money Back

PETROPLUS HOLDINGS: Shell Mulls Joint Bid for Coryton Refinery


X X X X X X X X

* BOOK REVIEW: Corporate Venturing -- Creating New Businesses


                            *********


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A N D O R R A
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BANCA PRIVADA: Fitch Affirms 'BB' Long-Term IDR; Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Andorra-based Banca Privada
d'Andorra's (BPA) Long-term Issuer Default Rating (IDR) at 'BB+'
and revised the Outlook to Stable from Negative.

The revision of the Outlook to Stable reflects Fitch's view that
BPA is taking the right steps to turn around its recently-
acquired subsidiary in Spain, Banco Madrid (BM).  BPA is
enhancing corporate governance, focusing on increasing
profitability and reducing the group's payout ratios in order to
increase capital.  The agency also views positively the reduction
of commitments with customers and financial risks with hybrid
exposures, a trend which is expected to continue in 2012.

Nonetheless, while Fitch also takes into consideration the
challenging operating environment, which may suffer from the weak
economic environment of the neighboring countries, particularly
Spain, Fitch considers that BPA's current rating already captures
this increased risk.  Economic pressures could result in
weakening asset quality and pressure on other credit risk
including its interbank and securities exposures.

BPA's ratings also consider the bank's small size, credit risk
concentration by borrower and operational/reputational risks
arising from private banking activities.  Upside potential to the
ratings derives from any improvement in underlying operating
profitability, supported by steady increase of net new money,
particularly at BM, and keeping a tight control of costs;
continue managing down commitments with customers and associated
exposure to hybrids as well as controlling asset quality and
improving core capital levels.  Failure to improve BM's revenue
generation and increase profitability; worse-than-expected
performance of the Andorran economy; and heightened financial
risks of its hybrids portfolio would be negative for the rating.

BPA's Support Rating of '5' and Support Rating Floor of 'NF'
reflect that, in Fitch's opinion, the banking system's large size
relative to the economy means that, despite authorities'
propensity to provide support may be high, it cannot be relied
upon, given the limited resources at the authorities' disposal
through BM.

BPA acquired BM in July 2011, as small Spanish bank specialized
in private banking, which increased its TFUM by 53% to EUR4.5
billion at end-2011.  Together with the tough operating
environment for private banking.  this weighed down operating
revenues, which weakened BPA's profitability and cost efficiency.
Fitch expects this to improve thanks to cost and income synergies
and increasing business volumes, offsetting loan impairments, but
also from access to ECB's LTRO for carry trade purposes.

The dissolution of two leveraged mutual funds prompted BPA to
acquire the securities (mostly hybrids; EUR195 million at end-
2011) and cancel related loans in Q409.  Most of the yields on
these hybrids are used to cover BPA's commitments to return
clients' initial position in the funds in ten years. The
portfolio and commitments (EUR50 million) were reduced in 2011 as
BPA anticipated the commitment of one fund.

BPA's loan book remained concentrated by name, although it has
adopted stricter credit limits and targets a gradual reduction of
loans.  BPA's Fitch core capital was adequate at 13% at end-2011.

The rating actions on BPA are as follows:

  -- Long-term IDR: affirmed at 'BB+', Outlook revised to Stable
     from Negative
  -- Short-term IDR: affirmed at 'B'
  -- Viability Rating: affirmed at 'bb+'
  -- Support Rating: affirmed at '5'
  -- Support Rating Floor: affirmed at 'NF' (No Floor)


CREDIT ANDORRA: Fitch Affirms 'BB' Rating on Preference Shares
--------------------------------------------------------------
Fitch Ratings has affirmed Credit Andorra's (CA) and Andorra Banc
Agricol Reig's (Andbanc) Long-term Issuer Default Ratings (IDR)
at 'A-', Short-term IDRs at 'F2 and Viability Ratings at 'a-'.
The Outlooks on their Long-term IDR has been revised to Negative
from Stable.

The revision of the Outlooks to Negative reflects the difficult
operating environment and the impact the domestic economy is
expected to feel from the weak economic environments in
neighboring countries, particularly Spain.  This, combined with
the banks' concentrated loan books could result in a
deterioration in their loan quality.  Internationally, there is
continued pressure over off-shore banking, including Spain's tax
amnesty, which may negatively impinge the banks' assets under
management and ultimately their performance.  The latter is also
being affected by volatility in capital markets, which has also
put pressure on earnings.

CA's ratings also reflect its conservative management, leadership
in the domestic market with an increasing international private
banking franchise, satisfactory profitability and comfortable
liquidity.

Andbanc's ratings reflect its solid domestic and niche
international franchise, acceptable performance, dynamic
management, solid liquidity and strong capitalization.

Although CA's capitalization is weaker than its direct peers'
(Fitch Core Capital ratio at end-2011 of 13%), both banks'
capital ratios compare favorably with international peers.  These
ratios are overstated somewhat, however, as they do not take any
operational risk into consideration.  Both banks face relatively
high operational and reputational risks inherent in the private
banking business and international expansion.  Furthermore the
ratios do not take into account the large sector and name
concentrations in their loan books.  Real estate sector at CA
accounted for 17% of gross loans and 22% at Andbanc.

The banks' Outlooks would be revised back to Stable if their
international expansion and diversification proves successful
enough to cope with current operating challenges and if the
Andorran economy proves to be more resilient to neighboring
economic backdrops.  In the case of CA, a steady improvement in
its core capital levels would also support its credit profile.
It is worth highlighting the Andorran government's structural
reforms to improve domestic economic competitiveness and open it
to foreign investors.  In Fitch's view, these are important
steps, which should be positively reflected in the medium-term.

CA's and Andbanc's Support Rating of '5' and Support Rating Floor
(SRF) of 'No Floor' (NF) reflect, in Fitch's opinion, the banking
system's large size relative to the economy which means that,
despite the authorities' propensity to provide support may be
high, it cannot be relied upon, given the limited resources at
the authorities' disposal.

At end-2011, CA and Andbanc had assets under management (AuM) of
EUR10.1 billion (+12% year on year) and EUR9.1 billion (+19% year
on year), respectively.

The rating actions are as follows:

CA

  -- Long-term IDR: affirmed at 'A-', Outlook revised to Negative
     from Stable
  -- Short-term IDR: affirmed at 'F2'
  -- Viability Rating: affirmed at 'a-'
  -- Support Rating: affirmed at '5'
  -- SRF: affirmed at 'NF'
  -- Preference shares: affirmed at 'BB'

Andbanc

  -- Long-term IDR: affirmed at 'A-', Outlook revised to Negative
     from Stable
  -- Short-term IDR: affirmed at 'F2'
  -- Viability Rating: affirmed at 'a-'
  -- Support Rating: affirmed at '5'
  -- SRF: affirmed at 'NF'

Andorra Capital Agricol Reig, B.V.

  -- Short-term debt: affirmed at 'F2'



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C Y P R U S
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* CYPRUS: Moody's Downgrades Government Bond Ratings to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service has downgraded Cyprus's government bond
ratings by two notches to Ba3 from Ba1, and has placed the
ratings on review for further possible downgrade.

The key driver for the rating action is the material increase in
the likelihood of a Greek exit from the euro area, and the
resulting increase in the likely amount of support that the
government may have to extend to Cypriot banks. The two-notch
downgrade reflects Moody's assessment that this risk is
exacerbated by the fact that the country's finances are already
strained and access to the international markets is still denied.

Moody's decision to maintain Cyprus's sovereign bond ratings on
review for further downgrade reflects the need to assess the
substantial downside risks to the banking sector and the
sovereign as a result of a Greek euro exit. These risks have the
potential to rise in the aftermath of the Greek elections on
June 17, 2012.

Ratings Rationale

The key driver of Moody's two-notch downgrade of Cyprus's
government bond rating is the significant deterioration in the
country's outlook as a result of the material increase in the
likelihood of a Greek exit from the euro area. The immediate
result is a further increase in the likely amount of government
support that the Cypriot banks may require due to their exposure
to the Greek government and economy as well as the deterioration
in domestic macroeconomic conditions.

Moody's prior Ba1 rating for Cyprus incorporated an assumption
that the Cypriot government would need to contribute capital
support equivalent to around 5-10% of GDP to the country's banks.
The rating agency now expects this to be materially higher. For
Cyprus Popular Bank alone, Moody's expects most, if not all, of
the EUR1.8 billion in recapitalization costs to be borne by the
government, which will increase debt levels by just over 10
percentage points of GDP.

Moody's has reflected the increased risks emanating from the
increased likelihood of a Greek exit in the ratings of the three
largest Cypriot banks, two of which were downgraded on June 12,
2012, with all banks being placed on review for further
downgrade. The close linkage between the government and the
banking sector means that these increased risks for the banks may
lead to much larger recapitalization costs to the government, and
Moody's needs to reflect these in the Cypriot sovereign's
ratings.

Factors to be Considered in the Review

The review will primarily focus on developments in Greece and how
these may translate into heightened risks for Cypriot banks'
solvency and liquidity, as well as any contingency measures that
the banks and the government of Cyprus may take to address these
risks. The political situation in Greece remains fluid and
Moody's considers that the risk of a Greek exit from the euro
area may increase further following the Greek parliamentary
elections on June 17.

As part of the review, Moody's will also assess any plan by the
government to seek external funding from the euro area to provide
liquidity support to the sovereign, much of which may be used to
provide systemic support to the banking sector. The extent of
this support and the conditionality that is attached to it would
also be considered in the review.

The principal methodology used in this rating was Sovereign Bond
Ratings published in September 2008.



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F R A N C E
===========


LAFARGE SA: Fitch Affirms 'BB+' Long-Term IDR; Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Lafarge SA's Long-term Issuer Default
Rating (IDR) at 'BB+' with a Stable Outlook.  The agency also
affirmed the senior unsecured rating at 'BB+'.

The affirmations and Stable Outlook reflect Fitch's view that the
group will continue to reduce debt and improve its credit metrics
in 2012.  Lafarge's leverage as of end of 2011 was high, even for
the current rating.  In particular, funds from operations (FFO)
net leverage was at 4.9x, meaning Lafarge has low financial
flexibility.  However, Fitch expects this ratio to improve to
below 4.0x by end-2012, a level that would be in line with the
current rating.

Fitch expects debt reduction and credit metric improvements to be
mainly driven by the further reduction in capex and by additional
disposal of non-core assets.  In particular, Fitch deems the
disposal plan, targeting EUR1 billion of asset sales in 2012, to
be pivotal for credit metrics to improve to the expected level.
Therefore, any delay in the disposal process or the failure in
achieving the targeted amount would represent a negative rating
factor.  Fitch projects capex will decline to EUR800 million-
EUR900 million, in line with the company's target, as a result of
the reduction in expansion capex that should more than offset the
expected increase in maintenance capex.

Under its conservative assumptions, Fitch does not forecast
operating cash flow to materially improve in 2012 compared to
2011.  The agency continues to see difficult trading conditions
for the cement and construction businesses, due to persisting
weak demand in Europe and cost inflation in emerging countries.
Q112 results showed a better trend in some geographical areas
(North America) and some improvement in prices.  By contrast,
demand in Europe continued to be weak, also due to unfavorable
weather conditions.

In Fitch's view, cost inflation and margin deterioration,
especially in emerging markets, remain the main issues.  Lafarge
is implementing a cost reduction plan targeting EUR500 million
savings in two years, of which at least EUR400 million will be
reached in 2012.  However, Fitch expects parts of these savings
to be offset by cost inflation, particularly on energy.

Further deterioration in trading conditions, affecting operating
cash flow and resulting in a sustained negative free cash flow
(FCF), in a funds from operations (FFO) fixed charge cover ratio
below 3.0x and to a FFO net leverage remaining constantly at
about 4.0x, would put negative pressure on the ratings.

An improvement in the operating performance, allowing maintenance
of positive FCF on a sustained basis and a FFO fixed charge cover
ratio consistently above 3.5x and a faster deleveraging, achieved
via operating cash flow or extraordinary measures or disposals,
with FFO net leverage improving to around 3.0x, could lead to a
rating upgrade.

Lafarge's liquidity profile remains good.  At March 2012, it had
EUR2.6 billion cash and undrawn committed facilities of EUR3.4
billion vs. debt maturities for the following 12 months of EUR2.6
billion.  The maturity profile is well-balanced and Lafarge is
not in need of any significant refinancing in 2012.

Lafarge's ratings continue to reflect its strong business profile
and the solid global market positioning in the cement industry
and in related building materials markets.  The group's position
is supported by its above-average geographical diversification,
with presence in more than 70 countries.  Lafarge benefits from a
well-established presence in mature markets and increased
exposure to fast-growing emerging markets.  Its EBITDA margin
remains among the highest in the sector.



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G E R M A N Y
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ADAM OPEL: General Motors to Shut Down Bochum Factory
-----------------------------------------------------
Mathieu Rosemain, Alex Webb and Tommaso Ebhardt at Bloomberg News
report that General Motors Co.'s move to shutter the first German
car factory since World War II addresses only a fraction of the
supply glut hobbling the European auto industry.

"One would need to close at least one factory per volume
manufacturer in Europe, which would be about five factories in
total," Philippe Houchois, a UBS analyst in London, as cited by
Bloomberg, said referring to Renault SA, PSA Peugeot Citroen,
Fiat SpA and Ford Motor Co. as the other four companies needing
to shut plants.

Hamstrung by political pressure not to cut jobs, Europe's
carmakers have balked at shutting unprofitable plants, closing
just two in the past four years: a GM facility in Belgium and a
Fiat factory in Sicily, Bloomberg notes.

GM's announcement on Wednesday to shut a factory in Bochum,
Germany, reflects the difficulties that European automakers face,
Bloomberg relates.  The move, Bloomberg says, will take until
2017 to carry out after the Detroit-based automaker agreed to
extend job guarantees.

"Even GM seems to need five years to close down its most marginal
plant," Bloomberg quotes David Arnold, a sales specialist with
Credit Suisse in London, as saying.  The prolonged closure
"highlights once again that there will be no easy or indeed quick
solution to the European overcapacity problem."

The Ruesselsheim, Germany-based GM unit said on Wednesday that
Opel is in negotiations with unions to keep the Bochum plant open
until GM stops making the Zafira minivan at the factory at the
end of 2016, Bloomberg relates.  Opel would extend job
protections by two years through 2016 and in exchange ask workers
to delay wage increases set for this year, Bloomberg discloses.

"Under the current economic conditions and outlook, there will be
no further product allocation for Bochum after the Zafira goes
out of production," Doris Klose, an Opel spokeswoman, as cited by
Bloomberg, said.  "It is currently being negotiated with the
unions whether something else might be produced there."

GM's decision on Bochum is part of Chief Executive Officer
Dan Akerson's pledge to stem European losses he says are weighing
on the shares, Bloomberg notes.  The U.S. automaker posted a
first-quarter adjusted operating loss in Europe of US$256 million
and also had US$590 million in writedowns, Bloomberg discloses.
GM Europe, which until 2010 included the Saab auto brand, has
reported US$16.4 billion in losses since 1999, Bloomberg states.

Bochum, which produced its first Opel vehicle in 1962, has 3,100
employees, down from a peak of more than 20,100 in 1979,
Bloomberg says, citing company figures.  GM said on Wednesday
that its remaining European factories will work on a three-shift
basis and may eventually produce non- Opel vehicles, Bloomberg
recounts.

Adam Opel GmbH -- http://www.opel.com/-- is General Motors
Corp.'s German wholly owned subsidiary.  Opel started making cars
in 1899.  Opel makes passenger cars (including the Astra, Corsa,
and Vectra) and light commercial vehicles (Combo and Movano).
Its high-performance VXR range includes souped-up versions of
Opel models like the Meriva minivan, the Corsa hatchback, and the
Astra sports compact.  Opel is GM's largest subsidiary outside
North America.


HOLZWERKE GMACH: Wood Production Continues Amid Insolvency
----------------------------------------------------------
EUWID reports that Holzwerke Gmach plans to continue making
planed products, wood for gardens, and single and multi-layer
glued softwood timber after filing for insolvency with the
Regensburg District Court on June 1, 2012.

EUWID says the office of the insolvency administrator, lawyer Dr.
Harald Schwartz, confirmed this report on request. The law firm,
which specialises in insolvencies, was appointed as the
provisional administrator after an application was filed with the
Regensburg District Court on April 5, 2012, the report notes.

Germany-based Holzwerke Gmach specialised in the product sectors
of lumber, planed products, and gluelam board.


INTENSIV-FILTER & CO: Files for Insolvency
------------------------------------------
Global Cement News reports that Intensiv-Filter & Co KG on
May 31, 2012, submitted an application for insolvency to the
district court of Wuppertal, Germany.  Dr. Marc d'Avoine was
appointed as the temporary insolvency trustee, the report says.

Global Cement News relates that initial plans are to re-start
ongoing projects as quickly as possible. To aid recapitalization,
the report relates, Dr. d'Avoine has implemented efficiency
improvement measures and continued technological advancements at
the firm.

Based in Velbert-Germany, Intensiv-Filter GmbH& Co KG is engaged
in industrial dust removal.  It employs around 400 staff.


KLOCKNER PENTAPLAST: Senior Lenders Plan to Cut Debt to EUR250MM
-----------------------------------------------------------------
Patricia Kuo at Bloomberg News reports that Klockner Pentaplast
Group's senior creditors led by Oaktree Capital Management LP
plan to cut its debt to about EUR250 million (US$315 million)
from EUR1.25 billion if they take control of the company through
a restructuring.

According to Bloomberg, three people with knowledge of the
situation said that the senior lenders aim to take ownership of
the company through a debt-for-equity swap after Klockner
breached loan terms at the end of last year, unless the creditors
are repaid at par by June 22.

Bloomberg relates that the people said under the restructuring
proposal, Klockner's debt will be cut initially to about EUR250
million, or two times its earnings before interest, tax,
depreciation and amortization.  The people, as cited by
Bloomberg, said that a plan to increase Klockner's borrowings to
about EUR470 million for a dividend payout after a debt
restructuring was shelved because of market conditions.

The people said that the senior lenders have been working with
Bank of America Corp., Credit Suisse Group AG, Deutsche Bank AG
and JPMorgan Chase & Co. for the dividend loans, Bloomberg notes.

The people said that Blackstone plans to retain a stake in the
company by buying back some of the equity Oaktree will hold,
according to Bloomberg.

The people said that Strategic Value Partners LLC, a Greenwich,
Connecticut-based hedge fund, is leading a group of junior
lenders seeking to make a bid for Klockner Pentaplast, Bloomberg
relates.

Founded in 1965 in Montabaur, Germany, Klockner Pentaplast Group
is a plastic films producer.


OPERA GERMANY: Fitch Affirms 'CCCsf' Ratings on Two Note Classes
----------------------------------------------------------------
Fitch Ratings has affirmed Opera Germany (No. 2) p.l.c.'s CMBS
notes and revised the Outlooks to Negative, as follows:

  -- EUR374.5m class A (XS0278492706) affirmed at 'Asf'; Outlook
     revised to Negative from Stable

  -- EUR46.8m class B (XS0278493001) affirmed at 'BBBsf'; Outlook
     revised to Negative from Stable

  -- EUR65.6m class C (XS0278493266) affirmed at 'Bsf'; Outlook
     revised to Negative from Stable

  -- EUR63.7m class D (XS0278493340) affirmed at 'CCCsf';
     Recovery Estimate 'RE50%'

  -- EUR9.4m class E (XS0278493423) affirmed at 'CCCsf'; 'RE0%'

The rating actions reflect both the bullet repayment risk in the
transaction and the improved asset performance over the past 12
months.  A sale of the four assets by final maturity in October
2014 is required for redemption of the notes.  Improved
performance of the assets supports a sale, but investor interest
and available lending drive the achievable prices.

Three of the four shopping centers have been marketed since
October 2011, in line with a restructuring plan.  However, by
April 2012, no sales had occurred.  If no significant progress is
made by October 2012, Fitch may take negative rating action as
the maturity of the transaction approaches. Achieving
simultaneous sales of three, and after the refurbishment of the
Koe-Galerie, four retail assets in North Rhine Westphalia may
prove difficult.

The transaction only has a one-year tail period. After a two-year
prolongation, as part of a restructuring of the loan, the tail
period decreased from three years to one year.  If the loan
passes its maturity date, the limited time available to the
servicer/special servicer to sell the remaining assets would put
potential buyers in a strong negotiating position.  The second-
largest property, Koe-Galerie is likely to be sold last.  Fitch
expects the sale will be time-consuming due to the size of the
property and its current letting situation/market position.

The asset performance has improved over the past 12 months. The
WA lease term for the four assets increased to 5.3 years from 4.1
years since April 2011. Rhein-Ruhr-Zentrum and Opern-Passagen
though show a slight decrease in lease term. Koe-Galerie and
Schwanenmarkt drive the increase through significant reletting
and prolongations.

The aggregate passing rent has increased to EUR36.8 million from
EUR33.7 million since April 2011.  A reduction in passing rent
for Opern-Passagen over the same period was outweighed by the
performance of the other three assets.  New leases have been
signed for Opern-Passagen since the last reporting date. The
letting will increase rent by EUR0.87 million and decrease
vacancy.

Refurbishing works on the Koe-Galerie property are on schedule
and reletting is progressing.  The works are planned to be
completed by September 2013, just ahead of loan maturity.  The
property is still partially vacant, but new leases have been
signed especially for the retail units.  A connection to the new
neighboring shopping centre, Seven, is hoped to bring new walk-in
customers to the premises starting this summer.



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H U N G A R Y
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MALEV GH: Faces Bankruptcy; Owes Back Pay to Employees
------------------------------------------------------
MTI-Econews reports that daily Nepszabadsag said on Thursday
Malev GH, the ground handling unit of troubled national carrier
Malev, which was grounded in February, faces bankruptcy itself.

According to MTI-Econews, the paper said that Malev GH recently
received a HUF400 million state loan but used much of it to pay
liabilities owed to Liszt Ferenc International operator Budapest
Airport.

Malev GH owes about 450 employees back pay, MTI-Econews
discloses.



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I R E L A N D
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FOUNDATION CMBS: Fitch Cuts Rating on EUR238.2MM Notes to 'BBsf'
----------------------------------------------------------------
Fitch Ratings has downgraded Foundation CMBS Ltd's EUR238.2
million Class A commercial mortgage-backed floating-rate notes
due 2016 to 'BBsf' from 'BBBsf', Outlook Stable.

The downgrade reflects the deteriorating refinancing conditions
for high loan-to-value (LTV) loans secured over secondary German
property, which account for a significant portion of the loan
portfolio.

The Foundation portfolio has a very high WA LTV of 102.3% based
off a February 2011 revaluation.  All loans have LTVs over 85%,
in Fitch's view, which makes them very difficult to refinance at
present.  Therefore workouts will likely feature for several
loans over the next few years as they mature.  With bond maturity
in 2016, there will be time pressure for some of the loans.
While the servicer has no presence in Germany/Switzerland, this
raises questions about how the recovery process will be managed.
This is a driver of the downgrade.

The third-smallest loan in the portfolio (3% by balance),
Arnsberg, did not repay at maturity in February 2012. The loan is
currently in standstill while a newly-appointed managing agent is
working on a business plan. The target is to decrease the vacancy
(30%) in the retail warehouse. Fitch will monitor how this
process is handled by the servicer.

The largest loan in the portfolio (25%), Luna, is secured by a
single office building located in Berne, Switzerland.  While the
collateral is fully let to the Swiss Confederation with an
unexpired lease term of 11 years, the property is currently
considerably over-rented.  This has driven the significant
increase in the reported LTV in February 2011, to 113% from 70%.

The remaining eight loans all report LTV ratios between 88% and
140% and are secured by a mixture of office, retail, retail
warehouse, light industrial and multi-family properties located
in Germany and Switzerland.



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


SCHEUTEN SOLAR: Aiko Solar Saves Firm from Closure
--------------------------------------------------
Becky Beetz at pv magazine reports that the insolvent Scheuten
Solar has been saved from closure by Chinese solar cell
manufacturer, Aiko Solar Energy Technology Co., Ltd.  No
financial details were disclosed, the report says.

pv magazine notes that Scheuten Solar filed for insolvency at the
end of February, after it was unable to maintain its business
activities in the face of high inventories and tight margins.

According to the report, the company recently said that
Aikosolar, which also owns Chinese project developer, Powerway
Renewable Energy, has taken over the "essential components" of
Scheuten Solar.

pv magazine notes that the two companies are said to complement
each other, due to Scheuten's "robust" brand and "innovative"
product portfolio, Aikosolar's financial strength and Powerway's
EPC experience.  "The combination sees Scheuten Solar engaged in
a synergy with its natural ideal partner, giving rise to a
powerful solar solution provider for distribution as well as
project solutions," the report quotes Perry Verberne, CCO of
Scheuten Solar, as saying.

Scheuten Solar Holdings B.V. is a Netherlands-based module
manufacturer and BIPV specialist.



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P O L A N D
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PBG SA: Declared Bankrupt by Poznan Court
-----------------------------------------
Maciej Martewicz at Bloomberg News reports that Joanna
Ciesielska-Borowiec, a spokeswoman for Poznan, western Poland-
based court, said on Wednesday the court agreed to declare
bankruptcy of PBG SA aimed at arrangement with creditors.

PBG filed for bankruptcy on June 4, Bloomberg recounts.

As reported by the Troubled Company Reporter-Europe on June 6,
2012, Bloomberg News disclosed that PBG decided to file for
bankruptcy to help reach an agreement with creditors to cut debt
by as much as 31%.  PBG Chief Financial Officer Przemyslaw
Szkudlarczyk said on June 4 that PBG's unconsolidated
debt amounts to PLN1.5 billion, Bloomberg related.  Kinga
Banaszak-Filipiak, a spokeswoman, said the entire group's debt at
its 12 crediting banks is at PLN1.7 billion.  The CFO, as cited
by Bloomberg, said that PBG's four biggest bank creditors are
Bank Pekao SA, Bank Zachodni WBK SA, ING Bank Slaski SA and
Nordea Bank Polska SA.

PBG SA is Poland's third largest builder.


* CITY OF ZABRE: Fitch Affirms 'BB+' Long-Term Currency Ratings
---------------------------------------------------------------
Fitch Ratings has affirmed the Polish City of Zabrze's Long-term
foreign and local currency ratings at 'BB+' and the National
Long-term rating at 'BBB+(pol)' with a Stable Outlook.

The ratings reflect Fitch's expectation that Zabrze's modest
operating performance will only improve gradually in the medium
term.  Full debt service from operating balance may be difficult
to achieve in 2012-2013 due to Zabrze's weak operating
performance and very low liquidity.  The ratings factor in the
lower pressure on the direct debt growth and the moderate debt
level.  They take also into account the growing risk from
municipal companies.

The ratings could be downgraded if the operating margin falls
below 2%, leading to debt coverage exceeding 20 years and if the
direct and indirect debt grows dynamically and exceeds Fitch's
projections.  Conversely if the operating performance improves
constantly and the debt coverage ratio falls below eight years
with direct and indirect risks not higher than projected, the
ratings could be upgraded.

The operating balance remained weak in 2011 with only a marginal
improvement to PLN26 million (US$7.6 million) from PLN22 million
in 2010.  Fitch notes that without structural changes in
operating expenditure, the city may not be able to raise the
operating balance substantially.  The cost rationalization (e.g.
freeze of wages in administration, joint tenders for services)
might bring relatively small benefits to the city's budget.  In
Fitch's opinion, the operating balance may grow to about PLN50
million by 2015 and from 2014 fully secure the growing annual
debt service.

Zabrze's liquidity fell to a historically low PLN5.8 million at
end-2011. To meet its short-term obligations, Zabrze uses a
short-term credit line of PLN30 million, which is committed until
2015.  In Fitch's view, the medium-term availability of the
credit line mitigates Zabrze's tight liquidity occurring during
the financial year.

According to Fitch's projections, Zabrze's direct debt will peak
at about PLN287 million in 2015 (2011: PLN228.4 million) and stay
at a moderate level below 45% of current revenue in 2012-2015.
Fitch expects that in line with the improving operating
performance Zabrze's weak debt coverage ratio of 14.2 years end-
2011 may improve and reach nine years by 2015, which is
satisfactory for the rating. The city's debt structure is
favorable, consisting of 50% of subsidized loans.

The project reconstruction of the city's football stadium
requires average annual payments from the city of PLN21 million
in 2014-2026.  In Fitch's view, these payments may prove to be
higher than projected by the city.  If Zabrze's operating balance
falls below Fitch's projections, the city may be forced to take
on new debt to service them.  The payments will go to the
SovereignFund TFI S.A., which provides PLN162 million to finance
the project (total cost including financial cost for the whole
financing period is about PLN279 million).

Zabrze had a population of 176,360 at end-2011 and is a medium-
sized city, located in the Slaskie Region.  The region is the
third-wealthiest in Poland, with a GDP per capita 113.1% the
national average in 2009.



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


BANK OF MOSCOW: Fitch Lifts Long-Term IDR to BB-; Outlook Stable
----------------------------------------------------------------
Fitch Ratings has upgraded Credit Bank of Moscow's (CBOM) Long-
term Issuer Default Rating (IDR) to 'BB-' from 'B+'.  The Outlook
is Stable.

The upgrade of CBOM's ratings reflects the broadening of the
bank's franchise and expected improvement of the quality of its
capital following the upcoming equity injections from two
international financial institutions (IFIs).  The latter should
also be positive for its corporate governance.  The upgrade also
considers its healthy liquidity, supported by the relatively
short-term loan book of reasonable quality, and sound
profitability, although some margin compression is likely in the
near term.

At the same time, the ratings are constrained by rapid, albeit
slowing, planned loan growth; a considerable amount of lending
which, in Fitch's view, relates to CBOM's controlling private
shareholder and his other businesses; and dependence on
relatively expensive deposits for funding, although due to
relatively short-term loans the bank has some flexibility to
adjust lending rates to protect its net interest margin.

The upcoming equity contribution from IFC and EBRD of around
RUB6bn, which has already been approved by all of the parties and
the Central Bank of Russia and is expected to be finalized by
end-H112, will reduce Fitch's concerns over the quality of CBOM's
capital in respect of two equity injections totaling RUB7.5
billion made by its private shareholder in 2009-2011.  These
concerns relate to the lack of transparency over the sources of
funds for these injections, and the fact that asset exposures,
possibly related to the shareholder, appeared on the balance
sheet of the bank at roughly the same time.  Fitch expects the
share of these equity injections in CBOM's capital to reduce to a
moderate 20% after the new injection and the retention of
approximately RUB3.5bn of profit in 2012, as Fitch estimates.

The significant broadening of the franchise, although mainly in
the Moscow region, has been accompanied by improved access to
better quality customers, and has also led to the bank achieving
certain economies of scale, although the fast growth (over 50%
per annum for the past four consecutive years) with which this
has been achieved is a source of potential concern.  Fitch draws
comfort from the fact that about 63% of loans are up to one year
in tenor, so the portfolio is already relatively seasoned.
Additionally, the agency carried out detailed analysis of CBOM's
fifty largest loan exposures (accounting for roughly 50% of the
end-2011 corporate loan book) and the majority is of reasonable
quality in terms of the financial standing of the borrower and/or
quality of collateral.  Also positively, the bank has an internal
cash collection unit, currently the third largest by turnover in
Moscow, which apart from creating cross-selling opportunities
also provides valuable cash flow data, helping to spot potential
problems in borrowers' performance early on and thus mitigating
credit risk to an extent.

However, the review also revealed exposures totaling RUB15
billion (10% of CBOM's loan book or 60% of end-2011 Fitch Core
Capital), which, in Fitch's opinion, could relate to other
business interests of the bank's shareholder.  Except for the
largest exposure (15% of Fitch Core Capital) extended to an
agriculture related company with weak financial standing, Fitch
takes some comfort from the fact that loans are either working-
capital exposures to companies with reasonable financial
performance or are properly secured.

The retail portfolio is small (18% of end-2011 loans) and its
quality is broadly in line with the market, since non-performing
loan (90 days overdue, NPL) origination rates for loan
generations issued in 2011 are equal to a low 1% for car loans
and 5% for unsecured cash loans.

Overall, the reported quality of loans is solid, with NPLs of
only 1.1% at end-2011 being 2x covered with reserves.  Fitch
estimates that after the capital increase and planned 25% loan
growth in 2012, CBOM's additional loss absorption capacity will
be equal to around 8% of the loan portfolio, thus covering the
potentially risky exposures mentioned above.  Moreover, CBOM's
ability to de-leverage stemming from its short-term loan book
dominated by working capital exposures primarily to companies
engaged in wholesale and retail trade, allows the bank to
decrease its risk weighted assets and to ease capital pressure
rather quickly if needed.

Liquidity is solid, supported by a considerable liquidity buffer
in the form of cash, short-term bank placements and securities
eligible for refinancing with the Central Bank of Russia (85% of
total securities at end-2011), which covered roughly 23% of end-
Q112 customer accounts.  Liquidity also benefits from the liquid
loan book with average monthly loan principal and interest
payments of a high RUB15 billion (sufficient to repay about 10%
of deposits).

Fitch conservatively excluded from the above liquidity buffer a
RUB2.7 billion (11% of Fitch Core Capital) bank deposit placed in
a European subsidiary of a state-controlled Russian bank, which
in the agency's view may be of a fiduciary nature.  Nevertheless,
as a moderate mitigant, Fitch has received a confirmation letter
from the counterparty bank that the amount is not restricted in
any way.

Since CBOM is mainly customer funded (customer deposits equaled
71% of end-2011 liabilities, roughly 75% of these are term
deposits) this translates to a relatively high cost of funding
(about 7% in 2011).  The corporate lending margins are therefore
moderate, but supported by much higher profitability of retail
loans.  Overall, performance has been solid, with a return on
average equity of around 20% in 2011, driven by low impairment
charges, the absence of an inefficient regional branch network
and solid fee generation capacity, including strong cash
collection fee income (equal to about 20% of net income for
2011).

CBOM's ratings are unlikely to be upgraded again in the near term
unless loan growth moderates, the amount of relationship based
lending reduces considerably and funding costs decrease.
Downside pressure on the bank's ratings could arise if continued
rapid growth leads to a weakening of underwriting standards or
greater pressure on capitalization.  In addition, a significant
worsening of the operating environment, leading to significant
deposit outflows and potential asset quality deterioration
materially beyond Fitch's current expectations, could be negative
for the ratings.

CBOM is a Moscow-based bank, the 21st-largest in Russia by assets
at end-Q112, ultimately owned by Roman Avdeev.  The EBRD and IFC
are expected to acquire a combined stake of 15% in the bank after
the additional stock issue by end-H112.

The rating actions are as follows:

CBOM

  -- Long-term foreign and local currency IDRs: upgraded to 'BB-'
     from 'B+', Outlook Stable
  -- Short-term IDR: affirmed at 'B'
  -- Viability Rating: upgraded to 'bb-' from 'b+'
  -- Support Rating: affirmed at '5'
  -- Support Rating Floor: affirmed at 'No Floor'
  -- National Long-term rating: upgraded to 'A+(rus)' from 'A-
    (rus)'; Outlook Stable
  -- Senior unsecured debt: upgraded to 'BB-' from 'B+'; Outlook
     Stable; Recovery Rating 'RR4' affirmed and withdrawn


SKB-BANK: Fitch Affirms 'B' Long-Term IDR; Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed SKB-Bank's Long-term foreign currency
Issuer Default Rating (IDR) at 'B' with a Stable Outlook.

The affirmation reflects SKB's growing franchise, increasing
diversification of revenues, currently adequate asset quality and
comfortable liquidity position.  However, the ratings are
currently constrained by recent and further budgeted fast lending
growth, modest profitability for a retail-focused bank and a
tightly managed capital position, which translates into a modest
ability to absorb losses.

SKB has significantly expanded its retail lending after the
crisis with an exceptionally fast growth rate of about 90% per
annum in 2010-2011.  Together with the bank's focus on long-term
(up to seven years) unsecured lending, this results in a largely
unseasoned portfolio, which may demonstrate higher loss rates
when the loans mature, especially if economic conditions
deteriorate.  Fitch also notes that such a long-term tenor is
rather uncommon for other main retail players.  However, no
deterioration is yet evident.  As at end-2011, non-performing
loans (NPLs; overdue more than 90 days) represented a moderate
6.4% of retail loan book (7.2% for the total portfolio) and were
110% covered by impairment reserves.

Related-party business is not significant, according to the IFRS
accounts and Fitch's own judgment, as the bank is small to
service TMK, a large pipe-producing company majority-owned by the
bank's shareholder, while his construction business is
immaterial.

SKB's profitability (17% ROAE in 2011) is lower than at retail
peers, but may improve, as the bank achieves greater scale,
subject to credit risks remaining under control.  SKB budgets
approximately 1.5x growth in commission income in 2012, so that
this would account for 50% of pre-impairment profit (2011: 38%),
driven mainly by cash-transfer and settlement commissions.

An additional risk factor for profitability is the bank's
securities (mostly bonds) portfolio (16% of total assets at end-
4M12), which have a relatively high weighted average duration of
about three years, which may expose the bank to material mark-to-
market losses in periods of market stress.  However, the
securities book enhances liquidity, as most bonds are eligible
for CBR refinancing.  Together with cash and cash equivalents and
net short-term interbank placements, the bank's liquidity buffer
covered 18% of deposits, which Fitch considers reasonable, but
not excessive, given the long-term nature of the loan book and
the recently acquired deposit base.

SKB's capitalization is tight relative to growth rates and the
bank's risk profile.  At end-4M12, the regulatory capital ratio
(CAR) was 12.4% (8% for Tier 1 capital /risk weighted assets
ratio), allowing SKB to absorb only additional impairment equal
to only a modest 2.6% of the loan book before breaching the
minimum 10% CAR level.  The bank is planning to attract RUB1.4bn
of subordinated debt and continue to retain profits to support
further growth, and no additional equity injections are planned
in 2012.

Fitch does not factor any direct support from TMK into the bank's
ratings, firstly because of its significant leverage (3.3x net
debt/EBITDA at end-2011) and the very cyclical nature of its
business, suggesting it may not always have the ability to
provide support, and secondly because of TMK's significant public
ownership (22%), which would likely constrain the shareholder's
ability to utilize TMK as a source of support for SKB in case of
stress.  Nevertheless, Fitch believes that ownership of such a
large asset gives Mr. Pumpyanskiy some financial flexibility, and
in normal market conditions TMK should serve as a source of cash
(dividends) which could be used to finance capital injections
into SKB and support the bank's growth.  This financial
flexibility is positive for SKB's credit profile.

Upward pressure on SKB's ratings could result from deceleration
in growth rates in the risky retail and SME segments, an extended
track record of reasonable asset quality as the loan book
seasons, continued improvements in profitability and greater
diversity of revenue sources.  Negative rating actions may be
warranted in case of significant deterioration in asset quality
resulting in erosion of the bank's capital base, if the latter is
not remedied promptly by contributions from the shareholders.

SKB is a medium-sized Russian bank (ranked 38th by total assets
at end-4M12), domiciled in Ekaterinburg and majority owned by the
Sinara Group (73%), which is in turn owned by Mr. Pumpyanskiy,
and EBRD (25%).

The rating actions are as follows:

SKB

  -- Long-term foreign currency IDR: affirmed at 'B', Outlook
     Stable
  -- Short-term IDR: affirmed at 'B'
  -- Viability Rating: affirmed at 'b'
  -- Support Rating: affirmed at '5'
  -- Support Rating Floor: affirmed at 'No Floor'


SVIAZ-BANK: Fitch Affirms 'BB' Long-Term IDR; Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Sviaz-Bank's (SB) and GLOBEXBANK's
(GB) Long-term foreign currency Issuer Default Ratings (IDR) at
'BB' with Stable Outlooks.

GB's and SB's IDRs are driven by the potential support that the
banks could receive, if needed, from their majority shareholder,
state-owned Vnesheconombank (VEB, 'BBB'/Stable).  Fitch maintains
a three-notch difference between VEB's IDR and the IDRs of SB and
GB to reflect the moderate long-term strategic importance of the
subsidiaries for VEB, and their limited role in helping VEB
fulfill its development bank mandate.  VEB's acquisitions of SB
and GB in 2008 were driven by the need to rescue the banks, and
VEB intends to sell both banks in the long term.

The two banks' Viability Ratings (VRs) ('b+' for SB and 'b' for
GB) reflect their rapid growth; their limited track records
following the recent takeovers; high concentrations on both sides
of their balance sheets; modest performance, resulting in
pressure on capitalization; and potential weaknesses in
governance and risk management given their state ownership and
rapid growth.  At the same time, the VRs also consider currently
low levels of non-performing loans (NPLs; loans overdue for more
than 90 days) and relatively solid access to deposit and
wholesale funding, supported by their state-bank status.  SB's
higher VR reflects Fitch's view that its asset quality is of
somewhat better quality than at GB.

SB and GB have grown rapidly since their acquisitions by VEB, as
they have tried to build up franchise following write-offs of the
majority of pre-takeover portfolios; gross loan books grew by 55%
at SB and by 72% at GB in 2011, compared to 29% for the Russian
market.  NPLs at end-2011 were a modest 4% of total loans at SB
(mainly legacy exposures) and 1.3% at GB.  However, portfolios
are unseasoned, concentrations are high and underwriting quality
is yet to be tested through a cycle.

Fitch is more concerned about GB's asset quality given
significant exposure to the real estate and construction sectors
(23% of total loans or 1.5x Fitch core capital at end-2011);
uncertainty about the quality of loans acquired with the regional
National Trade Bank (merged with GB in Q112; about 15% of the
consolidated loan book); and the growing share of non-core assets
-- primarily real estate investments -- on GB's balance sheet.

Weak internal capital generation at both banks reflects
competitive pressures in the banks' core corporate segment, and
low operating efficiency to date.  Pre-impairment profit was
around low 1% of average assets at both banks in 2011, net income
was minimal, and comprehensive income (taking into account
securities losses booked directly to equity) was negative.

Regulatory capital adequacy ratios at end-April 2012 were 16% for
SB and 12.7% for GB, quite comfortably above the 10% minimum
level.  However, in Fitch's view loss absorbing capital at SB is
tight given its high reliance on subordinated debt (issued to
VEB), and the bank's Fitch core capital ratio was a moderate 9.4%
at end-2011 (14.3% at GB).  In Fitch's view, capitalization is
likely to weaken further at both banks in the near to medium term
given their focus on growth, weak internal capital generation and
the absence of any plans at present for VEB to contribute further
capital.

Both SB and GB have large securities books, comprising mostly
fixed-income instruments, that are of relatively solid credit
quality but bear material market risk due to its relatively long
duration (average tenor to put at end-Q112: four years for SB and
2.5 years for GB).  This resulted in a large negative revaluation
of RUB3.8bn for SB and RUB1.8bn for GB in 2011 (equal to 18% and
8% of core capital at the start of 2011).

SB and GB are mid-sized Russian banks, ranked 22nd and 28th,
respectively, by total assets at end-Q112.  Both banks are almost
fully (more than 99%) owned by VEB. VEB's plan to develop SB into
a 'post bank' providing banking services through the outlets of
the Russian Postal Service, are currently on hold due to the
complexity of the negotiations between the parties involved.

The rating actions are as follows:

SB

  -- Long-term foreign currency IDR: affirmed at 'BB'; Stable
     Outlook
  -- Long-term local currency IDR: affirmed at 'BB'; Stable
     Outlook
  -- Short-term foreign currency IDR: affirmed at 'B'
  -- Viability Rating: affirmed at 'b+'
  -- Support Rating: affirmed at '3'
  -- National Long-term rating: affirmed at 'AA-(rus)'; Stable
     Outlook

GLOBEXBANK

  -- Long-term foreign currency IDR: affirmed at 'BB'; Stable
     Outlook
  -- Long-term local currency IDR: affirmed at 'BB'; Stable
     Outlook
  -- Short-term foreign currency IDR: affirmed at 'B'
  -- Support Rating: affirmed at '3'
  -- Viability Rating: affirmed at 'b'
  -- National Long-term rating: affirmed at 'AA-(rus)'; Stable
     Outlook



=========
S P A I N
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CAMPOFRIO FOOD: Moody's Affirms 'Ba3' CFR/PDR; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service has changed to negative from stable the
ratings outlook of Campofrio Food Group S.A. The Ba3 corporate
family rating, probability of default rating and senior unsecured
bond ratings have been affirmed.

Ratings Rationale

The negative outlook reflects Moody's view that the company's
metrics are weakly positioned in the Ba3 category and may
experience further downward pressure, given the depressed
consumer environment in its key markets of operation, as well as
an extensive 3 year investment program announced by the company
to realign its manufacturing facilities and allow further
strategic initiatives.

The rating agency recognizes positive development in Campofrio's
revenues, with 13.6% year-on-year growth achieved in 2011 (or
1.7% excluding Fiorucci) across of all of its main markets.
Southern Europe (Spain, Portugal and Italy) contributed c. 57% of
sales from continuing operations in 2011. Strong performance in
sales continued in the first quarter of 2012 thanks to a
combination of Campofrio's strong brands, product and channel
innovation leading to higher volumes as well as some price
increases. However the profitability, having recovered in the
last quarter of 2011 compared to the first half of 2011, declined
in the first quarter of 2012 due to continued high pig-carcass
prices and the integration of Cesare Fiorucci, which is less
profitable. The company's reported EBITDA margin declined to 9.3%
in 2011 from 10.6% in 2010, and was 7.6% in the first quarter of
2012. As a result Moody's adjusted leverage at the end of 2011
increased to 5.1x from 4.3x as of the end of 2010.

Campofrio also recently announced a large investment program
focused on improving efficiency and productivity over the next 3
years. Although expected to be funded by internal cash
generation, the project will weaken free cash flow generation due
to required substantial upfront costs.

The company's liquidity consists of EUR151 million cash on
balance sheet and EUR205 million undrawn committed lines as of
the end of March 2011. This appears to be adequate for near-term
requirements, taking into account scheduled amortization of the
EUR100 million loan to support the Fiorucci acquisition.

Given the negative outlook Moody's does not anticipate upward
pressure on the ratings. However, the ratings could be downgraded
if the company does not achieve an EBITA margin above 5.5%,
adjusted leverage below 4.5x or if RCF/net debt falls to the low
teens in 2012. Moody's notes that some of the restructuring costs
related to the 3 year investment program may not be treated as
exceptional in calculation of the triggers. Any concerns about
liquidity or covenant headroom or deeper recessionary trends in
the key markets of operation of Campofrio are also likely to
result into negative pressure.

The principal methodology used in rating Campofrio was the Global
Packaged Goods Industry Methodology published in July 2009. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Headquartered in Madrid, Campofrio is the largest producer of
processed meat products in Europe. The company produces cooked
ham, hot dogs, dry sausages, dry ham - together, accounting for
three quarters of the company's volumes -- as well as poultry,
cold cuts, ready meals and pates. In 2011, Campofrio generated
approximately EUR1.8 billion and EUR165 million revenue and
Moody's adjusted EBITDA respectively.


* SPAIN: No Plan to Liquidate Banks; Mulls Recapitalization
-----------------------------------------------------------
Emma Ross-Thomas at Bloomberg News reports that a spokesman for
the Economy Ministry said Spain has no intention of liquidating
any bank and plans to clean up, recapitalize and privatize
lenders under state control.

According to Bloomberg, EU Competition Commissioner Joaquin
Almunia, as cited by Reuters, said on Wednesday that one of the
three lenders under state control was due to be liquidated.


* SPAIN: Fitch Cuts Long-Term Issuer Default Ratings of 18 Banks
----------------------------------------------------------------
Fitch Ratings has downgraded 18 Spanish banks' Long-term Issuer
Default Ratings (IDR) and 15 banks' Viability Ratings (VR).  At
the same time, the agency has placed the Long-term and Short-term
IDRs of three banks on Rating Watch Negative (RWN) and maintained
five banks on RWN.  The Support Rating Floors (SRF) assigned to
four banks have also been revised.

The rating actions follow the downgrade of the Spanish sovereign
to 'BBB'/Negative from 'A'/Negative.  At the same time, Fitch has
factored into its rating actions concerns about the potential for
the loan portfolios of certain banks to deteriorate further.
This is particularly true for those banks whose loan books are
heavily exposed to the construction and real estate sectors, and
those with low equity bases.

Fitch carried out stress tests, both on the Spanish banking
sector as a whole and on individual banks, updating previously
published stress tests conducted in March 2011 and July 2010.
While maintaining the same target equity-to-total assets ratio of
6.5%, Fitch revised its stress scenarios to factor in Spain's
worsening macro-economic conditions, further asset quality
deterioration (mainly in the real estate sector), the need for
substantial support for a number of Spanish banks since July
2011, and the ongoing eurozone crisis.  The crisis has
contributed to heightened market risk aversion over Spanish debt,
affecting funding access and costs for all Spanish banks.

The downgrades of the Long-term IDRs reflect similar concerns to
those that have affected the Spanish sovereign rating.  In
particular, Spain is expected to remain in recession through the
remainder of this year and 2013 compared to the previous
expectation that the economy would benefit from a mild recovery
in 2013.  The institutions affected by today's rating actions are
purely domestic banks.  Thus, their revenue generation capacity,
risk profile, funding access and cost of funding are highly
sensitive to the evolution of Spain's economy and its housing
market. The sovereign rating acts as a cap for the Long-term IDRs
of these domestic financial institutions.

In Fitch's opinion, the weak Spanish economy will continue to
affect business volumes which, together with low interest rates,
will place pressure on revenues. Banks are being challenged to
further increase loan impairment coverage levels for real estate
assets while complying with stringent capital requirements. Some
institutions are more vulnerable than others.

The SRFs of CaixaBank, S.A. (CaixaBank) and Bankia, S.A. (Bankia)
have been revised to 'BBB' from 'BBB+'.  Banco Popular Espanol's
(Popular) SRF was revised to 'BBB-' from 'BBB'.  These banks'
Support Ratings have been affirmed at '2' but the change in SRF
indicates a weakening of Spain's ability to support some of its
largest banks, following the downgrade of the sovereign rating.
The Long-term IDRs of all these banks are on their SRF.

Fitch has not changed its view of Spanish government support for
its banking sector following the announcement on June 9, 2012
regarding a request to seek up to a EUR100 billion loan from the
European Financial Stability Fund/European Stability Mechanism
(EFSF/ESM).  The recent downgrade of Spain's sovereign ratings by
three notches already factors in the likely fiscal cost of
restructuring and recapitalizing the Spanish banking sector
estimated by Fitch to be between EUR50 billion to EUR60 billion
under its base case and as high as EUR100 billion under a stress
scenario.  The Support Ratings and SRFs assigned to Spanish banks
take into account the expectation that support for the banks will
be forthcoming.

There have been multiple downgrades of certain stronger
institutions' Long-Term IDRs to 'BBB' from 'A-' and VRs to 'bbb'
from 'a-'.  These include CaixaBank, Caja de Ahorros y Pensiones
de Barcelona (La Caixa), Kutxabank, S.A. (Kutxabank), Caja Rural
de Navarra, Sociedad Cooperativa de Credito (CRN) and Grupo
Cooperativo Iberico de Credito (GCI), reflecting the significant
downgrade of Spain's sovereign rating.  Caja Laboral Popular's
(Laboral) Long-Term IDR and VR have been downgraded to 'BBB' from
'BBB+' and 'bbb' from 'bbb+', respectively.  While exposed to the
weak economic environment and sensitive to a further downgrade of
the sovereign, these institutions have lower exposure to the
construction and real estate sectors and higher capital bases
than other Spanish banks. This explains why their Long-Term IDRs
are at 'BBB', at the same level as the sovereign.

Fitch is concerned about the relatively high real estate risk
exposures and tight capital ratios at Banco Mare Nostrum (BMN)
and Liberbank, S.A. (Liberbank).  Their Long-term IDRs and VRs
have been downgraded and placed on RWN.  Fitch will be reviewing
their ratings in the near term. Banco de Castilla-La Mancha is
75%-owned by Liberbank and its Long-term IDR mirrors that of
Liberbank.

Following the downgrades, the maintained RWN on the Long-term
IDRs and VRs of Banco de Sabadell (Sabadell), Unicaja Banco
S.A.U. (Unicaja) and Cajamar Caja Rural, Sociedad Cooperativa de
Credito (Cajamar) reflect the fact that these institutions are
currently in the process of merging or have recently merged with
much weaker institutions.  Fitch is in the process of reviewing
their merger plans.  Liberbank has also announced merger plans
with Ibercaja Banco, S.A.U. (not rated) and with Banco Grupo
Caja3, S.A. ('BB+'/Rating Watch Positive (RWP); VR 'bb'/Rating
Watch Evolving) which is also factored into its RWN. Unicaja has
a good capital base and relatively low exposure to real estate,
however, as with Sabadell, Cajamar and Liberbank, the merger is
with relatively large institutions, which could entail
significant integration risks.

Sabadell, a medium-sized Spanish bank, has recently completed the
acquisition of Banco CAM, S.A. (VR 'f'/RWP) following approval
from the European Commission, increasing its size to around
EUR170bn in assets.  Fitch is assessing this transaction and has
therefore maintained the IDRs and VR on RWN.  Banco Guipuzcoano
(Guipuzcoano), a regional bank acquired by Sabadell in 2010, has
been legally merged into Sabadell and no longer exists as a
separate legal entity.  As a result, its Long-term IDR has been
downgraded to 'BBB' from 'BBB+', maintained on RWN, and
simultaneously withdrawn.

CaixaBank's Long-term IDR was downgraded to 'BBB' in line with
the sovereign downgrade and removed from RWN, as its rating is
now on its SRF. CaixaBank is in the process of merging with Banca
Civica, S.A. (Banca Civica), highly exposed to the construction
and real estate sectors.  However, given CaixaBank's strong pre-
provision operating profit and high capital base, Fitch's base
case is that it has the capacity to absorb Banca Civica's
stressed losses.  Given the very high probability of the merger
materializing in the near term, Fitch affirmed Banca Civica's
Long-term IDR at 'BBB' and maintained the Rating Watch Positive
(RWP) on its Short-term IDR. However, should the merger not take
place, Banca Civica's VR and Long-term IDRs would be downgraded
by more than one notch to reflect its weaknesses.  The Long-term
IDR and VR of La Caixa (CaixaBank's parent) have also been
downgraded to 'BBB' from 'A-' and to 'bbb' from 'a-' and
maintained on RWN, pending a further review by Fitch of its cash
flow, leverage and real estate and refinancing risks.

Bankia's and Banco Financiero de Ahorros, S.A.'s (BFA) VRs have
been downgraded to 'f' from 'c', reflecting the request made by
BFA's Board for EUR19 billion of additional capital and a request
for a rescue package from the Spanish state.  The bank is Spain's
largest domestic bank with an 11% deposit market share.  Given
the need to increase equity by a significant amount and the
Spanish government's desire to promote financial stability, Fitch
considers that it is highly likely that this support will be
provided either directly from the state or through the EFSF/ESM.

The Long-term IDRs of Confederacion Espanola de Cajas de Ahorros
(CECA) and Banco Cooperativo Espanol (BCE) have been downgraded
to 'BBB' from 'BBB+'.  The Negative Outlook mirrors that on the
Spanish sovereign.  CECA and BCE have a low risk profile and
mainly act in as intermediaries for the savings banks and rural
cooperative banks, respectively.  CECA's Support Rating has been
downgraded to '3' from '2' and its SRF revised to 'BB+' from
'BBB'.  This highlights its diminished systemic importance
following the important restructuring of the Spanish savings bank
sector.

The impact on covered bonds issued by Banco Guipuzcoano, Cajamar
Caja Rural, Sociedad Cooperativa de Credito (Cajamar) and Caja
Laboral Popular, if any, will be covered in a separate comment.

The rating actions are as follows:

CaixaBank, S.A.:

  -- Long-term IDR: downgraded to 'BBB' from 'A-'; removed from
     RWN; Outlook Negative
  -- Short-term IDR: affirmed at 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'a-'; removed
     from RWN
  -- Support Rating: affirmed at '2'
  -- Support Rating Floor: revised to 'BBB' from 'BBB+'
  -- Commercial Paper Short-term Rating: affirmed at 'F2'
  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'A-'; removed from RWN
  -- Senior unsecured debt short-term rating: affirmed at 'F2'
  -- Subordinated debt: downgraded to 'BBB-' from 'BBB+'; removed
     from RWN
  -- Preferred stock: downgraded to 'B+' from 'BB'; removed from
     RWN

La Caixa:

  -- Long-term IDR: downgraded to 'BBB' from 'A-'; RWN maintained
  -- Short-term IDR: 'F2'; RWN maintained
  -- Viability Rating: downgraded to 'bbb' from 'a-'; RWN
     maintained
  -- Support Rating: affirmed at '5'
  -- Support Rating Floor: affirmed at 'No floor'
  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'A-'; RWN maintained
  -- Subordinated debt: downgraded to 'BBB-' from 'BBB+'; RWN
     maintained
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Banca Civica:

  -- Long-term IDR: affirmed at 'BBB'; removed from RWP; Outlook
     Negative
  -- Short-term IDR: 'F3' RWP maintained
  -- Viability Rating: affirmed at 'bbb'; removed from RWP
  -- Support Rating: '3'; RWP maintained
  -- Support Rating Floor: 'BB+'; RWP maintained
  -- Subordinated lower Tier 2 debt: affirmed at 'BBB-'; removed
     from RWP
  -- Subordinated upper Tier 2 debt: affirmed at 'BB'; removed
     from RWP
  -- Preferred stock: affirmed at 'B+'; removed from RWP
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Bankia:

  -- Long-term IDR: downgraded to 'BBB' from 'BBB+'; Outlook
     Negative
  -- Short-term IDR: affirmed at 'F2'
  -- Viability Rating: downgraded to 'f' from 'c'
  -- Support Rating: affirmed at '2'
  -- Support Rating Floor: revised to 'BBB' from 'BBB+'
  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'BBB+'
  -- Commercial paper: affirmed at 'F2'
  -- Market-linked senior unsecured securities: downgraded to
     'BBBemr' from 'BBB+emr'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Banco Financiero y de Ahorros, S.A. (BFA):

  -- Long-term IDR: affirmed at 'BB'; Outlook Stable
  -- Short-term IDR: affirmed at 'B'
  -- Viability Rating: downgraded to 'f' from 'c'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB'
  -- Subordinated lower tier 2 debt: affirmed at 'CC'
  -- Subordinated upper tier 2 debt: affirmed at 'C'
  -- Preferred stock: affirmed at 'C'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Banco Popular Espanol:

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB'; Outlook
     Negative
  -- Short-term IDR: affirmed at 'F3'
  -- Viability Rating: affirmed at 'bbb-'
  -- Support Rating: affirmed at '2'
  -- Support Rating Floor: revised to 'BBB-' from 'BBB'
  -- Senior unsecured debt long-term rating: downgraded to 'BBB-'
     from 'BBB'
  -- Senior unsecured debt short-term rating: affirmed at 'F3'
  -- Commercial Paper: affirmed at 'F3'
  -- Subordinated lower tier 2 debt: affirmed at 'BB+'
  -- Preferred stock: affirmed at 'B'

BPE Financiaciones S.A.:

  -- Long-term senior unsecured debt: downgraded to 'BBB-' from
     'BBB'
  -- Short-term senior unsecured debt: affirmed at 'F3'

Banco de Sabadell:

  -- Long-term IDR: downgraded to 'BBB' from 'BBB+'; RWN
     maintained
  -- Short-term IDR: downgraded to 'F3' from 'F2'; RWN maintained
  -- Viability Rating: downgraded to 'bbb' from 'bbb+'; RWN
     maintained
  -- Support Rating: '3'; RWP maintained
  -- Support Rating Floor: 'BB+'; RWP maintained
  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'BBB+'; RWN maintained
  -- Senior unsecured debt short-term rating: downgraded to 'F3'
     from 'F2'; RWN maintained
  -- Commercial Paper: downgraded to 'F3' from 'F2'; RWN
     maintained
  -- Subordinated lower Tier 2 debt: downgraded to 'BBB-' from
     'BBB'; RWN maintained
  -- Preferred stock: downgraded to 'B+' from 'BB-'; RWN
     maintained

Sabadell International Equity Ltd

  -- Preferred stock: downgraded to 'B+' from 'BB-'; RWN
     maintained

Banco Guipuzcoano:

  -- Long-term IDR: downgraded to 'BBB' from 'BBB+'; RWN
     maintained; rating withdrawn
  -- Short-term IDR: downgraded to 'F3' from 'F2'; RWN
     maintained; rating withdrawn
  -- Support Rating: affirmed at '2', rating withdrawn
  -- Subordinated lower Tier 2 debt: downgraded to 'BBB-' from
     'BBB'; RWN maintained; debt transferred to Banco de Sabadell
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'; debt
     transferred to Banco de Sabadell

Confederacion Espanola de Cajas de Ahorros (CECA):

  -- Long-term IDR: downgraded to 'BBB' from 'BBB+'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'bbb+'
  -- Support Rating: downgraded to '3' from '2'
  -- Support Rating Floor: revised to 'BB+' from 'BBB'

Banco Cooperativo Espanol:

  -- Long-term IDR: downgraded to 'BBB' from 'BBB+'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'bbb+'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB+'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Kutxabank, S.A. (Kutxabank):

  -- Long-term IDR: downgraded to 'BBB' from 'A-'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'a-'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB+'
  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'A-'
  -- Senior unsecured debt short-term rating: downgraded to 'F3'
     from 'F2'
  -- Subordinated debt: downgraded to 'BBB-' from 'BBB+'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

BBK Bank CajaSur, S.A.U. (BBK Bank CajaSur):

  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'A-'
  -- Preferred stock: downgraded to 'B+' from 'BB'
  -- Subordinated debt: downgraded to 'BBB-' from 'BBB+'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Banco Mare Nostrum S.A. (BMN):

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB'; placed on
     RWN
  -- Short-term IDR: rated at 'F3'; placed on RWN
  -- Viability Rating: downgraded to 'bbb-' from 'bbb'; placed on
     RWN
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB+'
  -- Commercial Paper Long-term Rating: downgraded to 'BBB-' from
     'BBB', placed on RWN
  -- Commercial Paper Short-term Rating: rated at 'F3'; placed on
     RWN
  -- Senior unsecured debt long-term rating: downgraded to 'BBB-'
     from 'BBB', placed on RWN
  -- Senior unsecured debt short-term rating: rated at 'F3';
     placed on RWN

  -- Subordinated lower tier 2 debt: downgraded to 'BB+' from
     'BBB-', placed on RWN
  -- Preferred stock: downgraded to 'B' from 'B+', placed on RWN
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Liberbank S.A.:

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB+'; placed on
     RWN
  -- Short-term IDR: downgraded to 'F3' from 'F2'; placed on RWN
  -- Viability Rating: downgraded to 'bbb-' from 'bbb+'; placed
     on RWN
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB+'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Banco de Castilla-La Mancha (BCLM):

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB+'; placed on
     RWN
  -- Short-term IDR: downgraded to 'F3' from 'F2; placed on RWN
  -- Support Rating: rated at '2'; placed on RWN
  -- Senior unsecured debt long-term rating: downgraded to 'BBB-'
     from 'BBB+', placed on RWN
  -- Subordinated lower tier 2 debt: downgraded to 'BB+' from
     'BBB', placed on RWN
  -- Subordinated upper tier 2 debt: downgraded to 'BB-' from
     'BB+', placed on RWN

Unicaja Banco, S.A.U. (Unicaja):

  -- Long-term IDR: downgraded to 'BBB-' from 'A-'; RWN
     maintained
  -- Short-term IDR: downgraded to 'F3' from 'F2'; RWN maintained
  -- Viability Rating: downgraded to 'bbb-' from 'a-'; RWN
     maintained
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB+'
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Grupo Cooperativo Cajamar:

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB+'; RWN
     maintained
  -- Short-term IDR: downgraded to 'F3' from 'F2'; RWN maintained
  -- Viability Rating: downgraded to 'bbb-' from 'bbb+'; RWN
     maintained
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB'

Cajamar Caja Rural, Sociedad Cooperativa de Credito (Cajamar):

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB+'; RWN
     maintained
  -- Short-term IDR: downgraded to 'F3' from 'F2'; RWN maintained
  -- Senior unsecured debt long-term rating: downgraded to 'BBB-'
     from 'BBB+', RWN maintained
  -- Senior unsecured debt short-term rating: downgraded to 'F3'
     from 'F2'; RWN maintained
  -- Subordinated lower Tier 2 debt: downgraded to 'BB+' from
     'BBB', RWN maintained
  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Caja Laboral Popular (Laboral):

  -- Long-term IDR: downgraded to 'BBB' from 'BBB+'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'bbb+'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB'
  -- Senior unsecured debt long-term rating: downgraded to 'BBB'
     from 'BBB+'
  -- Senior unsecured debt short-term rating: downgraded to 'F3'
     from 'F2'

Caja Rural de Navarra, Sociedad Cooperativa de Credito:

  -- Long-term IDR: downgraded to 'BBB' from 'A-'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'a-'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB'

Grupo Cooperativo Iberico de Credito:

  -- Long-term IDR: downgraded to 'BBB' from 'A-'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Viability Rating: downgraded to 'bbb' from 'a-'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB'

Caja Rural del Sur, Sociedad Cooperativa de Credito:

  -- Long-term IDR: downgraded to 'BBB' from 'A-'; Outlook
     Negative
  -- Short-term IDR: downgraded to 'F3' from 'F2'
  -- Support Rating: affirmed at '3'
  -- Support Rating Floor: affirmed at 'BB'

NCG Banco, S.A.:

  -- State-guaranteed debt: downgraded to 'BBB' from 'A'
  -- All other ratings unaffected by today's rating actions

Unnim Banc, S.A.U.:

  -- State-guaranteed debt: downgraded to 'BBB' from 'A'
  -- All other ratings unaffected by today's rating actions

Catalunya Banc, S.A.:

  -- State-guaranteed debt: downgraded to 'BBB' from 'A'

Banco de Caja Espana de Inversiones, Salamanca y Soria, S.A.U.
(CEISS):

  -- State-guaranteed debt: downgraded to 'BBB' from 'A'



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


SAAB AUTOMOBILE: New Owner Plans to Manufacture Electric Cars
-------------------------------------------------------------
Ola Kinnander at Bloomberg News reports that a Chinese-Japanese
investment group agreed to buy Saab Automobile and convert the
bankrupt Swedish manufacturer into a maker of electric cars.

According to Bloomberg, purchaser National Electric Vehicle
Sweden AB and the bankruptcy administrators for Trollhaettan-
based Saab said on Wednesday in a joint statement that the first
vehicle under the plan will be based on Saab's 9-3 car and will
go on sale early in 2014, with China as the main market.  The
parties agreed not to disclose the price of Saab's sale,
Bloomberg notes.

The purchasing group consists of Hong Kong-based renewable-energy
power-plant builder National Modern Energy Holdings Ltd., which
owns 51%, and Japanese investment firm Sun Investment, Bloomberg
discloses.

Kai Johan Jiang, founder and main owner of National Modern Energy
Holdings, will become chief executive officer of National
Electric Vehicle Sweden, Bloomberg says.

Mattias Bergman, a spokesman for National Electric Vehicle
Sweden, said that Saab, the maker of the 9-5 sedan and 9-4X
crossover vehicle, hasn't built cars since last year following an
initial production halt in March 2011, and it filed for
bankruptcy in December, Bloomberg recounts.  Saab has been
unprofitable for most of two decades, and GM, which acquired full
control of the manufacturer in 2000, sold it in February 2010 to
Dutch supercar maker Spyker NV, Bloomberg discloses.

Mr. Bergman said that Saab Auto's new owners have started
recruitment of "key people," mainly engineers and designers,
declining to say how big its workforce will be, according to
Bloomberg.  He said that the investors have the long-term
financing needed to meet business-plan goals, declining to say
when Saab Auto may break even, Bloomberg relates.

Saab Automobile AB is a Swedish car manufacturer owned by Dutch
automobile manufacturer Swedish Automobile NV, formerly Spyker
Cars NV.  Saab Automobile AB, Saab Automobile Tools AB and Saab
Powertain AB filed for bankruptcy on Dec. 19, 2011, after running
out of cash.



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


ADVENTIS GROUP: May Opt to File for Insolvency
----------------------------------------------
Reuters reports that Adventis Group Plc said it would look at
insolvency as proceeds from a planned sale of its technology
business may not be enough to pay its creditors.

The news agency notes that shares in the company lost almost all
their value on Wednesday on the news.

Adventis, which was looking to sell its technology division for
sometime now, said even if the conditional contracts for the
business are exchanged with the highest bidder, the net proceeds
would fall short of the company's liabilities, according to
Reuters.

The report relates that the company, which has been selling off
assets to repay the GBP2.2 million (US$3.4 million) debt it owes
to banks, said its directors consider that it was probable that
there is no value in the company's ordinary share capital.

UK-based Adventis Group Plc provides marketing and advertising
services to the property and technology industries.


CARRONVALE HOMES: Bankers Call in Receiver; Owes GBP11.6 Million
----------------------------------------------------------------
Errikka Askeland at The Scotsman reports that Carronvale Homes
has been shut down after its bankers called in the receiver.

According to the Scotsman, the company had outstanding debts of
GBP11.6 million at the end of March 2011 and a significant
overdraft with Clydesdale Bank.

In its most recent set of accounts, the company's auditors warned
that the company, owned by Gordon and Allan Hogg, had been
lossmaking for three years, the Scotsman relates.

The Scotsman notes that the statement said Carronvale and
Clydesdale had attempted to work out a long-term plan for the
"continued support of the company".

The receiver, KPMG, said the company owned development sites in
Cambuslang, Clackmannan, Larbert, Standburn and Tuillibody, with
planning consents for 256 homes and applications for a further
53, according to the Scotsman.  The firm had two development
sites in Bathgate and Grangemouth, and another in Edinburgh, the
Scotsman discloses.  KPMG cut 15 jobs and said the firm's six
remaining employees would help pay back creditors, the Scotsman
notes.

Carronvale Homes is a Grangemouth-based housebuilding company.


EURASIAN NATURAL: Moody's Says M&A Plan to Weaken Credit Profile
----------------------------------------------------------------
The aggressive financial and M&A policies of Eurasian Natural
Resources Corporation Plc (ENRC) are likely to adversely affect
its credit profile over the next two to three years, says Moody's
Investors Service in a FAQ CreditFocus report published on
June 13, 2012.

The new report is entitled "Eurasian Natural Resources
Corporation Plc: Frequently Asked Questions".

"We expect ENRC's credit profile to weaken based on the group's
recent acquisitions and its raising of additional debt to fund
its sizeable capex program of approximately US$6 billion over the
next two years," says Andrew Metcalf, an Analyst in Moody's
Corporate Finance Group and author of the report. "The expected
weakening of ENRC's credit profile is despite a strong financial
performance in 2011 and record-breaking revenue and EBITDA
figures."

The step-up in capex will lead to a deteriorating liquidity
profile at ENRC -- especially given the group used excess cash in
the first quarter of 2012 to complete the US$600 million
acquisition of Shubarkol, as well as pay out US$750 million to
First Quantum Minerals (FQM, unrated) for the Kolwezi assets in
the Democratic Republic of Congo. This deterioration prompted
Moody's rating action on ENRC on January 31, 2012, when the
rating agency downgraded the company to Ba3 from Ba2, and changed
the outlook on the rating to negative from stable.

ENRC's current Ba3 rating is positioned to accommodate a period
of expansion. The group's recent acquisitions and significantly
increased capex plans mark a fundamental shift in its debt and
liquidity policies. Over the next three years, Moody's expects
the group to transition from the conservative balance-sheet
structure that has prevailed since 2007 (minimal net debt and
high cash balances), to a more aggressive structure focused on
project completion.

Moody's notes that corporate governance remains a key issue for
ENRC. This is a result of the high concentration of ownership
among five key shareholders; the large number of related-party
transactions; and the furore over the recent (financially
immaterial) internal fraud investigation at the group's iron ore
operations. While Moody's believes that ENRC's corporate
governance standards are slowly improving under new chairman,
Mehmet Dalman, the Camrose acquisition is another example of
questionable governance standards. In Moody's opinion, the
decision to progress this transaction will continue to hinder the
group's ability to obtain credit from international credit
markets.


FOUR SEASONS: Fitch Assigns 'CC' Long-Term Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has assigned Four Seasons Health Care (Guernsey)
Holdings Limited (FSHC) a Long-term Issuer Default Rating (IDR)
of 'CC'.  The IDR has been placed on Rating Watch Positive (RWP).

The RWP on FSHC's IDR reflects the pending completion of FSHC's
acquisition by Terra Firma as defined in the preliminary offering
memorandum, which will result in a refinancing of FSHC's existing
debt from the proceeds of a proposed senior secured and senior
unsecured notes issue and equity contribution.  A successful
notes issue for the total required amount of GBP525 million and
completion of the acquisition as per the expected sources and
uses of funds stated in the offering memorandum would resolve
FSHC's current high refinancing risk and reduce its leverage.

Following completion of the acquisition, assuming it will result
in a capital structure with sources and uses as per the offering
memorandum, Fitch would likely upgrade FSHC's IDR, which will
become Elli Investments Limited's IDR (post-closing of the
acquisition) by up to three notches (to 'B') with a Stable
Outlook, and assign Elli Investments Limited's proposed senior
unsecured notes issue an expected senior unsecured rating of
'BB(exp)'/'RR1', and Elli Finance (UK) Plc's proposed senior
secured notes issue an expected senior secured rating of
'BB(exp)'/'RR1 and its super senior revolving credit facility
(RCF) a senior secured rating of 'BB'/'RR1'.

Final ratings remain contingent upon the receipt of final
documentation conforming materially to information already
received.  If the acquisition does not close according to the
plan provided to Fitch, the agency would likely affirm the IDR at
'CC' and remove it from RWP.

FSHC's rating is constrained by its high existing net leverage
(7.6x based on existing net debt of GBP800 million estimated on
the closing date of the transaction and a LTM March 2012 PF
adjusted EBITDA of GBP105m) and its high refinancing risk in the
current market conditions as existing net debt (GBP800 million
estimated on the expected closing date) matures in September
2012.

Elli Investments Limited's (the company) IDR post-completion of
the acquisition will be supported by a leading position in the
independent UK elderly care market and good relationships with
local authorities and NHS commissioners.  The rating also
reflects the company's positioning on high dependency services in
its elderly care division, which is relatively resistant to the
recent trend towards domiciliary care.

The IDR is constrained by high dependence on local authorities
funding (almost 70% of its funding).  In the context of the
current reduction in local authorities' budgets, the average
level of fees funded by local authorities is expected to remain
under pressure in the coming years.  Given the current level of
inflation, this may lead to a tightening in the company's EBITDA
margins.

The IDR is also currently constrained by relatively weak credit
metrics. Based on its conservative projections, Fitch expects
post-closing of the acquisition FFO-adjusted leverage to be
around 6.2x for 2012-2014 and FFO fixed charge coverage between
1.4x-1.5x.  A higher than expected post-closing cost of funding
could, among other factors, have an impact on projected credit
metrics and therefore the post-closing IDR and the instruments'
ratings.  Downward pressure on the IDR post-closing could result
from a FFO fixed charge coverage below 1.2x and FFO adjusted
leverage above 6.5x.  The IDR could move upward if FFO fixed
charge coverage increases to 2.2x and FFO adjusted leverage
decreases below 5x on a permanent basis.

In its recovery analysis, Fitch has adopted the liquidation value
of the company, primarily consisting of its freehold and long-
leasehold properties, as the resultant enterprise value is higher
than the going concern enterprise value.  Fitch believes that a
30% discount on the current market value of the assets is deemed
fair in a distress case.

Fitch has classified as 100% equity the GBP220 million
shareholder loans to be issued at Elli Capital Ltd and therefore
has excluded it from leverage and coverage ratios.  The proposed
features of this instrument match Fitch's perception of an
equity-like instrument.

Fitch anticipates that post refinancing, Elli Investments
Limited's liquidity would be adequate with around GBP30 million
of cash for the 2012-2014 period, a fully undrawn GBP40 million
RCF and no short-term debt maturities.


GAIN TRAVEL: Customers Unlikely to Get Money Back
-------------------------------------------------
Hannah Postles at The Telegraph & Argus reports that customers at
Gain Travel Experience Ltd, which went into liquidation on June
8, 2012, claim the Bradford travel firm was asking for cash
payments for holidays in the weeks before it went bust.

The report relates that holidaymakers, who were due to go on
breaks with Gain Travel, said the firm was requesting payment by
cash or cheque because it was unable to accept card payments for
the trips, which have now been cancelled.

Some have been left in tears after learning that they are
unlikely to get any of their money back, the report says.

The Telegraph & Argus reports that a message on the Fair Road
firm's Web site said it would close due to "very difficult
trading conditions" and hoped it had been able to bring customers
"treasured memories".

According to the report, accountancy firm Rushtons in Shipley,
which has placed Gain Travel into liquidation, said a letter
would be sent to customers and creditors in the next few days.

Customer, Susan Lavelle, of Shelf, told the Telegraph & Argus she
had been told by the insolvency firm it was "highly unlikely" she
would get any money back for a cancelled four-day trip to Kent.

The report adds that Simon Robinson, of Rushtons, confirmed it
had been consulted by Gain Travel regarding its "financial
affairs", but not yet able to place a figure on its level of debt
or if customers would get their money back.

According to the report, Mr. Robinson said the company had been
in existence for 28 years with a lot of repeat customers and
added: "We need to look into a combination of things to work out
what has happened."

Gain Travel Experience Ltd offered holidays by coach to
destinations within the United Kingdom & Europe.


PETROPLUS HOLDINGS: Shell Mulls Joint Bid for Coryton Refinery
--------------------------------------------------------------
Reuters reports that oil giant Royal Dutch Shell, fuel
distribution firm Greenergy and storage company Vopak are putting
together a joint bid to buy Petroplus Holdings' Coryton refinery
as a storage terminal.

According to Reuters, Unite the Union said it would fight the
move, which would put the vast majority of the 900 workforce out
of a job, and will step up protests to encourage the government
to support a bid to keep it operational.

The purchase would enable the firms to better control fuel
distribution to London and the southeast of England, Reuters
says.

Workers from the Coryton refinery on Monday and Tuesday disrupted
the supply of fuel heading to some petrol stations in the
southeast of the country, Reuters relates.

Coryton is currently being wound down as crude supplies run out,
and redundancies are expected next week, Reuters discloses.

                        About Petroplus

Based in Zug, Switzerland, Petroplus Holdings AG is one of
Europe's largest independent oil refiners.

Petroplus was forced to file for insolvency in late January after
struggling for months with weak demand due to the economic
slowdown in Europe and overcapacity amid tighter credit
conditions, high crude prices and competition from Asia and the
Middle East, MarketWatch said in a March 28 report.

According to MarketWatch, Petroplus said in March a local court
granted "ordinary composition proceedings" for a period of six
months. As part of the court process, Petroplus intends to sell
its assets to repay its creditors.

Some of Petroplus' units in countries other than Switzerland have
filed for "different types of proceedings" and are currently
controlled by court-appointed administrators or liquidators,
which started the process to sell assets, including the company's
refineries.



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


* BOOK REVIEW: Corporate Venturing -- Creating New Businesses
-------------------------------------------------------------
Authors: Zenas Block and Ian C. MacMillan
Publisher: Beard Books, Washington, D.C. 2003
(reprint of 1993 book published by the President and Fellows of
Harvard College).
List Price: 371 pages. $34.95 trade paper, ISBN 1-58798-211-0.

Creating new businesses within a firm is a way for a company to
try to tap into its potential while at the same time minimizing
risks.  A new business within a firm is like an entreprenuerial
venture in that it would have greater flexibility to
opportunistically pursue profits apart from the normal corporate
structure and decision-making processes.  Such a business is
different from a true entrepreneurial venture however in that the
business has corporate resources at its disposal.  Such a company
business venture has to answer to the company management too.
Corporate venturing--to use the authors' term--offers innovative
and stimulating business opportunities.  Though venturing is in a
somewhat symbiotic relationship with the parent firm, the venture
would never threaten to ruin the parent firm as a entrepreneur
might be financially devastated by failure.

Block and MacMillan contrast an entreprenuerial enterprise with
their subject of corporate venturing, "When a new entrepreneurial
venture is created outside an existing organization, a wide
variety of environmental factors determine the fledgling
business's survival.  Inside an organization . . . senior
management is the most critical environmental factor."  This
circumstance is the basis for both the strengths and limitations
of a corporate venture.  In their book, the authors discuss how
senior management working with the leadership of a corporate
venture can work in consideration of these strengths and
weaknesses to give the venture the best chances for success.  If
the venture succeeds beyond the prospects and goals going into
its formation, it can always be integrated into the parent
company as a new division or subsidiary modeled after the regular
parts of a company with the open-ended commitment, regular hiring
practices, and reporting and coordination, etc., going with this.
As covered by the authors, done properly with the right
commitment, sense of realism and practicality, and preliminary
research and ongoing analysis, corporate venturing offers a firm
new paths of growth and a way to reach out to new markets, engage
in fruitful business research, and adapt to changing market and
industry conditions.  The principle of corporate venturing is the
familiar adage, "nothing ventured, nothing gained."  While it is
improbable that a corporate venture can save a dying firm, a
characteristic of every dying firm is a blindness about
venturing.  Just thinking about corporate ventures alone can
bring to a firm a vibrancy and imagination needed for business
longevity.

Ideas, insights, and vision are the essence of corporate
venturing.  But these are not enough by themselves. Corporate
venturing is based as much on the right personnel, especially the
top leaders.  The authors advise to select current employees of a
firm to lead a corporate venture whenever feasible because they
already have relationships with senior management who are the
ultimate overseers of a venture and they understand the corporate
culture.  In one of their several references to the corporate
consultant and motivational speaker Peter Drucker, the authors
quote him as identifying only half jokingly the most promising
employees to lead the corporate venture as "the troublemakers."
These are the ones who will be given the "great freedom and a
high level of empowerment" required to make the venture workable
and who also are most suited to "adapt rapidly to new
information."  Such employees for top management of a venture are
not entirely on their own.  The other side of this, as Brock and
MacMillan go into, is for such venture management to earn and
hold the trust and confidence of the firm's top management and
work within the framework and follow the guidelines set for the
venture.

Corporate venturing is an operation which is a hybrid of the
standard corporate interests and operations and an independent
business with entrepreneurial flexibility mainly from focus on
one product or service or at most a few interrelated ones,
simplified operations, and streamlined decision-making.  From
identifying opportunities and getting starting through the
business plan and corporate politics, Brock and MacMillan guide
the readers into all of the areas of corporate venturing.

Zenas Block is a former adjunct professor with the Executive MBA
Program at the NYU Stern School of Business.  Ian C. MacMillan is
associated with Wharton as a professor and a director of a center
for entrepreneurial studies.


                            *********

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

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

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

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


                            *********


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

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

Copyright 2012.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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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$625 per half-year,
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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 240/629-3300.


                 * * * End of Transmission * * *